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APPLICATION , ~ "-.. LEVINE, FRANK & EDGAR EA. A Professional Association of Attorneys Jay Steven Levine. Also admitted to Practice in Washington, D,C. Jeffrey H. Frank Charles W. Edgar, ill James S. Telepman Robert A. Schaeffer May 29, 1996 FEDERAL EXPR ESS Mr. Joe Basile Mr. Dave Faris Cedar Ridge Developm ent Corporation 7000 High Ridge Road Lantana, FL 33462- 5006 Re: Master Declaration. Articles and By-Laws . \ "...,.'~ '.:. ") ....r -\T:}.,)! \)t-\'\.,\\\ \:':S ",,) \.... ,"-co" . ~, Gentlemen: Enclosed please find the Master Declaration, Articles, By-Laws for your review (and that of the city if the city so desires). There are a few blanks which must be completed in the Declaration once you provide me with a correct legal description of the overall development, and blanks in the Consents once I receive a correct legal description for the Estates. Because the master documents were not previously placed of record when owners purchased in Cedar Ridge Estates with mortgages, it is important that all owners execute the enclosed Consent of Unit Owners and that all mortgagees of units execute the Consent of Mortgagee enclosed. The proposed amendments to the Declaration for Cedar Ridge Estates and the proposed easement regarding drainage will be forwarded to you during the latter part of this week. Meanwhile, should you have any questions, please call. Very truly yours, frd-~~~ Jay Steven Levine JSUbds Enclosures - As Stated b:\board2.Rr PALM BEACH GARDENS: 3300 PGA Boulevard, Suite 500 Palm Beach Gardens, Florida 3341()'2884 (407) 626-4700 Fax (407) 627-9479 el/29l1~91 21:18 ~e:5335e01 CEDAR ::::mGE )EVEL FAGE 1:3: LEVINE, FRANK, E'DGAR & TEL~PMAN p..~ A Pro f t S $ ~ rJ fI ~ 1 I, ~ ~ 0 : . . t I (l ~ o!' A t tor " . (ji) R n M R ~ Jar kllU Wwl.. ' Ai. ....... . ~ .. 1Ww~..., n c:. D l'!J Lr; U \:I ~ ~ ~~~ . 1 0lII1uw. Upo,m ! i III )-.I S T__ I U~j MAY _ I 1997 L:J lallIr. A. s..tht PLANNING AND J' ZONING DEPT. _ April 29. 1997 VIA FACSIMILE ONLY ClJ1l ~1 Mr. DaVid Faris Cedar Ridge Development Corporation 7000 HIgh Ridge Road Lantan.. FI 33482-5006 RE: Cedar Ridge Deer David: Enclosed please find a revlsttd page 13 to the Declaration of Covenants and Restrictions for Cedar Ridge P.U.D., modifying Section 6.1 as you reques1ed. Meanwhile, should you have any Questions. please call. Very truly yours. h~~ Jay Steven Levine JSLlbds Enclosure . As Stated C;;~OCI\C_~,*"llr 4~3.~lq, ~: ~ \-\~(~. Bz-'. k ,~oLR K~ : c.~)~ "?-\~~ l-\..G \\~ ... 'R~{/lS\utV' \-\~ QS t-o-f-..><.J\. c:.;::.~O ~ ~bV(S\.~rv' l('00 \-\MVC5 ~ J,:~='~-r.;? 7) e\.: I\..... ~~~.s;L C3 p <:- Q~ -S-~7y~\c.ki' iNIIMt. Imp1Iwo.o'.,,,an::ct.llt ri- Jh149~8 _. . - PAl,M REACI'I G.\RDt:NS j3~~(j.4lluult"~ld. SUllc500 I'alnl Qeac:h(:ard~n~, Flunda 3)410.~ (~61) 6Z6-4700 f~ (S61) 6Z7-~79 \:F.~O DEACH' I ~H 151h 5l1eel ''ero ~"II. rlori~OI 3~~() [561) 62~-'700 F;a.'4, :51:'1) 6ZMtI'" PREPARED BY: Jay Steven Levine, Esquire Levine, Frank & Edgar, P.A. 3300 PGA Blvd., Suite 500 Palm Beach Gardens, FL 33410 (407) 626-4700 DECLARATION OF COVENANTS AND RESTRICTIONS FOR CEDAR RIDGE P.U.D. TABLE OF CONTENTS Section 1. DEFINITIONS Section 2. PROPERTY SUBJECT TO THIS DECLARATION 2.1 Legal Description 2.2 Additional Property . . . . . . . . . . . . . . . . . . . . . .2 ......................4 ......................4 .. . . . . . . . . . . . . . . . . . . . .4 Section 3. EASEMENTS; PROPERTY RIGHTS IN THE COMMON AREA. . . . . . . . . . . . . . . . . . . . . . .5 3.1 Easements 3.2 Common Area Section 4. ASSOCIATIONS 4.1 Articles of Incorporation 4.2 By-Laws 4.3 Membership and Voting Rights 4.4 Limitation on Association Liability . . . . . . . . . .. ... . . . . . . . .5 ......................7 ......................7 .. . . . . . . .. . . . . . . . . . . . .7 . . .. . . . . . .. . .. . . . . . . . .7 ......................7 ......................7 Section 5. ASSESSMENTS AND LIENS; CHARGES. . . . . . . . . . . . . . . . . . . . .8 5.1 Common Expenses 5.2 Share of Com mon Expenses 5.3 Ownership 5.4 Who is Liable for Assessments 5.5 No Waiver or Excuse from Payment 5.6 Application of Payments; Failure to Pay; Interest; Late Fees 5.7 Liens 5.8 Priority of Lien 5.9 Foreclosure of Lien; Action at Law 5.10 Certificate as to Assessments 5.11 Charges . ... . . . . . . . . .. . . .. . . . .8 ......................8 . . ... ... ... . . . . . . . . . . .8 . .. . .. . .. . . .. . . .. . . . . .9 . . . .. . .. . ... . . . . . . . . . .9 . . . . . ... .. . .. . . . . . . . . .9 ......................9 . . . . . . . . . . . . . . . . . . . . . 10 . . . . . . . . . . . . . . . . . . . . . 10 . . . . . . . . . . . . . . . . . . . . . 10 . . . . . . . . . . . . . . . . . . . . . 11 5.12 Exempt r-roperty 5.13 Developer Provisions . . . . . . . . . . . . . . . . . . . . . 13 . . . . . . . . . . . . . . . . . . . . . 13 Section 6. ASSOCIATION MAINTENANCE, REPAIR AND REPLACEMENT . . . . . . . . . . . . . . . . . . . . . 13 Section 7. ASSOICATION ALTERATIONS . . . . . . . . . . . . . . . . . . . . . 13 Section 8. USE AND OCCUPANCY RESTRICTIONS ...................13 8.1 Vehicles and Parking 8.2 Nuisances, Ordinances and Laws 8.3 Signs 8.4 No Business Activity 8.5 Trash and Garbage 8.6 Solicitation 8.7 Antennae, Aerials and Satellite Dishes 8.8 Solar Panels 8.9 Laundry 8.10 Newspapers 8.11 Developer Rights Section 9. INSURANCE AND CASUALTY 9.1 Duty and Authority to Obtain 9.2 Required Coverage 9.3 Description of Coverage 9.4 Waiver of Subrogation 9.5 Share of Insurance Proceeds 9.6 Reconstruction and Repair After Casualty . . . . . . . . . . . . . . . . . . . . . 14 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 15 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 16 . . . . . . . . . . . . . . . . . . . . . 17 . . . . . . . . . . . . . . . . . . . . . 17 . . . . . . . . . . . . . . . . . . . . . 17 . . . . . . . . . . . . . . . . . . . . . 18 Section 10. CONDEMNATION OR EMINENT DOMAIN. . . . . . . . . . . . . . . . . . . 18 Section 11. COMPLIANCE AND DEFAULT; REMEDIES. . . . . . . . . . . . . . . . . .18 11 .1 Duty to Comply; Right to Sue 11.2 Negligence; Damage Caused by Condition in Lot 11.3 Associationl s Access 11.4 Owners Responsible 11.5 Waiver of Rights 11.6 Costs and Attorneys' and Paraleg al Fees 11.7 No Election of Remedies 11.8 Common Area and Other Disputes with the Developer . . . . . . . . . . . . . . . . . . . . . 18 . . . . . . . . . . . . . . . . . . . . . 19 .....................20 . .. . .. . ... . . . . . . . . . . .20 . . .. . ... . .. . . . . . . . . . .20 .....................20 .....................20 .....................20 Section 12. DEVEL(;~ER'S LOTS AND PRIVILEGES; DEVELOPER DESIGNEES . . . . . . . . . . . . . . . . . . . . . 23 12.1 Changes in General Plan of Development. . . . . . . . . . . . . . . . . . . . 23 12.2 Deposits and Payments . . . . . . . . . . . . . . . . . . . . . 24 12.3 Sales/Lease Activities . . . . . . . . . . . . . . . . . . . . . 24 12.4 Special Provision Regarding the Develope r's Designees . . . . . . . . . . . . . . . . . . . . . 24 12.5 Assessments, Charges and Liens; Common Expenses . . . . . . . . . . . . . . . . . . . . . 24 12.6 Assignment and Assumption of Developer's Rights and Privileges . . . . . . . . . . . . . . . . . . . . . 25 Section 13. RIGHTS OF MORTGAGEES . . . . . . . . . . . . . . . . . . . . .25 13.1 Amendments to the Declaration 13.2 Association Lien Foreclosure 13.3 Redemption 13.4 Right to Inspect Books 13.5 Financial Statement 13.6 Lender's Notices 13.7 Access 13.8 Priority 13.9 Presumption . . . . . . . . . . . . . . . . . . . . .25 . . . . . . . . . . . . . . . . . . . . .26 . . . . . . . . . . . . . . . . . . . . .26 . . . . . . . . . . . . . . . . . . . . .26 . . . . . . . . . . . . . . . . . . . . .26 .....................26 . . . . . . . . . . . . . . . . . . . . .27 .....................27 . . . . . . . . . . . . . . . . . . . . .27 Section 14. TERMINATION . .. . . .. . . . . . . . . . . . . . .27 14.1 Agreement 14.2 General Provisions 14.3 New Community 14.4 Sale; Partition 14.5 Last Board 14.6 Provisions Survive Termination 14.7 Priority - Conflict . . . .. . . . . . . . . . . . . . . . .27 . ... . . . . . . . . . . . . . . . . .27 . . . . . .. . . . . . . . . . . . . . .27 . . . . . . .. . . . . . ., . . . . . .27 . . . . .. . .. . . . . . . . . . . . .29 .... . . . . . .. . . . . . . . . . . .29 . . . .. . . . . . .. .. . . . . . . .29 Section 15. AMENDMENT OF DECLARATION . . . . .. . .. . . . . . . . . . . . .29 15.1 Proposal 15.2 Procedure; Notice and Format 15.3 Vote Required 15.4 Certificate; Recording; Effective Date 15.5 Provisos . . . .. . . . .. . . . . . . . . . . .29 . . . . ... ... . . . . . . . . . . .29 . .. . . . . . ... . . . .. . . . . .29 . . ... .. . . . .. . . . . . . . . .30 ... . . .. . . . . . . . .. . . . . .30 Section 16. MISCELLANEOUS PROVISIONS .. . . . . .. .. . . . . . . . . . . .30 16.1 Severability 16.2 Priorities in Case of Conflict 16.3 Interpretation . .. . . . .. ... .. . . . . . . ..30 . .. . . . . . . . . .. .. . . . . . .30 . . . . . . . .. . . . . . . . . . . . .31 16.4 Invalidity 16.5 Captions 16.6 Gender; Plurality 16.7 Owners' Affirmative Duty 16.8 Covenant Running with the Land 16.9 Duration . . . . . . . . . . . . . . . . . . . . . 31 . . . . . . . . . . . . . . . . . . . . . 31 . . . . . . . . . . . . . . . . . . . . .31 . . . . . . . . . . . . . . . . . . . . .31 . . . . . . . . . . . . . . . . . . . . .32 . . . . . . . . . . . . . . . . . . . . .32 DECLARATION OF COVENANTS AND RESTRICTIONS FOR CEDAR RIDGE P.U.D. THIS DECLARATION OF COVENANTS AND RESTRICTIONS is made this - day of , 1996 by CEDAR RIDGE DEVELOPMENT CORP., a Florida corporation (hereinafter referred to as the "Developer"). RECITALS: WHEREAS, the Developer is the owner of certain real property described in Section 2 of this Declaration and desires to create thereon a general plan and scheme for development of a residential community; and WHEREAS, there are certain owners of lots which are also subject to this Declaration, the owners and mortgagees of which join and consent in this Declaration; WHEREAS, Developer desires to provide for the preservation and enhancement of the property values, amenities and opportunities in the community and for specified maintenance of the properties and improvements thereon, and to this end desires to subject the real property described in Section 2 of this Declaration to the covenants, restrictions, easements, charges and liens hereinafter set forth, each and all of which is and are for the benefit of this property and each Owner thereof; and WHEREAS, Developer has deemed it advisable, for the efficient preservation of the values and amenities in said community, to create an agency to which should be delegated and assigned the powers of owning, maintaining and adm inistering the community properties and facilities and administering and enforcing the covenants and restrictions and collecting and disbursing the assessments as created in this Declaration, and promoting the recreation, health, safety and welfare of the owners and occupants of each Lot in the comm unity; and WHEREAS, the CEDAR RIDGE COMMUNITY ASSOCIATION, INC., a not-for-profit Florida Corporation has been previously or shall be incorporated for the purpose of exercising the functions mentioned above; and NOW THEREFORE, the Developer hereby declares that the real property described in Section 2 below is and shall be held, transferred, sold, conveyed and occupied subject to the covenants, restrictions, easements, charges and liens (sometimes referred to as "covenants and restrictions") set forth in this Declaration, all of which are perpetual covenants which run with the land. 1 Section 1. DEFINITIONS. The following definitions shall apply in this Declaration and in the Articles of Incorporation and By-Laws, unless the context otherwise requires: 1.1 "Articles" means the Articles of Incorporation as amended from time to time. 1.2 "Assessment" means a share of the funds requ ired for the payment of common expenses which from time to time is assessed against the Lots. 1.3 "Association" means CEDAR RIDGE COMMUNITY ASSOCIATION, INC., a Florida corporation not for profit, its successors, assigns and legal representatives. 1.4 "Board of Directors" or "Board" means the representative body which is responsible for the administration of the Association's affairs. 1.5 "By-Laws" mean the By-Laws as amended from time to time. 1.6 "Cedar Ridge Estates" means that property which is subject to the Declaration of Covenants and Restrictions for Cedar Ridge Estates, as recorded in Official Record Book 8958, Page 39, Public Records of the County. 1.7 "Cedar Ridge Townhomes" means that property which is subject to the Declaration of Covenants and Restrictions for Cedar Ridge Townhomes, as recorded in Official Record Book , Page , Public Records of the County. 1.8 "Common Area" or "Common Areasu means and refers to the Properties, which are intended to be devoted to the common use and the enjoyment of the Owners and occupants, in this Declaration, inclusive of Tract of the Subdivision Plat, and as well as all personal property owned, leased by or dedicated to the Association for the common use and enjoyment of the Owners and occupants. The term "Common Area" is used interchangeably with the term "Properties". 1.9 "Community" means Cedar Ridge and Cedar Ridge Estates, and the Properties, as they may be expanded from time to time. 1.10 "County" means Palm Beach County, Florida. 1.11 "Declaration" means this instrument as amended from time to time. 1.12 II Develooer" means CEDAR RIDGE DEVELOPMENT CORP., a Florida corporation, its successors, assigns and legal representatives, and shall also mean any successor or assign so designated by the Developer to any or all of its interests in the development of CEDAR RIDGE TOWNHOMES and CEDAR RIDGE ESTATES. 2 1.13 "Dwelling Structure" means a residential single family home situated on a Lot, including all improvements associated with the home on the Lot. Unless the context specifically provides otherwise, reference to the term IIDwelling Structure" shall not include the Lot. 1.14 "General Plan of Develooment" means that plan as approved by appropriate governmental agencies which shall represent the total general scheme and general uses of land in the Properties, as it may be amended from time to time. 1.15 "Governing Documents" means and includes this Declaration and all Exhibits hereto, including the Articles of Incorporation and By-Laws, as amended from time to time. 1.16 "Guest" means any person who is not a member of the family occupying a Lot, and who is physically present in, or occupies the Lot at the invitation of the Owner or other legally permitted occupant, without requirement to contribute money, perform any services or provide any other consideration to the Owner or Lessee in connection with occupancy of the Lot. A permanent occupant of a Lot shall not be considered as a Guest. Furthermore, an Owner of a Lot shall never be considered a Guest on the Lot he owns, unless the Owner is visiting a Lessee on the Lot. 1.17 "Institutional MortgageeU means the holder (or its assignee) of a mortgage against a Lot, which mortgagee is a bank, savings and loan association, mortgage company, insurance company, real estate or mortgage investment trust, pension or profit sharing trust, the Federal Housing Administration, the Veterans Administration, or any agency of the Lot ed States of America. The term also refers to any holder of a mortgage against a Lot which mortgage is guaranteed or insured by the Federal Housing Administration, the Veterans Administration, any agency of the Lot ed States of America, or by any other public or private corporation engaged in the business of guaranteeing or insuring residential mortgage loans, and their successors and assigns, and includes the Developer. "Institutional First MortaageeU means the foregoing, but is limited to the holder of a first mortgage. 1.18 "Lease" means the grant by an Owner of a temporary right of use of the Owner's Dwelling Structure and Lot for valuable consideration. 1.19 "Lot" means a platted lot in Cedar Ridge Estates and Cedar Ridge Townhomes, or any site plan approved by the County, and intended for residential occupancy. Unless the context specifically provides otherwise, reference to the term "LotH shall include the Dwelling Structure and all other improvements situated on the Lot. 1.20 "Member" or "Member of the AssociationU means a record Owner of a Lot. 3 1.21 "OccuPy" shall mean and refer to the act of being physically present on a Lot for two (2) or more consecutive days, including staying overnight. "Occupant" is a person who occupies a Lot. A "permanent occupant" means a person who is occupying a Lot other than as a Guest or for a vacation. 1.22 "Owner" means the record owner, whether one or more persons or entities, of the fee simple title to any Lot, but excluding those having such interests merely as security for the performance of an obligation. 1.23 "Primary Institutional Mortgagee" means that institutional mortgagee which, at the time a determination is made, holds first mortgages on more Lots in the Community than any other institutional mortgagee, such determination to be made by reference to the number of Lots encumbered, and not by the dollar amount of such mortgages. 1.24 "Properties" means all real property, including improvements thereon, which are now or hereafter made subject to this Declaration. 1.25 "Rules and Regulations" means those rules and regulations promulgated from time to time by the Board of Directors, governing the use of the Properties, including the Lots, and the operation of the Association. 1.26 "Subassociation" means Cedar Ridge Estates Property Owners' Association, Inc. and/or Cedar Ridge Townhomes Association, Inc., and their successors, assigns and legal representatives. 1.27 "Subdivision Plat" means the plat of as recorded in Plat Book , Page , Public Records of Palm Beach County, Florida. 1.28 "Voting Interest" means and refers to the arrangement established in the Governing Documents by which the Owners of each Lot collectively are entitled to one vote in Association matters. Section 2. PROPERTY SUBJECT TO THIS DECLARATION. 2.1 Legal Description. The real property which is and shall be transferred, sold, conveyed and occupied subject to this Declaration, is legally described in Exhibit "A" attached to and made a part of this Declaration. 2.2 Additional Property. The Developer shall be entitled at any time, and from time to time, to plat and/or submit additional properties to become part of the Community and subject to this Declaration. The Developer shall be entitled to add property to the jurisdiction of the Declaration, by the filing of a Supplemental Declaration, 4 without the consent or joinder of the Association and/or any Owner. Section 3. EASEMENTS: PROPERTY RIGHTS IN THE COMMON AREA. 3.1 Easements. Each of the easements and easement rights referred to in this Section 3.1, is reserved through the Properties and is a covenant running with the land in the Community, and notwithstanding any other provisions of this Declaration, shall survive the removal of any of the Properties from the Community. None of the easements specified in this Section 3.1 may be encumbered by any leasehold or lien other than those on the Lots. Any lien encumbering these easements shall autom atically be subordinate to the rights of Owners with respect to such easements. A. Utility Service and Drainage Easements. 1. In addition to that shown on the Subdivision Plat, there is hereby created a blanket easement upon, across, over, through and under the Properties for the installation, replacement, repair and maintenance of all utility and service lines and systems, and irrigation including but not limited to electric, gas, water, sewer, telephone, electric, cable television, security, and surveillance or communication lines and systems, and irrigation. By virtue of this easement it shall be expressly permissible for the Developer or the providing utility or service company to install and maintain facilities and equipment on the Properties, to excavate for such purposes and to affix and maintain wires, circuits, and conduits on the Lots and on, in and under the roofs and exterior walls of the Dwelling Structures, providing the disturbed areas are restored to the condition in which they were found and that an easement does not prevent or unreasonably interfere with the use of the Lots. Except as otherwise provided in Section 3.1.A.2 below, no sewer, electrical lines, water lines, or other utility service lines or facilities for such utilities and no cable or communication lines and systems may be installed or relocated on the Properties except as are approved by the Developer. The Developer may also transfer title to utility-related equipment, facilities or material, and to take any other action to satisfy the requirements of any utility company or governmental agency to which any such utility-related equipment, facilities or material are to be 5 so transferred. Utility as referred to herein means a public or private utility. This power to create easements shall also include the power to modify or relocate easements which are created. 2. Once the Developer closes upon the sale of the last Lot in the Community, the powers vested in the Developer under Article 3.1.A.1 above shall terminate, and shall then vest in the Association. Such powers shall be exercised by the Board of Directors in its reasonable discretion without the need for joinder of any Owner. 3. In addition to the foregoing, the following shall apply with respect to easements for drainage: There is hereby reserved an easement for drainage from each Lot onto an adjoining Lot and the Common Area. It shall be the responsibility of the Owner of the Lot for whose benefit this easement has been created, to insure that the drainage flow from his Lot remains open and free. It shall be the responsibility of the Association to insure that the drainage flow from the Common Area, remains open and free. 4. The Developer under Section 3.1.A.1 and the Association under Section 3.1 .A.2 above, or its designee, shall have a right to remove any improvements interfering with or impairing such facilities or easements herein reserved. No Owner shall do anything anywhere on his Lot that interferes with or impairs or may interfere with or impair, the provision of such utility or other services or drainage facilities or the use of these easements. B. Maintenance Easement in Favor of the Developer and Association. There is hereby reserved to the Developer and to the Association an easement over the Common Area for the Association's maintenance obligations pursuant to this Declaration. This easement shall also apply over, on, across, under and through each Lot for the Association's maintenance obligations under Section 6.1 of this Declaration. C. Encroachments. If any Lot encroaches upon any of the Common Area for any reason other than the intentional act of 6 an Owner, or if any Common Area encroaches upon any Lot, then an easement shall exist to the extent of that encroachment as long as the encroachment exists. D. Ingress and Egress. A non-exclusive easement shall exist in favor of each Owner and occupant, their respective guests, tenants, licensees and invitees for pedestrian traffic over, through, and across sidewalks, streets, paths, walks, and other portions of the Lots or Common Area as from time to time may be intended and designated for such purpose and use, and for vehicular and pedestrian traffic over, through, and across such portions of the Common Area as from time to time may be paved or intended for such purposes, and for purposes of ingress and egress to the public ways. 3.2 Common Area. A. Purposes Intended. Common Area shall be used for the purposes intended. B. Title. The Developer shall convey legal title to the Common Area to the Association, by quitclaim deed, free and clear of all liens and financial encumbrances, at the time of the Developer's relinquishing of control of the Association pursuant to Section 4.16 of the By-Laws. Section 4. ASSOCIATION. The operation of the Properties is by the CEDAR RIDGE COMMUNITY ASSOCIATION, INC., a Florida corporation not for profit, which shall perform its functions pursuant to this Declaration, and the following: 4.1 Articles of Incorporation. The Articles of Incorporation of the Association shall be the Articles of Incorporation attached as Exhibit "B", as amended from time to time. 4.2 By-Laws. The By-Laws of the Association shall be the By-Laws attached as Exhibit "C", as amended from time to time. 4.3 Membership and Voting Rights. The membership of the Association shall be as provided in the Articles of Incorporation and By-Laws. The Owners of each Lot shall collectively be entitled to that vote as more fully provided in the Articles of Incorporation and By-Laws. 4.4 Limitation on Association Liabilitv. 7 A. Notwithstanding its duty to maintain and repair certain Properties, the Association shall not be liable to the Owners for injury or damage caused by Properties for which the Association has responsibility to maintain. In the event that any portion of the Properties for which the Owner has maintenance responsibility under this Declaration, or any real or personal property of the Owner, shall be damaged in the course of the Association's maintenance, repair or replacement of those Properties for which the Association has responsibility, the Owner shall bear the full risk of loss. The only exception under this Section 4.1.0.1 is where the Association (whether for itself or its contractor) is guilty of negligence or intentional misconduct which causes the loss, in which case the Association bears the risk of loss created by same (with any available contribution from the contractor or others). This Section 4.1.0.1 shall also apply where the loss results in the course of the Association's reconstruction and repair after casualty. B. The Association shall in no event be liable for any damages resulting from an Owner's breach of his maintenance, repair and replacement responsibility under this Declaration. Section 5. ASSESSMENTS AND LIENS: CHARGES. The Association has the power to levy and collect assessments against each Lot and Owner in order to provide the necessary funds for proper operation and management of the Properties and for the operation of the Association, including both annual assessments for each Lot's share of the common expenses as set forth in the annual budget, and special assessments for any proper common expenses. The Association may also levy Charges against individual Lot(s) and Owner(s) for any amounts, other than for common expenses, which are properly chargeable against such Lot and Owner under the Governing Documents. 5.1 Common Exoenses. Common expenses include all expenses of the operation, maintenance, repair, replacement or insurance of the Properties, the expenses of operating the Association, including any amounts budgeted for the purpose of funding reserve accounts. 5.2 Share of Common Exoenses. All Lots shall be assessed equally. 5.3 Ownershio. Assessments collected by or on behalf of the Association become the property of the Association. No Owner has the right to claim, assign or transfer any interest therein except as an appurtenance to his Lot. No Owner has the right to withdraw or receive distribution of his share of the common surplus, except as otherwise provided in the Governing Documents or by law. 8 5.4 Who is Liable for Assessments. The Owner of each Lot, regardless of how title was acquired, is liable for all assessments or installments thereon coming due while he is the Owner. Multiple Owners are jointly and severally liable. Except as otherwise provided in Sections 5.8.A and 12.5 below, whenever title to a Lot is transferred for any reason, the transferee is jointly and severally liable with the transferor for all unpaid assessments against the transferor, regardless of when incurred, without prejudice to any right the transferee may have to recover from the transferor any amounts paid by the transferee. 5.5 No Waiver or Excuse From Payment. The liability for assessments may not be avoided or abated by waiver of the use or enjoyment of any Common Area, by abandonment of the Lot on which the assessments are made, by interruption in the availability of the Lot or the Common Area for any reason whatsoever, or by dissatisfaction with the Association and/or its operation and policies. No Owner may be excused from payment of his share of the common expenses unless all Owners are likewise proportionately excused from payment, except as otherwise provided in Section 5.8.A as to certain mortgagees and in Section 12.5 as to the Developer. 5.6 Aoolication of Payments: Failure to Pav: Interest: Late Fees. Assessments and installments thereon paid on or before thirty (30) days after the date due shall not bear interest, but all sums not so paid shall bear interest at the rate of 18% per annum calculated from the date due until paid. In addition, any assessments or installments not paid on or before thirty (30) days after the date due shall result in the imposition of a late fee equal to the higher of $25.00 or five (5%) percent of the late payment. Assessments and installments thereon shall become due, and the Owner shall become liable for the assessments or installments, on the date established in the By-Laws or otherwise set by the Board of Directors of the Association for payment. All payments on account shall be applied in the following order irrespective of any restrictive endorsement, designation or instruction placed on or accompanying any payment: To interest, late fees, costs and attorneys'/paralegals' fees, and annual and/or special assessments first due and owing. If payment is made by check which fails to clear, then the Owner shall be considered not to have made payment. 5.7 Liens. The Association has a lien on each Lot securing payment of past due assessments, including late fees, interest and attorneys' and paralegal fees and costs incurred by the Association incident to the collection of the assessment or enforcement of the lien, whether before, during or after a lien foreclosure suit or other lawsuit. The lien is perfected upon recording a Claim of Lien in the Public Records of the County, stating the legal description of the Lot, the name of the record Owner, the assessments past due and the due dates. The lien is in effect until barred by law. The Claim of Lien secures all unpaid assessments and charges coming due prior to a final judgment of foreclosure. Upon full payment, the person making the payment is entitled to a satisfaction of the lien. 9 5.8 Priority of Lien. A. Rights of Certain Mortgagees. The Association's lien for unpaid assessments shall be subordinate and inferior to any recorded first mortgage or any institutional mortgage, unless the Association's Claim of Lien was recorded before the mortgage, but shall be superior to, and take priority over, any other mortgage regardless of when the mortgage was recorded. (1) With respect to any such mortgage which has superiority over the Association's Claim of Lien: When the mortgagee or other purchaser obtains title to the Lot as a result of foreclosure of the mortgage, or a deed in lieu of foreclosure, the acquirer of title, its successors and assigns, shall not be liable for any delinquent assessments due and owing to the Association pertaining to the Lot or chargeable to the former Owner of the Lot which became due prior to the acqu isition of title as a result of foreclosu re or a deed in lieu of foreclosure. These unpaid assessments shall be deemed to be a common expense collectible from all of the Owners, including such acquirer of title, and his successors and assigns. B. Leases. Any lease of a Lot shall be subordinate and inferior to any Claim of Lien of the Association, regardless of when the lease was executed. 5.9 Foreclosure of Lien: Action at Law. The Association may bring an action in its name to foreclose its lien for unpaid assessments in the same manner in which mortgages are foreclosed in the State of Florida and may also bring an action to recover a money judgment for unpaid assessments without waiving any lien rights. In addition to any assessments due, the Association shall be entitled to recover interest, late fees, and all costs of collection, including Court costs and paralegal and attorneys' fees. Whenever the Association shall bring a lien foreclosure action, the Association shall be entitled to receive a reasonable rental from the Owner, pending litigation, for that time period during which the Owner is in possession of the Lot either by himself, or tenants, guests or other occupants; the Association is entitled to an appointment of a Receiver, which may be the Association, to collect the rent. 5.10 Certificate As To Assessments. The Association shall provide a certificate stating whether all assessments and other monies owed to the Association by the Owner with respect to the Lot have been paid, within fifteen (15) days after request 10 by an Owner or mortgagee. Any person other than the Owner who relies upon such certificate shall be protected thereby. 5.11 Charges. A. Defined. Each Lot and Owner shall be liable for Charges levied by the Association against the Lot and Owner. Charges shall be deemed to include but not be limited to: maintenance or other services furnished by the Association for the benefit of an Owner; damages; fines; and any other sums other than assessments which are referred to as Charges in the Goveming Documents. B. Who is Liable for Charges. The Owner of each Lot, regardless of how title was acquired, is liable for all Charges coming due while he is the Owner. Multiple Owners are jointly and severally liable. Except as provided in Sections 5.11.E and 12.5 below, whenever title to a Lot is transferred for any reason, the transferee is jointly and severally liable with the transferor for all unpaid Charges against the transferor, regardless of when incurred, without prejudice to any right the transferee may have to recover from the transferor any amounts paid by the transferee. C. Application of Payments: Failure to Pay: Late Fees: Interest. Any Charges paid on or before thirty (30) days after the date due as specified in the notice of Charge from the Association shall not bear interest, but all Charges not so paid shall bear interest at the rate of 18% per annum, calculated from the date due until paid. In addition, any Charges or installments not paid on or before thirty (30) days after the date due shall result in the imposition of a late fee of the higher of $25.00 or five (5%) percent of the late payment. All payments on account shall be applied in the following order irrespective of any restrictive endorsement, designation or instruction placed on or accompanying any payment: To interest, late fees, costs and attorneys'/paralegals' fees, and annual and/or special assessments first due and owing. If payment is made by check which fails to clear, then the Owner shall be considered not to have made payment. D. Liens. The Association has a lien on each Lot securing payment of past due Charges, including interest, late fees and attorneys' and paralegal fees and costs incurred by the 11 Association incident to the collection of the Charges or enforcement of the lien, whether before, during or after a lien foreclosure suit or other lawsuit. The lien is perfected upon recording a Claim of Lien in the Public Records of the County, stating the legal description of the Lot, the name of the record Owner, the Charges past due and the due dates. The lien is in effect until barred by law. Upon full payment of all sums secured by the Claim of Lien, the person making the payment is entitled to a satisfaction of the lien. E. Priority of Lien. 1. Rights of Certain Mortgaaees. The Association's lien for Charges shall be subordinate and inferior to any recorded first mortgage or any institutional mortgage, unless the Association's Claim of Lien was recorded before the mortgage, but shall be superior to, and take priority over, any other mortgage regardless of when the mortgage was recorded. (a) With respect to any such mortgage which has superiority over the Association's Claim of Lien: When the mortgagee or other purchaser obtains title to the Lot as a result of foreclosure of the mortgage, or a deed in lieu of foreclosure, the acquirer of title, its successors and assigns, shall not be liable for any delinquent Charges due and owing to the Association pertaining to the Lot or chargeable to the former Owner of the Lot which became due prior to the acquisition of title as a result of foreclosure or a deed in lieu of foreclosure. These unpaid Charges shall be deemed to be a common expense collectible from all of the Owners, including such acquirer of title, and his successors and assigns. 2. Leases. Any lease of a Lot shall be subordinate and inferior to any Claim of Lien of the Association, regardless of when the lease was executed. F. Foreclosure of Lien: Action at Law. The Association may bring an action in its name to foreclose its lien for unpaid Charges in the same manner that mortgages are foreclosed 12 in the State of Florida, and may also bring an action to recover a money judgment for the unpaid Charges without waiving any lien rights, and shall be entitled to recover interest, late fees, and all costs of collection, including Court costs and paralegal and attorneys' fees. 5.12 Exempt Property. The following property subject to this Declaration shall be exempted from the assessments, Charges and liens created under this Declaration: A. All Properties to the extent of any easement or other interest therein dedicated and accepted by the local public authority and devoted to public use; B. All Common Area exempted from taxation by state or local governments upon the terms and to the extent of such legal exemption. Notwithstanding any provision in this Section 5.12, no land or improvem ents devoted to Lot or dwelling use shall be exempt from assessments, Charges or liens, except as provided for in Sections 5.8.A and 5.11.E.1 above and Section 12.5 below. 5.13 Developer Provisions. Special provisions regarding the Developer and the Developer's Lots are contained in Section 12.5 below. Section 6. ASSOCIATION MAINTENANCE. REPAIR AND REPLACEMENT. In addition to other provisions contained elsewhere in this Declaration, the following Properties shall be maintained, repaired and replaced by the Association at the expense of the Association, as an item of common expense: 6.1 All Common Area, except for those portions of the Common Area which are the responsibility of a governmental authority. 6.2 Where reasonably possible, the Association shall also maintain the vegetation, landscaping and irrigation system, if any, upon areas which are not within the Properties but abut same and are owned by a utility or governmental authority or any other person, so as to enhance the appearance of the Properties. 6.3 That portion of the sewer lines situated on the Properties. Section 7. ASSOCIATION ALTERATIONS. The Association is permitted to make alterations to the Properties, upon the vote of its Board of Directors. Section 8. USE AND OCCUPANCY RESTRICTIONS. The use and occupancy 13 of the Properties shall be in accordance with the following provisions: 8.1 Vehicles and Parking. A. No repair (including changing of oil) of a vehicle shall be made on Properties except for minor repairs necessary to permit removal of a vehicle. Washing, waxing, or the changing of tires of a vehicle is permitted. B. No motor vehicle, including moving vans, shall be parked at any time on the grass/swales of the Property (except for landscaping equipment at the direction of the Board of Directors). C. Except where safety dictates otherwise, horns shall not be used or blown while a vehicle is parked, standing in or driving through parking areas and streets. Racing engines and loud exhausts shall be prohibited. D. No vehicle shall be parked such that it blocks any sidewalk, except where otherwise necessary by moving vans and then only for loading and unloading. E. NO PARKING OF ANY VEHICLE OR TRAILER SHALL BE PERMITTED IN ANY STREET. INCLUDING THE TURNAROUND ON THE WEST SIDE OF SPRUCE STREET. F. Remedy of Towina. If upon the Association's provision of that notice required by Section 715.07, Florida Statutes and applicable County Ordinances, as amended from time to time, an offending vehicle owner does not remove a prohibited or improperly parked vehicle from the Property, the Association shall have the power and right to have the vehicle towed away at the vehicle owner's expense. G. Alternative/Concurrent Remedies. Whether or not the Association exercises its right to have the vehicle so towed, the Association shall nonetheless have the right to seek compliance with this Section 8.1 by injunctive and other relief through the courts; and/or any other remedy conferred upon the Association by law or the Declaration, Articles of Incorporation and By-Laws. The Association's right to tow shall in no way be a condition precedent to any other remedies available to the Association incident to the enforcement of this Section 8.1. 14 8.2 Nuisances. Ordinances and Laws. No Owner, Occupant or Guest shall use any of the Properties, or permit same to be used, in any manner which is unreasonably disturbing, detrimental or a nuisance to the Owner(s), Occupant(s) and Guest(s) of other Lot(s), nor permit the Properties to be used in a disorderly or unlawful way, nor which will produce an insurance risk for the Association or other Owners or Occupants. Occupants shall at all times conduct themselves in a peacefu I and orderly manner on the Properties. No inflammables shall be stored anywhere on the Properties. 8.3 Signs. No signs of any type shall be maintained, kept or permitted on any of the Properties, provided however, that the following shall not violate this Section 8.6: A. Official notices of the Association; 8.4 No Business Activitv. No business or commercial activity or enterprise of any kind whatsoever shall be erected, maintained, operated, carried on, permitted or conducted on the Properties, provided however that the following shall not violate this Section 8.4: A. The business of operating the Association. 8.5 Trash and Garbage. No trash shall be discarded on any part of the Properties except in garbage receptacles, which may not be placed out for collection before sundown on the day before collection. All garbage and rubbish (excluding glass and newspapers) must be securely tied in plastic bags before being placed in garbage receptacles. Glass, newspapers and other recyclables shall be placed in separate receptacles supplied by the Owner or collection authorities. The foregoing is subject to any regulations and policies of the collection authorities and Rules and Regulations of the Association. 8.6 Solicitation. No business solicitation whatsoever shall be permitted on the Properties, whether or not such solicitation is for the benefit of a non-profit organization, whether in person or by hand delivery of letters, without the permission of the Board of Directors of the Association. This shall not preclude an owner from inviting a person or firm to enter onto the Properties for the purpose of contracting business with the Owner. 8.7 Antennae. Aerials and Satellite Dishes. No antennae, aerial or satellite dish shall be placed anywhere on the Properties. 8.8 Solar Panels. No solar panels shall be permitted anywhere on the Properties. 15 8.9 Laundry. No portion of the Properties shall be used for the drying or hanging of laundry, unless such laundry is adequately screened from public view, so that the laundry is not visible from any Lot; the foregoing is subject to F.S. 163.04, as amended from time to time. 8.10 Newsoaoers. No Owner or resident shall install or maintain any newspaper box on the Properties. All newspapers delivered to a Lot shall be brought inside daily and shall not be permitted to accumulated on any Lot or common area. 8.11 Develooer Rights. The applicability of Section 8 is limited by and subject to the paramount provisions of Section 12 below. Section 9. INSURANCE AND CASUALTY. The insurance which will be carried by the Association shall be limited to the Common Area, as follows: 9.1 Dutv and Authority to Obtain. The Board of Directors shall obtain and keep in force casualty and liability insurance coverage required by the Governing Documents for the Common Area. The name of the insured shall be the Association and the Owners without naming them, and their mortgagees, as their interests shall appear. A. The cost of insurance premiums and other incidental expenses incurred by the Association in administering and carrying out the provisions of this Section 9.1 shall be a common expense of the Association. B. Premiums upon insurance policies may be financed in the manner as the Board of Directors deems appropriate. C. The Association is hereby permitted to purchase insurance policies which contain deductibles. D. The Board of Directors of the Association is empowered to adjust claims under any policies of insurance carried by the Association. E. Each Owner shall provide insurance with respect to improvements made by the Owner, notwithstanding any provision to the contrary in this Section 9. 9.2 Reauired Coverage. The Association shall maintain adequate insurance covering the Common Area in an amount determined annually by the Board of Directors. Such insurance shall afford the following protection: 16 A. Property and Casualty. Loss or damage by fire, extended coverage (including windstorm), vandalism and malicious mischief, and other hazards covered by the standard "All Risk" property contract, for the items referenced above. The coverage must include the following, when same can be obtained: 1. Agreed Amount and Inflation Guard Endorsement; and 2. Demolition Costs Endorsement Contingent Liability from Operation of Building Loss Endorsement, and Increased Costs of Construction Endorsement. B. Liability. Premises and operations liability for bodily injury and property damage in such limits of protection and with such coverage as required by the Board of Directors of the Association, with cross liability endorsement to cover liabilities of the Owners as a group, to an Owner. C. Automobile. Automobile liability for bodily injury and property damage for all hired and/or non-owned motor vehicles in such limits or protection and with such coverage as may be required by the Board of Directors of the Association. D. Directors. Officers and Agents Liabilitv Insurance. The Association, to the extent available, shall maintain liability insurance to protect the persons referred to in Section 12.1 of the By-Laws. 9.3 Description of Coveraae. A detailed summary of the coverage included in the master policies, and copies of the master policies, shall be available for inspection by Owners or their authorized representatives upon request. 9.4 Waiver of Subroaation. If available and where applicable, the Board of Directors shall endeavor to obtain insurance policies which provide that the insurer waives its right to subrogation as to any claim against the Association, Owners, or their respective servants, agents or guests, except for any claim based upon gross negligen ce evidencing reckless, willful and wanton disregard for life or property. 9.5 Share of Insurance Proceeds. All insurance policies obtained by the Association shall provide that all proceeds covering property losses shall be paid to the Association. 17 9.6 Reconstruction and Repair After Casualty. A. General. Any damage or destruction to the Common Area resulting from a casualty shall be repaired or reconstructed by the Association, substantially in accordance with the plans and specifications for the original improvements; or if such plans and specifications are lost or unavailable, then in ac- cordance with plans and specifications approved by the Board of Directors of the Association. B. Assessment. If the proceeds of insurance are not sufficient to defray the estimated costs of reconstruction and repair of the damaged Common Area, or if at any time during reconstruction and repair, or upon completion of reconstruc- tion and repair, the funds for the payment of the costs of reconstruction and repair are insufficient, the Association shall levy a special assessment against all Owners in sufficient amounts to provide funds for the payment of such costs. Notwithstanding the foregoing to the contrary, repair of damage or destruction to the Common Area is optional if this. Declaration is terminated as provided for in Section 14 below. Section 10. CONDEMNATION OR EMINENT DOMAIN. The circumstances of a taking of Properties by the power of eminent domain or by way of condemnation, eminent domain or inverse condemnation, shall be dealt with in such reasonable manner as determined to be appropriate under the circumstances by two-thirds of the entire Board of Directors. For the purposes of this Section 10, each Owner shall be considered as having sufficient property rights in and to the Properties so as to be able to institute a claim directly against the taking authority. Section 11. COMPLIANCE AND DEFAULT: REMEDIES. 11.1 Duty to Comply: Right to Sue. A. Each Owner, his tenants, guests, and invitees, and the Association, shall be governed by and shall comply with the provisions of the corporate act, the Governing Documents, and the Rules and Regulations. Actions for damages, for injunctive relief, and/or for declaratory relief, for failure to comply may be brought by the Association or by a Lot Owner against: 1. The Association; 18 2. A Lot Owner; 3. By tenants, guests or invitees occupying a Dwelling Structure or using the Common Area; or 4. Any member of the Board of Directors who willfully and knowing Iy fails to comply with the foregoing. B. No lawsuit of any kind shall be instituted and/or maintained unless the Association obtains the prior vote of not less than seventy-five (75%) percent of the voting interests of the entire membership of the Association. The arbitration proceeding referred to in Section 11.8 below may be instituted by the Association without said vote of the members. Notwith- standing the foregoing to the contrary, the following lawsuits shall not require such members' vote, and may be instituted and maintained by the vote of the Board of Directors alone: 1. Actions to enforce the Governing Documents and Rules and Regulations. 2. Actions to collect assessments and Charges due under the Governing Documents. 3. Actions against persons or entities with which the Association contracts. 4. Actions against any governmental authority. 5. The defense of any lawsuit (however, a counterclaim shall not be permitted unless it falls within anyone or more of the foregoing exceptions). 11.2 Nealigence: Damage Caused by Condition in Lot. Each Owner shall be liable to the Association for the expenses of any maintenance, repair or replacement of Common Area made necessary by his act or negligence, or by that of any member of his family or his guests, invitees, agents, or lessees. If any condition, defect or malfunction existing within a Lot or Dwelling Structure, whether caused by the Owner's negligence or otherwise, shall cause damage to the Common Area, the Owner of the offending Lot shall be liable to the Association for repairing the damaged areas, for all costs of repair or replacement not paid by insurance. If the Association effects correction, the cost shall be levied as a Charge against the Owner and Lot and collectible as Charges are collected under this Declaration; the Association may, but is not required to, provide notice to the Owner prior to effecting correction. 19 11.3 Association's Access. The Association, by and through the Board of Directors, officers, or the agents or employees of the Association, has an irrevocable right of access onto the Lots and Dwelling Structures for the purposes of inspection, maintenance, repair, replacement, alteration and improvement of those Properties for which it is obligated to maintain, repair and replace, and for which it is permitted to alter and improve, under this Declaration. 11.4 Owners Responsible. Owners are strictly responsible to ensure that their family members, guests, agents, lessees, invitees, etc. or any occupants of their Lots comply with the Governing Documents and Rules and Regulations of the Board of Directors, as amended from time to time; and the statutes which apply; and as such, are responsible and liable to the Association for violations of same by their family members, guests, agents, lessees, servants, etc. or any occupants of their Lots. 11.5 Waiver of Rights. The failure of the Association or of an Association member to enforce any right, provision, covenant or condition which may be granted by the Governing Documents shall not constitute a waiver of the right of the Association or member to enforce such right, provision, covenant or condition in the future. 11.6 Costs and Attorneys' and Paralegal Fees. In any legal proceeding arising out of an alleged failure of an Owner (for himself/herself or for his/her family members, guests, agents, tenants and invitees or any occupants of the Lot), or the Association, or any tenants, guests or invitees occupying a Lot or using the common area, to comply with the Governing Documents or Rules or Regulations as amended from time to time, or corporate statute, the prevailing party shall be entitled to recover from the losing party, costs and attorneys' and paralegals' fees, including those incurred in appellate and bankruptcy proceedings. 11.7 No Election of Remedies. All rights, remedies and privileges granted to the Association or Owners under any terms, provisions, covenants, or conditions of the Governing Documents or Rules and Regulations of the Association, or law, shall be deemed to be cum ulative, and the exercise of anyone or more shall not be deem ed to constitute an election of remedies, nor shall it preclude the party from exercising such other additional rights, remedies, or privileges as may be granted by the Governing Documents, Rules and Regulations of the Association, or at law or in equity. 11.8 Common Area and Other Disputes With the Developer. In the event that there are any warranty, negligence or other claims against the Developer or any party having a right of contribution from, or being jointly and severally liable with, the Developer (the IIClaimsll) relating to the design, construction, furnishing or equipping of the Common Area, or other Properties, same shall be adjudicated pursuant to binding arbitration, rather than civil litigation, as perm itted by the Florida Arbitration Code (the "Code"), Chapter 682, Florida Statutes, in the following manner: 20 A. The party making the Claims, which shall include the Association as well as any Lot Owner, (the "Claimant") shall notify the Developer in writing of the Claims, specifying with particularity the nature of each component thereof and providing a true and complete copy of each and every report, study, surveyor other document supporting or forming the basis of the Claims. Such notice shall be provided to the Developer within one hundred and twenty (120) days after the date for the Developer to relinqu ish control of the Board of Directors as provided for in Section 4.16 of the By-Laws. The failure of the Association or any owner to provide the Developer written notice within such time period shall act as a bar to the Association or Owner filing any Claims against the Developer. Such bar shall not serve to permit the Association or any Owner to then file any Claim in court. B. Within thirty (30) days of receipt of the notice of the Claims, the Developer will engage, at its own expense, a duly licensed engineer or architect, as appropriate (the "Arbitrator") to serve as the arbitrator of the Claims pursuant to the Code. Such engineer or architect shall be independent of the Developer and the Claimant, not having any then-current business relationship with the Developer or Claimant, other than by virtue of being the Arbitrator. Upon selecting the Arbitrator, the Developer shall notify the Claimant of the name and address of the Arbitrator. C. Within thirty (30) days after the Developer notifies the Claimant of the name and address of the Arbitrator, the Claimant and the Developer shall be permitted to provide the Arbitrator with any pertinent materials to assist the Arbitrator in rendering his findings. D. Within sixty (60) days from the date of his appointment, the Arbitrator shall review the Claims and supporting materials, inspect the Common Area or other Properties in question, and all appropriate plans, specifications and other documents relating thereto, and render a report (the "Final Report") to the Developer and the Claimant setting forth, on an item by item basis, his findings with respect to the Claims and the method of correction of those he finds to be valid. If the Developer so requests, by written notice to the Arbitrator, the Arbitrator will specify the estimated cost of the correction of each of those Claims he finds to be valid and shall offset therefrom costs 21 reasonably attributable to any Association failure to maintain or mitigate or to any contributory negligence, in all cases whether chargeable to the Claimant or others. At the request of the Claimant or Develope r that a conference be held to dis- cuss the Claims, such a conference shall be held, and the Arbitrator shall establish procedures, guidelines and ground rules for the holding of the conference. The Claimant and the Developer shall be entitled to representation by its attorney and any other expert at the conference. In the event such a conference is held, the sixty (60) day time period referenced in this subsection (D) shall be extended as the Arbitrator deems warranted. At the conference, the Arbitrator shall notify the Developer and Claimant as to when the Final Report shall be issued. E. The Developer shall have one hundred eighty (180) days after receipt of the Final Report in which to (i) correct the Claims found to be valid or (ii) pay to the Claimant the amount estimated by the Arbitrator to be the cost to correct same after the offset referred to in subsection (D) above. F. As to those matters the Developer elects to correct, upon the completion of all corrective work the Developer will so notify the Arbitrator (with a copy of such notice to the Claimant) and the Arbitrator shall then inspect the corrected items and render a report (the "Remedial Report") to the Developer and the Claimant on whether those items have been corrected. Such procedure shall be repeated as often as necessary until all items have been corrected. G. For all purposes, the Final Report and Remedial Report of the Arbitrator will constitute binding and enforceable arbitration awards as defined in Section 682.09 of the Code and any party affected by such reports will have the right to seek the enforcement of same in a court of competent jurisdiction. Moreover, no party will have the right to seek separate judicial relief with respect to warranty disputes as defined above, or to seek to vacate the aforementioned arbitration awards, except in accordance with the Code, and then only upon the specific grounds and in the specified manner for the vacation of such awards as established by Section 682.13 of the Code. H. The Arbitrator shall not be liable to the Association, the Claimant or the Developer by virtue of the performance of his 22 services hereunder, fraud and corruption excepted. I. The procedures set forth above shall also be the sole means by which disputes as to Association finances (including, without limitation, the Developer's payment of assessments, deficit funding obligations, if any, the handling of reserves, if any, and the keeping of accounting records), except that the Arbitrator shall be a Certified Public Accountant who (i) is a member of Community Associations Institute and (ii) meets the independence test set forth above. J. In the event that there is any dispute as to the legal effect or validity of any of the Claims (e.g., as to standing, privity of contract, statute of limitations or laches, failure to maintain or mitigate, existence of duty, foreseeability, comparative negligence, the effect of disclaimers or the interpretation of this Declaration as it applies to the Claims), such dispute shall be submitted to arbitration, as herein provided, by a member in good standing of The Florida Bar chosen by the Developer, which arbitrator shall be independent of the Developer and the Claimant as set forth above. In such event, all time deadlines which cannot be met without the resolution of such disputed matters shall be suspended for such time as the arbitration provided for in this subsection continues until final resolution. K. No provision in this Section 11.8 shall confer standing which is not otherwise available to a party under law. Section 12. DEVELOPER'S LOTS AND PRIVILEGES: DEVELOPER DESIGNEES. The following provisions shall apply in addition to any and all provision s contained elsewhere in this Declaration with respect to the Developer's Lots and privileges. The provisions of this Section 12 shall take precedence over any other provisions to the contrary in this Declaration, or in the Articles of Incorporation or By-Laws. 12.1 Changes in General Plan of Develooment. Until the completion of all of the contemplated improvements to the Properties in the Community and the sale of all Lots contemplated within the Community, the Developer reserves the right, without joinder of any person or entity, to make such changes to the General Plan of Development as may be required by any lender, governmental authority, or as may be, in his judgment, necessary or desirable; provided that any changes when made will provide facilities as good as or better than those shown on the development plans filed with the appropriate governmental authority. 23 12.2 Deposits and Payments. The Developer shall be entitled to receive back any and all deposits refunded by any utility company or governmental authority, and shall be entitled to payments received by the Association with respect to the construction of private street lights, if any. 12.3 Sales/Lease Activities. The Developer, until all of the Lots contemplated within the Community have been sold and closed, shall be irrevocably empowered to sell, lease or rent Lots to any person or entity approved by the Developer without any interference, approval or objection from the Association, and without any limitation. Furthermore, the Developer reserves the right to retain title to any Lots and lease all or portions of same, without any intention of selling them. The Developer shall have the right to transact upon the Properties any business necessary to consummate the sale/lease of Lots, including, but not limited to, the right to construct, install, maintain and use temporary construction, office, storage and sales facilities, place signs, banners and flags on the Properties for construction or sales purposes; use the Common Area for sales offices or for sales and promotional purposes; and conduct sales activities relating to property owned by the Developer or any of its affiliates which are situated outside of the Community. Any sales office, signs, fixtures, furnishings or other tangible personal property belonging to the Develope r shall not be considered as part of the Properties nor owned by the Association and shall remain the property of the Developer. 12.4 Special Provision Reaarding The Developers Designees. The Developer shall be permitted, without relinquishing any rights of the Developer hereunder, to designate certain builders and contractors (whether or not affiliated with the Developer) who shall be permitted to transact any business necessary to consummate the sale/lease of Lots, including, but not limited to, the right to maintain models, have signs, staff employees, maintain offices, use the Properties and show Lots. The Developer shall be permitted to impose limitation(s) upon anyone or more of said builders and contractors in connection with same. Any sales office, signs, fixtures or furnishings or other tangible personal property belonging to the particular builder and/or contractor shall not be considered as part of the Properties nor owned by the Association and shall remain the property of the particular builder and/or contractor. 12.5 Assessments. Charges and Liens: Common Expenses. A. Assessment Obligations. The Developer and its Lots shall be excused from having to pay for operating expenses and assessments related to its Lots for the following time period, with the obligation of the Developer limited to the payment of operating expenses incurred by the Association that exceed the assessments receivable from other members and other income of the Association: Beginning with the date of recording of this Declaration until the Developer relinqu ishes control of the Board of Directors, or sooner if the Developer 24 forwards to the Association written intention to terminate the foregoing; after which time the Developer shall pay assess- ments like any other Owner. For purposes of this Section 12.5.A, the term 1I0perating expensesll shall exclude capital expenditures, reserves and depreciation, and the Developer shall have the right to apply any surplus from any previous year to any subsequent year before having to fund the deficit hereunder. Also for the purpose of this Section 12.5.A, the term 1I0ther incomell shall include but not be limited to, capital contributions, if any, interest, fines, late fees and other fees collected by the Association. B. Other Exemptions. The Developer's Lots shall be exempt from any obligation to pay interest or late fees with respect to non-payment of monies due and owing by the Developer to the Association, and at no time shall the Association be permitted to file a Claim of Lien against any Lot owned by the Developer. The Developer shall be entitled to injunctive relief and/or damages, including punitive damages, for any such liens filed. C. Credits. The Developer shall be permitted to pay any common expenses of the Association, and when doing so, shall be entitled to credit/offset against any sums due and owing by the Developer to the Association. 12.6 Assignment and Assumption of Developer's Rights and Privileges. The Develope r hereby reserves the right to assign any or all of the rights of the Developer under the Governing Documents, in whole or in part, with respect to the Properties, to any other person or entity. In connection with such assignment, any assignee shall not be liable for any action of a prior developer. Any Institutional Mortgagee acquiring title to any of the Properties by foreclosure or by a deed in lieu of foreclosure has the right, but not the obligation, to assume any of the rights and obligations of the Developer; and regardless of such assumption, shall have the right to assign any rights of the Developer under the Governing Documents to any subsequent purchaser from the Institutional Mortgagee. Section 13. RIGHTS OF MORTGAGEES. The following rights shall apply to certain or all mortgagees, in addition to those rights contained elsewhere. in the Governing Documents: 13.1 Amendments to the Declaration. Written consent of the Institutional Mortgagee of a Lot shall be required for any amendment to this Declaration referred to in Section 15.5.C below. 25 13.2 Association Lien Foreclosure. Certain named mortgagees have certain rights in connection with Association lien foreclosure actions, as provided for in Sections 5.8.A and 5.11. E.1 above. 13.3 Redemption. If proceedings are instituted to foreclose any mortgage or lien on any Lot, the Association, on behalf of one or more Owners and with the permission of the mortgagee, may redeem the mortgage or lien for the amount due thereon and be thereby subrogated to all of the mortgagee's or lienor's rights of action, or the Association may purchase the Lot at the foreclosure sale. Any mortgagee shall have the right to accept title to the Lot in settlement and satisfaction of the mortgage or to foreclose its mortgage in accordance with its terms, and to bid upon the Lot at the foreclosure sale. If the Association or any of its mem bers redeem the mortgage or cure the default, it or they shall have a lien against the Lot for all sums expended in connection therewith, and shall have the same rights to collect such sums as in the case of a past due assessment. 13.4 Right to Inspect Books. The Association shall make available to Institutional Mortgagees requesting same current copies of the Governing Documents and Rules and Regulations of the Association, and the books, records and financial statements of the Association. "Available" shall mean ready for inspection, upon written request, during normal business hours, or under other reasonable circumstances. Photocopies shall be provided at the expense of the person requesting them. 13.5 Financial Statement. Any Institutional Mortgagee is entitled, upon written request, to a copy of the financial statement of the Association for the immediately preceding fiscal year. 13.6 Lender's Notices. Upon written request to the Association, any Institutional Mortgagee shall be entitled to timely written notice of: A. Any 60-day or longer delinquency in the payment of assessments or charges owed by the Owner of any Lot on which the mortgagee holds a mortgage; and any 30-day or longer default of any other provision in the Governing Docu- ments by an Owner of any Lot on which the mortgagee holds a mortgage. B. A lapse, cancellation, or material modification of any insurance policy or fidelity bond maintained by the Association. C. Any condemnation or casualty loss that affects a material portion of the Community or the Lot securing its mortgage. 26 D. Any proposed action that requires the consent of a specified percentage of mortgage holders. 13.7 Access. All mortgagees shall specifically have a complete right of access to all of the Common Area, for the purpose of ingress and egress to any Lot upon which they have a mortgage loan. 13.8 Priority. All provisions of a real property mortgage in favor of an Institutional Mortgagee shall take precedence over the provisions of this Declaration, including the provisions of this Section 13. No breach of any of the provisions contained in the Declaration shall defeat or adversely affect the lien of any institutional mortgage at any time made in good faith and for a valuable consideration upon any Lot. 13.9 Presumption. Where an institutional first mortgage, by some circumstance fails to be a first mortgage but it is evident that it is intended to be a first mortgage, it shall nevertheless, for the purpose of this Declaration and Exhibits annexed hereto be deemed to be an institutional first mortgage. Section 14. TERMINATION. This Declaration may be terminated in the following manner: 14.1 Agreement. This Declaration may be terminated at any time by the approval in writing by the Owners of ninety (90%) percent of Lots and by the record owners of mortgages on the Lots whose Owners are consenting in writing. 14.2 General Provisions. Upon termination, the former Owners shall become the Owners, as tenants in common, of all the Properties and the assets of the Association. The shares of such tenants in common shall be equal. The mortgagee or lienor of an Owner, shall have a mortgage or lien solely and exclusively upon the share of such tenant in common in and to the lands and other properties and rights which he may receive by reason of the termination. The termination of the Declaration shall be evidenced by a certificate of the Association executed by its president and secretary certifying as to facts effecting the termination. Termination shall become effective when that certificate is recorded in the Public Records of the County. 14.3 New Community. The termination of this Declaration does not bar creation of another Declaration affecting all or any portion of the same property. 14.4 Sale: Partition. A. Except as may be provided otherwise in Section 14.4(8) below, following termination, the Properties may be partitioned and sold upon the application of any Owner. If following a termination, at least seventy-five percent (75%) of the voting 27 interests determ ine to accept an offer for the sale of the property, all Owners shall be bound to execute deeds and other documents reasonably required to effect the sale. In such event, any action for partition of the Properties shall be held in abeyance pending the sale, and upon the con- summation of the sale shall be discontinued by all parties thereto. B. If the proposed termination is submitted to a meeting of the membership of the Association, pursuant to notice, and is approved in writing within sixty (60) days of the meeting by three-fourths (3/4) of the voting interests of the members of the Association, and by all Institutional Mortgagees, then the Association and the approving Owners, if they desire, shall have an option to purchase part or all of the Propert ies from the other Owners within a period expiring one hundred twenty (120) days from the date of such meeting. Such approvals shall be irrevocable until the expiration of the option and if the option is exercised, the approvals shall be irrevocable. During this option period, and up through the date of closing on the option, no actions for partition shall lie. The option shall be exercised upon the following terms: 1. Exercise of Ootion. An Agreement to Purchase executed by the Association and/or the record Owners of a part or all of the Properties who will participate in the purchase, shall be delivered by personal delivery or mailed by Certified or Registered Mail, to each of the record Owners of the portions of the Properties to be purchased, and such delivery shall be deemed the exercise of the option. The Agreement shall indicate which portions of the Properties will be purchased by each participating Owner, and shall require the purchase of all portions of the Properties owned by Owners not approving the term ination, but the Agreement shall effect a separate contract between the seller and his purchaser. 2. Price. The sale price for each Lot shall be the fair market value determ ined by agreement between the seller and the purchaser within thirty (30) days from the delivery or mailing of such Agreement and, in the absence of agreement as to price, it shall be determined by appraisers appointed by a Judge of the 28 circuit court in and for the County, on the petition of the seller. The expense of appraisal shall be paid by the purchaser. 3. Payment. The purchase price shall be paid in cash. 4. Closing. The sale shall be closed within thirty (30) days following the determination of the sale price. 14.5 Last Board. The members of the last Board of Directors shall continue to have the powers granted in this Declaration and in the Articles of Incorporation and By-Laws for the purpose of winding up the affairs of the Association, notwithstanding the fact that the Association itself may be dissolved upon a termination. 14.6 Provisions Survive Termination. The provisions of this Section 14 shall be deemed covenants running with the land, and shall survive the termination of the Declaration until all matters covered by those provisions have been completed. 14.7 Priority - Conflict. In the event that there is any conflict between this Section 14 and Section 15 below, the language contained in this Section 14 shall control and govern. Section 15. AMENDMENT OF DECLARATION. 15.1 Prooosal. Amendm ents to this Declaration may be proposed by the Board of Directors or by written petition signed by the Owners of one-fourth (1/4) of the Lots. 15.2 Procedure: Notice and Format. Upon any amendment or amendments to this Declaration being proposed as provided above, the proposed amendment or amendments shall be submitted to a vote of the members not later than the next annual meeting, unless insufficient time to give proper notice remains before that meeting. An amendment may be considered at the annual or a special members' meeting. The full text of any amendment to the Declaration shall be included in the notice of the Owners' meeting of which a proposed amendment is considered by the Owners. New words shall be inserted in the text by underlining and words to be deleted shall be lined through with hyphens; however, if the proposed change is so extensive that this procedure would hinder, rather than assist, the understanding of the proposed amendment, it is not necessary to use underlining and hyphens as indicators of words added or deleted, but, instead, a notation must be inserted immediately preceding the proposed amendment in substantially the following language: "Substantial rewording of Declaration. See provision for present text." 15.3 Vote Reauired. Except as otherwise provided by Florida law, or by 29 specific provision of the Governing Documents, this Declaration may be amended by concurrence of not less than a majority of the entire Board of Directors and a majority of the voting interests of all members of the Association. If the amendments were proposed by a written petition signed by the Owners pursuant to Section 15.1 above, then the concurrence of the Board of Directors shall not be required. 15.4 Certificate: Recording: Effective Date. A copy of each adopted amendment shall be attached to a certificate that the amendment was duly adopted as an amendment to the Declaration, which certificate shall be executed by any officer of the Association with the formalities of a deed. The amendment shall be effective when the certificate and copy of the amendment, and any joinders and consents required, are recorded in the Public Records of the County. 15.5 Provisos. Notwithstanding any provision in this Declaration to the contrary, the following shall apply: A. So long as the Developer controls the Board of Directors as provided for in the By-Laws, this Declaration may be amended by the vote of the Developer alone; and after such control is relinquished, so long as the Developer owns any Lot in the Community, no amendment may be made without the written consent and joinder of the Developer. B. No amendment shall operate to unlawfully discriminate against any Lot or class or group of Lots. C. No amendment shall diminish or impair any of the rights, privileges, powers and/or options provided in this Declaration in favor of or reserved to record owners of any institutional mortgage unless the Institutional Mortgagee shall join in the execution of the amendment. D. Section 14 above concerning term ination shall not be amended without the consent of all voting interests and all record owners of mortgages on the Lots. Section 16. MISCELLANEOUS PROVISIONS: 16.1 Severabilitv. The invalidity or unenforceability in whole or in part of any covenant or restriction or any section, subsection, sentence, clause, phrase or word or other provision of this Declaration, or any exhibit attached thereto, shall not affect the remaining portions thereof. 16.2 Priorities in Case of Conflict. In the event of conflict between or 30 among the provisions of any of the following, the order of priorities shall be from highest priority to lowest: A. The Corporate Act. B. Other Florida Statutes which app' C. This Declaration. D. The Articles of Incorporation. E. The By-Laws. F. The Rules and Regulation s promulgated by the Board of Directors. G. The Governing Documents for Cedar Ridge Estates and Cedar Ridge Townhomes. 16.3 Interpretation. The Board of Directors is responsible for interpreting the provisions of this Declaration and its exhibits. Such interpretation shall be binding upon all parties unless wholly unreasonable. 16.4 Invalidity. In the event any court shall hereafter determ ine that any provisions of this Declaration as originally drafted, or as amended, violates the rule against perpetuities or any other rules of law because of the duration of the period involved, the period specified in the Declaration shall not thereby become invalid, but instead shall be reduced to the maximum period allowed under such rules of law, and for such purpose measuring lives shall be that of the (original) incorporator(s) of the Association. 16.5 Captions. The captions in this Declaration and in the Articles of Incorporation and By-Laws attached hereto are inserted only as a matter of convenience and for ease of reference and in no way define or limit any provision in the Governing Documents. 16.6 Gender: Plurality. Wherever the context so permits, the singular shall include the plural, the plural shall include the singular, and the use of any gender shall be deemed to include all or no genders. 16.7 Owners' Affirmative Dutv. All Owners are charged with the affirmative duty to keep the Association notified, in writing, of his/her mailing addresses, as they change from time to time, including a second address for emergency in the event of a catastrophic event. The Owner shall also notify the Association of the name and address 31 of any mortgagee holding a mortgage on his/her lot. The Association shall be permitted to rely on information supplied by Owners in writing. 16.8 Covenant Running with the Land. All provisions of the Governing Documents shall be perpetual and be construed to be covenants running with the real property in the Community, the Properties included, and all of the provisions of the Governing Documents shall be binding upon and enure to the benefit of the Developer and subsequent owner(s) of Properties as well as all real property in the Community, and their respective heirs, personal representatives, successors and assigns. None of the provisions contained in the Governing Documents are intended to create, nor shall be construed as creating, any rights in and for the benefit of the general public. 16.9 Duration. This Declaration, as amended from time to time, shall run and bind the Properties for a period of twenty-five (25) years from the date of this Declaration, at which time the Declaration, as amended, shall automatically be renewed for successive periods of ten (10) years, unless and until terminated as provided in Section 14 above. IN WITNESS WHEREOF I have set my hand and seal this _ day of 1996. CEDAR RIDGE DEVELOPMENT CORP. a Florida corporation, By: Witness SEAL Witness STATE OF FLORIDA COUNTY OF PALM BEACH ) ) SS: ) I HEREBY CERTIFY that on the day of , 1996, before me personally appeared , as of CEDAR RIDGE DEVELOPMENT CORP., who is personally known to me or who has produced (if left blank, personal knowledge existed) as identification and who did (did not) take an oath and who executed the aforesaid Certification at his free act and deed as such duly authorized officer; and that the official seal of the Company is duly affixed and the instrument is the act and deed of the Company. 32 WITNESS my signature and official seal at Beach, State of Florida, the day and year last aforesaid. , in the County of Palm NOTARY PUBLIC: Sign Print State of Florida at Large My commission expires: c:\wpdocs\cedaridg\declarat.mas 33 EXHIBIT "A" [TO BE PROVIDED] PREPARED BY: Jay Steven Levine, Esquire Levine, Frank & Edgar, P.A. 3300 PGA Boulevard, Suite 500 Palm Beach Gardens, FL 33410 (407) 626-4700 EXHIBIT "B" ARTICLES OF INCORPORATION OF CEDAR RIDGE COMMUNITY ASSOCIATION, INC. TABLE OF CONTENTS ARTICLE I, NAME AND ADDRESS ARTICLE II, DEFINITIONS ARTICLE III, PURPOSE, POWERS AND DUTIES . . . . . . . . . . . . . . . . . . . . B-1 . . . . . . . . . . . . . . . . . . . . B-1 . . . . . . . . . . . . . . . . . . B-1 3.1 Purpose 3.2 Powers and Duties; General 3.3 Powers: Specific . . . . . . . . . . . . . . . . . . . . B-1 . . . . . . . . . . . . . . . . . . . . B-1 . . . . . . . . . . . . . . . . . . . . B-2 ARTICLE IV, MEMBERSHIP AND VOTING IN THE ASSOCIATION. . . . . . . . . . B-2 ARTICLE V, DIRECTORS . . . . . . . . . . . . . . . . . . . . B-3 5.1 General 5.2 First Board of Directors . . . . . . . . . . . . . . . . . . . . B-3 . . . . . . . . . . . . . . . . . . . . B-3 ARTICLE VI, OFFICERS . . . . . . . . . . . . . . . . . . . . B-3 6.1 General 6.2 First Officers . . . . . . . . . . . . . . . . . . . . B-3 . . . . . . . . . . . . . . . . . . . . B-3 ARTICLE VII, BY-LAWS . . . . . . . . . . . . . . . . . . . . B-4 ARTICLE VIII, AMENDMENTS TO THE ARTICLES OF INCORPORATION .... B-4 8.1 Proposal . . . . . . . . . . . . . . . . . . . . B-4 8.2 Procedure; Notice and Format . . . . . . . . . . . . . . . . . . . . B-4 8.3 Vote Required . . . . . . . . . . . . . . . . . . . . B-4 8.4 Certificate; Recording and Effective Date ................... B-4 8.5 Provisos . . . . . . . . . . . . . . . . . . . . B-5 ARTICLE IX, TERM ARTICLE X, INCORPORATOR . . . . . . . . . . . . . . . . . . . . B-5 . . . . . . . . . . . . . . . . . . . . B-5 ARTICLE XI, REGISTERED AGENT AND REGISTERED OFFICE. . . . . . . . . . . B-5 ACCEPTANCE OF REGISTERED AGENT . . . . . . . . . . . . . . . . . . . . B-6 ARTICLES OF INCORPORATION OF CEDAR RIDGE COMMUNITY ASSOCIATION. INC. (A Corporation Not-For-Profit Under the Laws of the State of Florida) The undersigned incorporates by these Articles for the purpose of forming a corporation not-for- profit under Chapter 617, Florida Statutes, and adopts the following Articles of Incorporation: ARTICLE I NAME AND ADDRESS The name of the corporation is CEDAR RIDGE COMMUNITY ASSOCIATION, INC. and its street and mailing address are 7000 High Ridge Road, Lantana, FL 33462-5006. ARTICLE II DEFINITIONS For convenience, the corporation shall be referred to in this instrument as the "Association"; the Declaration of Covenants and Restrictions for CEDAR RIDGE P.U.D., as the "Declaration"; these Articles of Incorporation as the "Articles"; and the By-Laws of the Association as the "By-Laws". All other definitions contained in the Declaration are incorporated herein by reference. ARTICLE III PU RPOSE. POWERS AND DUTI ES Section 3.1 Puroose. The purpose for which the Association is organized is to provide an entity for the operation of the Properties (as defined in the Declaration) located in Palm Beach County, Florida. The Association is organized and shall exist on a non-stock basis as a corporation not for profit under the laws of the State of Florida, and no portion of any earnings of the Association shall be distributed or inure to the private benefit of any member, Director, or officer. Section 3.2 Powers and Duties: General For the accomplishment of its purposes, the Association shall have all the common law and statutory powers and duties of a corporation not for profit under the laws of the State of Florida, except as limited or modified by the Declaration, the By- B-1 Laws or the corporate statute. The powers of the Association shall also be as set forth in the Declaration and By-Laws. Section 3.3 Powers: Specific The powers of the Association shall include but not be limited to the following: A. To make and collect annual and special assessments to defray the costs, expenses and losses of the Association, and to use the funds in the exercise of its powers and duties; and to levy and collect Charges. B. To protect, maintain, repair, replace and operate the Properties pursuant to the Governing Documents. C. To purchase insurance upon the Properties for the protection of the Association and its members, as required by law. D. To make improvements of the Properties. E. To reconstruct improvements after casualty. F. To make, amend, and enforce reasonable rules and regulations governing the use of the Properties, the operation of the Association, and including the frequency, time, location, notice and manner of the inspection and copying of official records. G. To contract for the management and maintenance of the Properties and Association, and to delegate any powers and duties of the Association in connection therewith except such as are specifically required by the Declaration to be exercised by the Board of Directors or the membership of the Association. H. To employ accountants, attorneys, architects, and other professional personnel to perform the services required for proper operation of the Properties and the Association. I. To purchase a Lot, but only at sales in foreclosure of liens for assessments for common expenses, at which sales the Association shall bid no more than the amount of the judgment plus interest and publication costs. ARTICLE IV MEMBERSHIP AND VOTING IN THE ASSOCIATION The Members of the Association shall be as provided in Section 1.20 of the Declaration. The Owners of each Lot, collectively, shall be entitled to that vote as set forth in the By-Laws, and the manne r of exercising voting rights shall be as set forth in the By-Laws. B-2 ARTICLE V DIRECTORS Section 5.1 General. The method of election of Directors shall be as set forth in the By- Laws. Other provisions regarding Directors, including their qualifications, meetings, removal and resignation, are as contained in the By-Laws. Section 5.2 First Board of Directors. The names and addresses of the members of the first Board of Directors who shall hold office until their successors are elected and have taken office, as provided in the By-Laws, are as follows: NAME ADDRESS Joseph F. Basile, Jr. 1222 Sandpiper Lane Lantana, Florida 33462 Daniel Sanders 1343 Thornbank Lane West Palm Beach, Florida 33411 Lisa A. Basile 1222 Sandpiper Lane Lantana, Florida 33462 ARTICLE VI OFFICERS Section 6.1 General. The affairs of the Association shall, to the extent delegated by the Board of Directors, be administered by the officers holding the offices designated in the By- Laws. Other provisions regarding officers, including their appointment, removal and resignation, are as provided in the By-Laws. Section 6.2 First Officers. The names and addresses of the first officers who shall serve until their successors are designated by the Board of Directors are as follows: Office Name Address Vice President Daniel Sanders 1222 Sandpiper Lane Lantana, Florida 33462 1343 Thornbank Lane West Palm Beach, Florida 33411 1222 Sandpiper Lane Lantana, Florida 33462 President Joseph F. Basile, Jr. Secretary/ Treasurer Lisa A. Basile B-3 ARTICLE VII BY-LAWS The initial By-Laws of the Association have been adopted by the Board of Directors, and may be altered, amended or rescinded by the vote of both the Board of Directors and Members of the Association in the manner provided in the By-Laws; with the vote of the Board alone permitted only if and as permitted in the By-Laws. ARTICLE VIII AMENDMENTS TO THE ARTICLES OF INCORPORATION Amendments to these Articles shall be proposed and adopted in the following manner: Section 8.1 Prooosal. Amendments to these Articles may be proposed by the Board of Directors or by written petition signed by the owners of one-fourth (1/4) of the Lots. Section 8.2 Procedure: Notice and Format. Upon any amendment or amendments to these Articles being proposed as provided above, the proposed amendment or amendments shall be submitted to a vote of the members not later than the next annual meeting, unless insufficient time to give proper notice remains before that meeting. Any amendment may be considered at the annual or a special members meeting. The full text of any amendment to the Articles shall be included in the notice of the Owners' meeting of which a proposed amendment is considered by the Owners. New words shall be inserted in the text by underlining and words to be deleted shall be lined through with hyphens; however, if the proposed change is so extensive that this procedure would hinder, rather than assist, the understanding of the proposed amendment, it is not necessary to use underlining and hyphens as indicators of words added or deleted, but, instead, a notation must be inserted immediately preceding the proposed amendment in substantially the following language: "Substantial rewording of Articles. See provision _ for present text." Section 8.3 Vote Reauired. Except as otherwise provided by Florida law, or by special provisions in the Governing Documents, these Articles may be amended by concurrence of a majority of the entire Board of Directors and a majority of the voting interests of the entire membership of the Association. If the amendments were proposed by a written petition signed by the Owners pursuant to Section 8.1 above, the concurrence of the Board of Directors shall not be required. Section 8.4 Certificate: Recording and Effective Date. A copy of each Amendment shall be filed with the Secretary of State pursuant to the provisions of applicable Florida law, and a copy certified by the Secretary of State shall be recorded in the Public Records of the County. The Amendment shall be effective when the Certificate and copy of the Amendment, and any joinders and consents required, are recorded in the Public Records of the County. The certificate must identify the Book and Page of the Public Records where the Articles are recorded. B-4 Section 8.5 Provisos. Notwithstanding any provision in these Articles to the contrary, the following shall apply: A. So long as the Developer controls the Board of Directors as provided for in the By-Laws, these Articles may be amended by the vote of the Developer alone; and after such control is relinquished, so long as the Developer owns any Lot in the Community, no amendment may be made without the written consent and joinder of the Developer. B. No amendment shall operate to unlawfully discriminate against any Lot or class or group of Lots. C. No amendment shall diminish or impair any of the rights, privileges, powers and/or options provided in these Articles in favor of or reserved to record owners of any institutional mortgages unless the Institutional Mortgagee shall join in the execution of the amendment. D. An amendment to these Articles that adds, changes or deletes a greater or lesser quorum or voting requirement must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirements then in effect or proposed to be adopted, whichever is greater. E. Article X of these Articles may be amended by the vote of a majority of the entire membership of the Board of Directors, without the need for membership approval, if a statement of change of registered agent and/or office is filed with the Secretary of State. ARTICLE IX TERM The term of the Association shall be perpetual. ARTICLE X INCORPORATOR The name and address of the person signing these Articles of Incorporation is Joseph F. Basile, Jr. ARTICLE XI REGISTERED AGENT AND REGISTERED OFFICE The initial Registered Office of the Association shall be 1222 Sandpiper Lane, Lantana, Florida 33462, with the privilege of havin~ its office and branch office at other places within B-5 or without the State of Florida. The initial Registered Agent at that address shall be Joseph F. Basile, Jr. IN WITNESS WHEREOF I have set my hand and seal this . 1996. day of By: Witness Joseph F. Basile, Jr. Witness STATE OF FLORIDA ) ) SS: COUNTY OF PALM BEACH ) The foregoing instrument was acknowledged before me this _ day of 1996, by Joseph F. Basile, Jr., who is personally known to me or who has produced (if left blank, personal knowledge existed) as identification and who did take an oath. NOTARY PUBLIC: Sign Print State of Florida My commission expires: ACCEPTANCE OF REGISTERED AGENT Having been named as Registered Agent to accept service of process of CEDAR RIDGE COMMUNITY ASSOCIATION, INC., at the place designated in these Articles, I agree to act in the capacity and I further agree to comply with the provisions of all Statutes relative to the proper and complete performance of my duties. DATED THIS _ day of ,1996. REGISTERED AGENT: JOSEPH F. BASILE, JR. Print c:\wpdocs\cedaridg\article.mas B-6 EXHIBIT "C" BY-LAWS OF CEDAR RIDGE COMMUNITY ASSOCIATION, INC. TABLE OF CONTENTS Section 1. GENERAL 1 . 1 Seal 1.2 Definitions . . . . . . . . . . . . . . . . . . . . C-1 . . . . . . . . . . . . . . . . . . . . C-1 . . . . . . . . . . . . . . . . . . . . C-1 Section 2. MEMBERSHIP AND VOTING RIGHTS .................... C-1 2.1 Qualifications 2.2 Change in Membership 2.3 Termination of Membership 2.4 Voting Interests; Votes 2.5 Approval or Disapproval of Matters Section 3. MEMBERS MEETING . . . . . . . . . . . . . . . . . . . . C-1 . . . . . . . . . . . . . . . . . . . . C-1 . . . . . . . . . . . . . . . . . . . . C-1 . . . . . . . . . . . . . . . : . . . . C-2 . . . . . . . . . . . . . . . . . . . . C-2 . . . . .. .. . . . . . . . . . . . . C-2 3.1 Annual Meeting . . . . . . . . . . . . . . . . . . . . C-2 3.2 Election Meeting . . . . . . . . . . . . . . . . . . . . C-2 3.3 Special Meeting . . . . . . . . . . . . . . . . . . . . C-3 3.4 Court-Ordered Meeting . . . . . . . . . . . . . . . . . . . . C-3 3.5 Notice of Members' Meetings . . . . . . . . . . . . . . . . . . . . C-3 3.6 Waiver of Notice . . . . . . . . . . . . . . . . . . . . C-4 3.7 Members' List for Meeting . . . . . . . . . . . . . . . . . . . . C-4 3.8 Proxies . . . . . . . . . . . . . . . . . . . . C-5 3.9 Association's Acceptance of Votes . . . . . . . . . . . . . . . . . . . . C-6 3.10 Vote Required, Membership Participation ................... C-7 3.11 Quorum . . . . . . . . . . . . . . . . . . . . C-8 3.12 Adjourn ment of the Meeting . . . . . . . . . . . . . . . . . . . . C-8 3.13 Order of Business . . . . . . . . . . . . . . . . . . . . C-9 3.14 Minutes of Meeting . . . . . . . . . . . . . . . . . . . . C-8 Section 4. BOARD OF DIRECTORS; COMMITTEES. . . . . . . . . . . . . . . . . . . . C-9 4.1 Number and Term of Service 4.2 Nominations and Elections 4.3 Resignation of Directors 4.4 Removal of Directors (Recall) 4.5 Vacancy on the Board 4.6 Meetings of the Board of Directors 4.7 Notice of Board Meetings; Agenda 4.8 Quorum and Voting . . . . . . . .. . . ... . . . .. . C-9 . . . . . . . . . . . . . . . . . . . . C-9 . . . . . . . . . . . . . . . . . . . C-10 . . . . . . . . . . . . . . . . . . . C-10 . . . . . . . . . . . . . . . . . . . C-11 . . . . . . . . . . . . . . . . . . . C-12 . . . . . . . . . . . . . . . . . . . C-13 . . . . . . . . . . . . . . . . . . . C-14 4.9 Owners Rights at Board Meetings . . . . . . . . . . . . . . . . . . . C-15 4.10 The Presiding Officer . . . . . . . . . . . . . . . . . . . C-15 4.11 Order of Business . . . . . . . . . . . . . . . . . . . C-15 4.12 Joinder in Meeting by Approval of Minutes ................. C-15 4.13 Minutes of Meeting . . . . . . . . . . . . . . . . . . . C-16 4.14 Failure to Elect Director Quorum . . . . . . . . . . . . . . . . . . . C-16 4.15 Comm ittees . . . . . . . . . . . . . . . . . . . C-16 4.16 Developer Control of the Board of Directors; Transfer of Board and Association Control from the Developer ................... C-17 Section 5. OFFICERS C-18 5.1 Officers - Required; Appointm ent; Removal; Resignation; Vacancies 5.2 President 5.3 Vice-Presidents 5.4 Secretary 5.5 Treasurer 5.6 Special Duty . . . . . . . . . . . . . . . . . . . C-18 . . . . . . . . . . . . . . . . . . . C-19 . . . . . . . . . . . . . . . . . . . C-19 . . . . . . . . . . . . . . . . . . . C-19 . . . . . . . . . . . . . . . . . . . C-19 . . . . . .. . . . .. . . . . . . . C-20 Section 6. COMPENSATION OF DIRECTORS, OFFICERS AND COMMITTEE OR ARB MEMBERS. . . . . . . . . . . . . . . . . . . C-20 Section 7. FISCAL MATTERS . . ... . . . . . . . . . . . . . . C-20 7.1 Annual Budget 7.2 Annual Assessments 7.3 Special Assessments 7.4 Acceleration of Assessments 7.5 Depository 7.6 Financial Reporting 7.7 Fiscal Year 7.8 Annual Election of Income Reporting Method . . . . ... . . . . . . . . . . . . C-20 . . . . .. . . . . . . .. . . . . . C-20 . . . . . . . . . . . . . . . . . . . C-21 . . . . . . . . . . . . . . . . . . . C-21 . .. . . . ... . . . . . . .. . . C-22 ... . . . ... . . . . . . . . .. C-22 . .. . . . . ... . .. . .. . . . C-22 C-22 Section 8. SYSTEM OF FINES FOR NON-COMPLIANCE. . . . . . . . . . . . . . C-22 8.1 Authority and Scope . . . . . . . . . . . . . . . . . . . C-22 8.2 Owner is Liable . . . . . . . . . . . . . . . . . . . C-22 8.3 Written Notice Required; Contents . . . . . . . . . . . . . . . . . . . C-23 8.4 Level of Fines . . . . . . . . . . . . . . . . . . . C-23 8.5 Record Keeping . . . . . . . . . . . . . . . . . . . C-23 8.6 Hearing Before the Hearings Comm ittee . . . . . . . . . . . . . . . . . . . C-23 8.7 Collection of the Fine . . . . . . . . . . . . . . . . . . . C-24 8.8 Concurrent Remedies . . . . . . . . . . . . . . . . . . . C-24 Section 9. PARLIAMENTARY RULES . . . . . . . . . . . . . . . . . . . C-24 Section 10. EMERGENCY BY-LAWS . . . . . . . . . . . . . . . . . . . C-24 Section 11. AMENDMENT OF THE BY-LAWS . . . . . . . . . . . . . . . . . . . C-25 11.1 Proposal . . . . . . . . . . . . . . . . . . . C-25 11.2 Proced ure; Notice and Format . . . . . . . . . . . . . . . . . . . C-25 11.3 Vote Required . . . . . . . . . . . . . . . . . . . C-26 11.4 Certificate; Recording; Effective Date . . . . . . . . . . . . . . . . . . . C-26 11.5 Provisos . . . . . . . . . . . . . . . . . . . C-26 Section 12. INDEMNIFICATION . . . . . . . . . . . . . . . . . . . C-27 12.1 Imposed . . . . . . . . . . . . . . . . . . . C-27 12.2 Insurance . . . . . . . . . . . . . . . . . . . C-28 c:\wpdocs\cedaridg\bylmas.tbl BY-LAWS OF CEDAR RIDGE COMMUNITY ASSOCIATION. INC. (A Corporation not-for-profit under the laws of the State of Florida) Section 1. GENERAL. These are the Amended and Restated By-Laws of CEDAR RIDGE COMMUNITY ASSOCIATION, INC., hereinafter the "Association", a corporation not for profit organized under the laws of Florida. 1.1 Seal. The seal of the Association shall be inscribed with the name of the Association, the year of its organization, and the words "Florida" and "not for profit". The seal may be used by causing it, or a facsimile of it, to be impressed, affixed, reproduced or otherwise placed upon any document or writing of the corporation where a seal may be required. 1.2 Definitions. The definitions set forth in the Declaration of Covenants and' Restrictions of Cedar Ridge P.U.D., and in the Articles of Incorporation shall apply to terms used in these By-Laws. Section 2. MEMBERSHIP AND VOTING RIGHTS. 2.1 Qualifications. The members of the Association shall be as defined in Section 1.20 of the Declaration, which is incorporated into this Section by reference. 2.2 Change in MembershiD. A change of membership shall be established and become effective by recording in the public records of the County, a deed or other similar instrument and by delivery to the Association of a copy of such instrument. The failure of a new record owner to deliver a copy of such instrument to the Association shall not deprive the new record owner of membership in the Association. 2.3 Termination of MembershiD. The termination of membership in the Association does not relieve or release a former member from liability or obligation incurred in, or in any way connected with, the Community during the period of his membership, nor does it impair any rights or remedies which the Association may have against any former Owner arising out of, or in any way connected with, such ownership and membership and the covenants and obligations incident to same. C-1 2.4 Voting Interests: Votes. Each Member of the Association is entitled to one (1) vote for each Lot owned by him/her. The vote of a Lot is not divisible. If a Lot is owned by one natural person, his/her right to vote shall be established by record title to the Lot. If a Lot is owned jointly by two or more natural persons, that Lot's vote may be cast by anyone of the record Owners. Votes may be cast for Lots owned under a trust arrangement, by any trustee. Votes may be cast by Lots owned by a business-named partnership by any general partner. Votes may be cast by Lots owned by a corporation by any officer of the corporation or any other person perm itted to cast the vote pursuant to F.S. 617.0721(3). Votes may be cast for Lots owned by an estate in probate, by any - personal representative of the estate. If two or more Owners of a Lot do not agree among themselves how their one vote shall be cast, that vote shall not be counted for any purpose. Votes may be cast in person or by proxy. A. Proviso. There are places in these By-Laws where it is provided that only the Members either in Cedar Ridge Estates or in Cedar Ridge Townhomes are entitled to vote on a matter, and in such event, all reference to voting and quorum shall mean only the Members in the particular developm ent. 2.5 Approval or Disapproval of Matters. Whenever the decision or approval of an Owner is required upon any matter, whether or not the subject of an Association meeting, such decision shall be expressed by the same person who would cast the vote of such Lot if in an Association meeting, unless the joinder of record owners is specifically required. Section 3. MEMBERS MEETINGS. 3.1 Annual Meeting. The annual meeting shall be held in the County each year between June 30th and July 15th at a day, place and time designated by the Board of Directors. 3.2 Election Meeting. The election meeting shall be held in the County each year as part of the annual meeting, for the purpose of electing Directors. C-2 3.3 Special Meeting. Special members meetings must be held whenever called by the president or by a majority of the Board of Directors, and must be promptly called by the president upon the president's or secretary's receipt of a written petition signed and dated by at least one third (1/3) of the voting interests of the membership. Such petition shall state the purpose(s) of the meeting. The business at any special meeting shall be limited to the items specified in the petition, and contained in the notice of meeting. 3.4 Court-Ordered Meeting. The circuit court of the County may, after notice to the Association, order a meeting of the members to be held: A. On application of any member of the Association entitled to vote in an annual meeting if an annual meeting has not been held within any 13-month period; or B. On application of a member who signed a demand for a special meeting valid under Section 3.3 above, if: 1. Notice of the special meeting was not given within sixty (60) days after the date the demand was delivered to the Association's secretary or president; or 2. The special meeting was not held in accordance with the notice. ,f The court may fix the time and place of the meeting, determine the members entitled to participate in the meeting, specify a record date for determining members entitled to notice of and to vote at the meeting, prescribe the form and content of the meeting notice, and enter other orders as may be appropriate. 3.5 Notice of Members' Meetinas. Notice of all annual and special members meetings must state the time, date, and place of the meeting. Notice of all annual and special meetings shall be sent by first class mail to each Owner at his address as it appears on the books of the Association. Notice of an annual or special members meeting may, alternatively, be delivered in person if a written waiver of mailing is obtained. The notice must be mailed or delivered at least fourteen (14) days, but not more than sixty (60) days, prior to the date of the meeting, and must also state the intended agenda for the meeting. C-3 3.6 Waiver of Notice. A. A member may waive any notice of a meeting of the members before or after the date and time stated in the notice. The waiver must be in writing, be signed by the member entitled to the notice, and be delivered to the Association for inclusion in the minutes or filing with the corporate records. Neither the business to be transacted at nor the purpose of any regular or special meeting of the members need be specified in any written waiver of notice. B. A member1s attendance at a meeting, either in person or by proxy: 1. Waives objection to lack of notice or defective notice of the meeting, unless the member at the beginning of the meeting objects to holding the meeting or transacting business at the meeting; or 2. Waives objection to consideration of a particular matter at the meeting that is not within the purpose or purposes described in the meeting notice, unless the member objects to considering the matter when it is presented. 3.7 Members' List for Meeting. A. After the mailing of notice of any meeting, the Association shall prepare an alphabetical list of the names and addresses of all its members who were mailed notice of the meeting. This list shall be updated as memberships change up to the date of the meeting. B. The membersl list must be available for inspection by any member f~r a period of ten (10) days prior to the meeting and continuing up to the start of the meeting at the Association1s principal office or at a place identified in the meeting notice in the city/town where the meeting will be held. A member or his agent or attorney is entitled on written demand to inspect the list during regular business hours and at his expense, during the period it is available for inspection. C-4 C. The Association shall make the members' list available at the meeting, and any member or his agent or attorney is entitled to inspect the list at any time up to the start of the meeting or any adjou rnm ent. D. The members' list is prima facie evidence of the identity of members entitled to examine the members' list or to vote at meeting of members. E. If the requ irements of this Section 3.7 have not been substantially complied with or if the Association refuses to allow a member or his agent or attorney to inspect the members' list before or at the meeting, the following shall apply: The meeting shall be adjourned until such requirements are complied with on the demand of any member in person or by proxy who failed to get such access, or, if not adjourned upon such demand and such requirements are not complied with, the circuit court of the County on application of the' member, may summarily order the inspection or copying at the Association's expense and may postpone the meeting for which the list was prepared until the inspection or copying is complete. F. Refu,sal or failure to comply with the requirements of this Section 3.7 shall not affect the validity of any action taken at the meeting. 3.8 Proxies. A proxy may be given by any person entitled to vote, and shall be valid only for the specific meeting for which it was originally given and/or any lawful adjournment of that meeting. No proxy shall be valid for a period longer than ninety (90) days after the date of the first meeting for which it was given. Every proxy shall be revocable at the pleasure of the person executing it. To be valid, a proxy must be in writing, dated, and signed by the person authorized to cast the vote for the Lot, and must be delivered to the secretary at or before the adjournment of the particular meeting. An executed original, an executed telegram or cablegram appearing to have been transmitted by the authorized person, or a photographic, photostatic, facsimile or equivalent reproduction of a proxy form are all valid. Holders of proxies need not be members. The holder shall have the right, if the proxy so provides, to substitute another person to hold the proxy. The proxy may name the Board of Directors as the proxy holder, in which case the proxy shall be voted in the manner determined by resolution of the Board. C-5 Subject to Section 3.9 of these By-Laws and to any express limitation on the proxy's authority appearing on the face of the proxy form, the Association is entitled to accept the proxy's vote or other action as that of the member appointing the proxy. 3.9 Association's Acceptance of Votes. A. If the name signed on a vote, consent, waiver, or proxy appointment corresponds to the name of a member, the Association if acting in good faith is entitled to accept the vote, consent, waiver, or proxy appointment and give it effect as the act of the member. B. If the name signed on a vote, consent, waiver, or proxy appointment does not correspond to the name of its member, the Association if acting in good faith is nevertheless entitled to accept the vote, consent, waiver, or proxy appointm ent and give it effect as the act of the member if: 1. The member is an entity and the name signed purports to be that of an officer or agent of the entity; 2. The name signed purports to be that of an administrator, executor, guardian, personal representative, or conservator representing the member and, if the Association requests, evidence of fiduciary status acceptable to the Association has been presented with respect to the vote, consent, waiver, or proxy appointment; 3. The name signed purports to be that of a receiver, trustee in bankruptcy, or assignee for the benefit of creditors of the member and, if the Association requests, evidence of this status acceptable to the Association has been presented with respect to the vote, consent, waiver, or proxy appointment; 4. The name signed purports to be that of a pledgee, beneficial owner, or attorney-in-fact of the member and, if the Association requests, evidence acceptable to the Association of the signatory's authority to sign for the member has been C-6 presented with respect to the vote, consent, waiver, or proxy appointment; or 5. Two or more persons are the member as cotenants or fiduciaries and the name signed purports to be the name of at least one of the coowners and the person signing appears to be acting on behalf of all the coowners. C. The Association is entitled to reject a vote, consent, waiver, or proxy appointment if the secretary or other officer or agent authorized to tabulate votes, acting in good faith, has reasonable basis for doubt about the validity of the signature on it or about the signatory's authority to sign for the member. D. The Association and its officer or agent who accepts or rejects a vote, consent, waiver, or proxy appointment in good faith and in accordance with the standards of this Section 3.9 are not liable in damages to the member for the consequences of the acceptance or rejection. E. Corporate action based on the acceptance or rejection of a vote, consent, waiver, or proxy appointment under this Section 3.9 is valid unless a court of competent jurisdiction determines otherwise. 3.10 Vote Reauired. Membershio Particioation. If a quorum exists, action on a matter (other than the election of Directors) by the members is approved if the votes cast favoring the action exceed the votes cast opposing the action, unless the Governing Documents or applicable law require a greater number of affirmative votes. Any member may speak with reference to all designated agenda items, subject to reasonable written Rules and Regulations adopted by the Board of Directors governing the frequency, duration and manner of members' statements; any of such Rules and Regulations shall yield for a particular meeting to the extent that two-thirds of the voting interests at the meeting determ ine so. An Owner shall have the right to tape record or videotape a members' meeting, subject to any applicable written Board rules on the subject. Notwithstanding the foregoing to the contrary, no Owner may videotape or tape record at any Owners' meeting unless the Owner provides written notice of his or her intention C-7 to do so, which notice is received by the Association no later than twenty-four (24) hours prior to the scheduled time and date for the meeting. 3.11 Quorum. The quorum for the annual (including election) and special members. meetings shall be 30% of the voting interests of the entire membership of the Association. After a quorum has been established at a members' meeting, the subsequent withdrawal of members, so as to reduce the number of voting interests entitled to vote at the meeting below the number required for a quorum, shall not affect the validity of any action taken at the meeting or any adjournment. 3.12 Adiournment of the Meeting. Any duly called meeting of the members may be adjou rned to a later date by the vote required under Section 3.10 of these By-Laws, regardless of whether a quorum has been attained. A new notice of the adjourned meeting shall be given. Any business which might have been conducted at the meeting as originally scheduled may be conducted at the continued meeting. 3.13 Order of Business. The order of business at members meetings shall be substantially as follows: A. Call to order by the president (or other officer in the absence of the president) B. Appointment of a chairperson, only if the president is absent; otherwise, the president chairs the meeting C. Appointment of a parliamentarian D. Call of the roll or certification of quorum E. Proof of notice of meeting or waiver of notice F. Minutes of last members meeting - read or waive reading G. Reports of officers H. Reports of Committees C-8 I. Election of Directors (where appropriate) J. Unfinished business K. New business L. Adjourn ment 3.14 Minutes of Meetings. The minutes of all meetings of the membership shall be kept in a book available for inspection by members and/or their authorized representatives at any reasonable time. Member(s) of the Association and their authorized representatives shall have the right to make handwritten notations from the minutes, and to receive photocopies of the Minutes at the cost of the member(s) concerned. The Board of Directors shall establish such cost, not to exceed the limitations imposed by law from time to time. Minutes shall be retained for a period of not less than seven (7) years after the date of the meeting. Section 4. BOARD OF DIRECTORS: COMMITTEES. The administration of the affairs of the Association shall be by a Board of Directors, with each Director having a fiduciary relationship with the Owners. All powers and duties granted to the Association by law, as modified and explained in the Governing Documents, shall be exercised by the Board, subject to approval or consent of the Owners only when such is specifically required. An Owner does not have the authority to act for the Association by reason of being an Owner. 4.1 Number and Term of Service. The affairs of the Association shall be managed initially by a Board of three (3) Directors selected by the Developer, and thereafter by a Board consisting of five (5) persons. 4.2 Nominations and Elections. Beginning with the meeting of the Owners called pursuant to Section 4.16 below, the following provisions shall apply: At each annual meeting, the board of directors of Cedar Ridge Estates Property Owners' Association, Inc. shall present a slate of two persons who shall serve as two of the five persons on the Board, and the board of directors of Cedar Ridge Townhomes Association, Inc. shall present a slate of three persons who shall serve as three of the five persons on the Board. All such persons on each slate shall be directors of their C-9 respective Subassociation. There shall be no voting for Directors by the Owners. 4.3 Resignation of Directors. A Director may resign at any time by delivering written notice to the Board of Directors or to the president or secretary. A resignation is effective when the notice is delivered unless the notice specifies a later effective date. If a resignation is made effective at a later date, the vacancy may be filled before the effective date if it is provided that the successor does not take office until the effective date. A written resignation once tendered cannot be rescinded. Oral resignations shall not be considered effective. A. Notwithstanding the foregoing to the contrary, when a Director ceases to be a director of his or her respective Subassociation, then such Director shall be deemed to have automatically resigned. 4.4 Removal of Directors (Recall). Any or all Directors elected or appointed by Cedar Ridge Estates may be removed with or without cause by a majority of the voting interests in Cedar Ridge Estates, and any and all Directors elected or appointed by Cedar Ridge Townhomes may be removed with or without cause by a majority of the voting interests in Cedar Ridge Townhomes, either by a written agreement or at any meeting called for that purpose. A. By Written Agreem ent. If a proposed recall is sought by written agreement, a separate agreement is required for each member of the Board being recalled. B. By Soecial Meetina. A special meeting for the purpose of recall may be called by ten percent (10%) of the voting interests in the particular development or shall be called if demand is made pursuant to Section 3.3 of these By-Laws. The notice of the meeting must be accompanied by a dated copy of a signature list of at least ten percent (10%) of the voting interests, stating that the purpose of the signatures is for recall. The notice of meeting shall specify a person, other than a Board member, subject to that recall, who shall call the meeting to order and determine whether a quorum is present. The failure of the notice to so designate a person shall not invalidate an otherwise valid notice. The meeting must be held not less than C-10 fourteen (14) days nor more than sixty (60) days from the date notice is given. The first order of business, upon the determination that a quorum of the particular development exists, shall be the election of a presiding officer for that meeting who shall be a person other than a Director subject to that recall. The proposed recall of more than one member of the Board shall require a separate vote for each member sought to be recalled. The foregoing procedure shall apply notwithstanding any other provision in these By-Laws to the contrary. C. Proviso. Notwithstanding the foregoing to the contrary, all vacancies in Directorships during Developer control of the Board of Directors of the Association shall be filled by the Developer. Notwithstanding any provision to the contrary in these By-Laws, until the date on which the Developer relinquishes control of the Board of Directors of the Association as provided in Section 4.16 below, neither the Directors of the Association named in the Articles of Incorporation, nor any Directors named by the Developer to replace them, shall be subject to removal by members other than the Developer. Such Directors may be removed and replaced by the Developer without the necessity of any meeting of the Board or of the Association. 4.5 Vacancy on the Board. A. A Vacancy Other Than in Connection with Recall by Soecial Meeting. If the office of any director becomes vacant for any reason, other than recall by special meeting referred to in Section 4.4. B above, a majority of the remaining Directors, through less than a quorum, shall choose a successor or successors who shall hold office for the unexpired term of his predecessor in office. A vacancy that will occur at a specific later date (by reason of a resignation effective at a later date) may be filled before the vacancy occurs but the new Director may not take office until the vacancy occurs. Notwithstanding the foregoin g to the contrary: 1. Any vacancies due to the resignation or death of a Developer appointed Director shall be filled by the Developer; any C-11 vacancies so filled by the Developer may be so done without the necessity of any Board meeting or reference in the minutes of a Board meeting. 2. As to non-Developer appointed/elected Directors: A candidate for each vacancy shall be presented by the board of directors of the Subassociation which initially elected or recommended the vacating Director, which recommendation the Board of Directors must accept as the person to fill the vacancy. B. Vacancy in Connection with Recall bv Soecial Meeting. If a vacancy occurs on the Board as a result of recall at a meeting as provided for in Section 4.4.B above, the vacancy shall be filled by at that same meeting, by decision of the board of directors of the Subassociation which initially elected or recommended the recalled Director. Any Director recalled shall not be eligible for re-election until the next annual meeting of the members. 4.6 Meetings of the Board of Directors. A. Organizational Meeting. The organizational meeting of a new Board of Directors shall be held within ten (10) days after the election of new Directors, at such place and time as may be fixed by the Directors at the annual meeting at which they were elected. B. Regular Meetings. Regular meetings of the Board of Directors may be held at such time and place as shall be determined, from time to time, by a majority of the Directors. C. Soecial Meetings. Special meetings of the Directors may be called by the president, and must be called by the president or secretary at the written request of a majority of the Directors. D. Adiourned Meetings. Any duly called meeting of the Board of Directors may be adjourned to a later date by a vote of the majority C-12 of the Directors present, regardless of whether a quorum has been attained. No notice of adjournment is required to be given to any Director who was not present at the time of adjournment. Any business which might have been conducted at the originally scheduled meeting may be conducted at its continuance. E. Telephone Conference. The Board of Directors may permit any or all Directors to participate in a regular or special meeting by, or conduct the meetings through the use of a telephone conference. A Director participating in a meeting by this means is deemed to be present in person at the meeting. 4.7 Notice of Board Meetings: Aaenda. A. Notice to Directors. Notice of the time and place of meetings shall be given to each Directors, personally or by mail, telephone or telegraph, and shall be transmitted three (3) days prior to the meeting; notwithstanding the foregoing to the contrary, no notice need be given to Directors of a meeting if it is a regular meeting which is held on the same date of each month. Notice of all meetings shall state the agenda for the meeting, including any details of any (annual or special) assessment which will be discussed, considered or approved. B. Waiver of Notice bv Directors. Notice of a meeting of the Board of Directors need not be given to any Director who signs a waiver of notice either before or after the meeting. Attendance of a Director at a meeting shall constitute a waiver of notice of such meeting and a waiver of any and all objections to the place of the meeting, the time of the meeting, or the manner in which it has been called or convened; except when a Director states, at the beginnin g of the meeting or promptly upon arrival at the meeting, any objection to the transaction of business because the meeting is not lawfully called or convened. C. Notice to Owners. Notices of all Board meetings must be posted in a conspicuous place in the Common Area at least forty-eight (48) C-13 hours in advance of the meeting, except in an emergency. In the alternative, if notice is not posted in a conspicuous place in the Common Area, notice of each Board meeting must be mailed or delivered to each member at least seven (7) days before the meeting, except in an emergency. An assessment may not be levied at a Board meeting unless the notice of the meeting includes a statement that an assessment will be considered and the nature of the assessment. D Agenda. The notice of any Board meeting may but shall not be required to identify agenda items, except that when an annual assessment shall be considered, the notice must state that the annual assessment will be considered. 4.8 Quorum and Voting. A. Quorum. A quorum at a Board meeting shall be attained by the presence in person of a majority of the entire Board of Directors. B. Vote Reauired. The acts approved by a majority of those Directors present and voting at a meeting at which a quorum has been attained shall constitute the acts of the Board of Directors, except when approval by a greater number of Directors is required by the Governing Documents or by applicable statute. Directors may not vote by proxy or by secret ballot at Board meetings, except that Directors may vote by secret ballot for the election of officers. So long as required by the corporate statute as amended from time to time, a vote or abstention for each Board member present shall be recorded in the minutes of the Board meeting. C. Presumotion of Assent. A Director who is present at a meeting of the Board, inclusive of the president, shall be deem ed to have voted in favor of any action taken, unless: 1. He objects at the beginning of the meeting (or promptly upon C-14 his arrival) to holding it or transacting specified business at the meeting; or 2. He votes against or abstains from the action taken due to a conflict of interest. An abstention for any other reason shall be considered an affirmative vote. 4.9 Owners Rights at Board Meetings. Meetings of the Board of Directors shall be open to all members to attend and observe. Any Owner may tape record or videotape meetings of the Board of Directors, subject to any applicable and written Rules and Regulations adopted by the Board of Directors. Notwithstanding the foregoing to the contrary, no Owner may videotape or tape record at any Board meeting unless the Owner provides written notice of his or her intention to do so, which notice is received by the Association no later than twenty-four (24) hours prior to the scheduled time and date for the meeting. 4.10 The Presiding Officer. The president of the Association, or in his absence, the vice-president, shall be the presiding officer at all meetings of the Board of Directors. If neither is present, the presiding officer shall be selected by majority vote of those Directors present. 4.11 Order of Business. The order of business at meetings of the Directors, as appropriate, shall be: A. Calling of roll B. Proof of notice of meeting or waiver of notice C. Reading and disposal of any unapproved minutes of Board meetings D. Reports of officers and committees E. Election of officers (if any) F. Unfinished business G. New business H. Adjournment 4.12 Joinder in Meeting by Aooroval of Minutes. A Director may join in the action of a meeting by signing and concurring in the minutes of that meeting. That concurrence, however, shall not constitute the presence of that Director for the purpose of determining a quorum. C-15 4.13 Minutes of Meeting. The minutes of all meetings of the Board of Directors shall be kept in a book available for inspection by members of the Association and/or their authorized representative(s) at any reasonable time. These individuals shall have the right to make written notations from the minutes, and to receive photocopies thereof at the cost of the member concerned. The Board of Directors shall establish such cost, not to exceed the limitations imposed by law from time to time. Minutes shall be retained for a period of not less than seven (7) years after the date of the meeting. 4.14 Failure to Elect Director Quorum. If the Association or the Board of Directors fails to fill vacancies on the Board of Directors sufficient to constitute a quorum, any member of the Association may apply to the circuit court of the County for the appointment of a receiver to manage the affairs of the Association. At least thirty (30) days prior to applying to the circuit court, the member shall mail to the Association and post conspicuo usly on the Common Area, a notice describing the intended action, giving the Association time to fill the vacancies. If during such time the Association fails to fill the vacancies, the Member may proceed with the petition. If a receiver is appointed, the Association shall be responsible for the salary of the receiver and reasonable court costs and reasonable attorneys' fees incurred by the petitioner(s). The receiver shall have all the powers and duties of a duly constituted Board of Directors and shall serve as such until the Association fills vacancies on the Board sufficient to constitute a quorum. 4.15 Comm ittees. A. Standina and Soecial Comm ittees. The Board of Directors, by resolution, may appoint committees to assist in the conduct of the affairs of the Association. B. Executive Committee. The Board of Directors, by resolution, may appoint an executive committee to consist of two or more members of the Board. The executive committee shall have and may exercise all of the powers of the Board in the management of the business and affairs of the Association during the intervals between the meetings of the Board insofar as may be permitted by law. The executive committee, however, shall not have power to: 1. determine the common expenses required for the operation of the Association and the Common Area; C-16 2. determine the assessments payable to the Owners to meet the common expenses of the Association and the Common Area; 3. adopt or amend Rules and Regulation s; 4. purchase or lease real property in the name of the Association; 5. approve or recommend to Owners any actions or proposals required by law or by the Governing Documents to be approved by the Owners; and 6. fill vacancies on the Board of Directors or the Executive Committee. Vacancies on the Executive Committee shall be filled only by resolution of a majority of the entire Board of Directors; and 7. those matters as prohibited by law, from time to time. 4.16 Develooer Control of the Board of Directors: Transfer of Board and Association Control From The Develooer. A. The Developer shall control the Board of Directors until the happening of the event(s) described in Section 4.16.B below. B. The control of the Board of Directors shall be relinquished by the Developer and assumed by the Owners other than the Developer by the call of a special (or annual) meeting of the Owners to be held within three (3) months after 90% of all Lots in the Community have been sold and closed by the Developer. Notwithstanding the foregoing, the Developer shall be entitled to relinquish control of the Board of Directors of the Association at such time prior to such date as the Developer may determine in its sole discretion; such control shall be relinquished by the calling and holding of a special (or annual) meeting of the members of the Association. C-17 C. Upon the holding of the special (or annual) meeting described in Section 4.16.B above, it shall be the affirmative obligation of the board of directors of each Subassocia tion to elect a majority of the Directors and for the Owners to thereby assume control of the Board of Directors of the Association. Neither the Developer nor its appointees shall be liable in any manner in connection with any Board and/or officer resignations effected on the date of the meeting so called, in the event of the failure or refusal of the Owners other than the Developer to assume control of the Board of Directors, and even in the event that a quorum of the Members is not obtained at such meeting. When the Developer has relinquished control of the Board of Directors of the Association, but so long as the Developer is legal owner of at least 5% of the Lots, the Developer shall automatically be entitled to appoint one (1) Director to the Board of Directors, without approval from the Owners. D. Upon the Developer's relinquishment of control of the Board of Directors of the Association and the Owners assumption of control of the Board, the Owners other than the Developer shall be deem ed to have assumed control of the Association, as well as of the Board of Directors. Section 5. OFFICERS. 5.1 Officers - Reauired: Appointment: Removal: Resianation: Vacancies. The executive officers of the Association shall be a president, and a vice-president, who shall be Directors, and a treasurer and a secretary, who need not be Directors, all of whom shall be elected annually by a majority vote of the entire Board. The Board of Directors may, from time to time, appoint such other officers, and designate their powers and duties, as the Board shall find to be required to manage the affairs of the Association. If the Board so determines, there may be more than one vice-president. Any officer may be removed with or without cause by vote of a majority of the entire Board at any Board meeting. An officer may resign at any time by delivering notice to the Association. A resignation is effective when the notice is delivered unless the notice specifies a later effective date. If a resignation is made effective at a later date and the Association accepts the future effective date, the Board of Directors may fill the pending vacancy C-18 before the effective date if the Board of Directors provides that the successor does not take office until the effective date. 5.2 President. The president shall be the chief executive officer of the Association. He shall preside at all meetings of the members and Directors, shall have general and active management of the business of the Association, and shall see that all orders and resolutions of the Board are carried into effect. He shall give, or cause to be given, notice of all meetings of the members and of the Board of Directors. He shall execute bonds, mortgages, and other contracts requiring seal of the Association, except where such are permitted by law to be otherwise signed and executed, and the power to execute is delegated by the Board of Directors to some other officer or agent of the Association. 5.3 Vice-Presidents. The vice-presidents, in the order of their seniority shall, in the absence or disability of the president, perform the duties and exercise the power of the president, and shall perform such other duties as the Board of Directors may prescribe. "Absence" or "disability" shall be viewed on a case by case, duty by duty basis, and as used herein, shall mean incapability of the president to effect a particular duty under question, incident to the office of the president. 5.4 Secretary. The secretary shall attend all meetings of the Board of Directors and all meetings of the members and shall cause all votes and the minutes of all proceedings to be recorded in a book or books to be kept for the purpose, and shall perform like duties for the standing committees and executive committee when required. He shall maintain an accurate and up-to-date roster of Owners and their addresses. He shall keep in safe custody the seal of the Association and, when authorized by the Board, affix the seal to any instrument requiring it. The secretary shall be responsible for the proper recording of all duly adopted amendments to the Governing Documents. Any of the foregoing duties may be performed by the Assistant secretary, if one has been designated. 5.5 Treasurer. The treasurer shall have responsibility for the custody of Association funds and securities and the keeping of full and accurate accounts of receipts and disbursements in books belonging to the Association. He shall cause all monies and other valuable effects to be deposited in the name and to the credit of the Association in such depositories as may be designated by the Board of Directors. He shall oversee disbursement of the funds of the Association, making proper vouchers for such C-19 disbursements, and shall render to the president and Directors, at the regular meetings of the Board, or whenever they may require it, an account of all his transactions as treasurer and of the financial condition of the Association. Any of the foregoing duties may be performed by an assistant treasurer, if any has been designated. 5.6 Special Duty. The Board shall from time to time delegate to one of its officers, the responsibility for preparing minutes of Directors' and members' meetings and for authenticating records of the Association. Should or to the extent that the Board shall fail to delegate same, the responsibility shall lie with the secretary. Section 6. COMPENSATION OF DIRECTORS. OFFICERS AND COMMITTEE MEMBERS. Neither Directors, officers, nor committee members shall receive compensation for their services as Directors, officer or committee member (as applicable). Nothing herein shall preclude the Board of Directors from employing a Director, officer, committee member for the management of the Association, or for any other service to be supplied by such Director, officer, or committee member. Directors, officers, and committee members shall be entitled to reimbursement for all actual and proper out-of-pocket expenses, relating to the proper discharge of their respective duties. Section 7. FISCAL MATTERS. The provisions for fiscal management of the Association set forth in Section 5 of the Declaration shall be supplem ented by the following provisions: 7.1 Annual Budget. The Board of Directors shall at a meeting to be held no later than December 1st preceding the budget year called for such purpose adopt an annual budget for common expenses for each budget year, which shall run from January 1 through December 31 of the year, unless the Board votes otherwise. A copy of the proposed budget and a notice stating the date, time and place of the Board meeting shall be mailed to each Subassociation not less than fourteen (14) days prior to the date of that meeting. The proposed budget shall be detailed and shall show the amounts budgeted by accounts and expense classifications, and shall set out separately all fees or charges for recreational amenities, regardless of who owns same. Reserves for deferred maintenance and capital expenditures may, but shall not be required to, be included in the annual budget; the failure of the Association to include reserves shall not give any Owner or person any action against the Association or Developer for same. 7.2 Annual Assessments. Annual assessments based on the adopted budget shall be paid in equal quarterly installments, in advance, due on the first days of January, C-20 April, July and October of every year, unless otherwise specified by the Board of Directors. Written notice of the annual assessment shall be provided to each Subassocia tion no later than December 5th prior to the budget year; no other notices need be sent by the Association. It is up to each Subassociation to collect and remit to the Association, the annual assessment installments due to the Association. Refer to the governing documents for Cedar Ridge Estates and Cedar Ridge Townhomes for other provisions regarding the payment of and the collection of annual assessments, which provisions are incorporated herein by reference. Failure to send or receive such notice shall not excuse the obligation to pay. If an annual budget for a new budget year has not been adopted at the time the first installment for that year is due, it shall be presumed that the amount of such installment is the same as the previous installment, and shall be continued at such rate until a budget is adopted and pro rata assessments are calculated, at which time any overage or shortage calculated shall be added or subtracted from each Lot's next due installment. In the event that the annual budget is amended, the overage or shortage calculated shall be added or subtracted equally over the balance of the annual assessment installments due for the year. 7.3 Soecial Assessments. Special assessments may be imposed by the Board of Directors when needed to meet any proper common expense(s) for which there is/are not sufficient funds in the annual budget and annual assessments. Special assessments are due on the date(s) specified in the resolution of the Board of Directors approving such assessments. It is up to each Subassociation to collect and remit to the Association, the special assessment installments due to the Association. Refer to the governing documents for Cedar Ridge Estates and Cedar Ridge Townhomes for other provisions regarding the payment of and the collection of special assessments, which provisions are incorporated herein by reference. 7.4 Acceleration of Assessments. If any annual or special assessment installment as to a Lot becomes more than thirty (30) days past due, the Association shall have the right to accelerate the due date of the entire unpaid balance of the Lot's annual assessment for that budget year, as well as the next budget year, and/or special assessment, as applicable. To the extent that the next year's budget has not been adopted as of the date that the Association accelerates, for purposes of calculating of the next year's budget to be accelerated, it shall be presumed that the next year's budget was adopted in the same amount as the existing budget year, with any increase or decrease which exists once the next year's budget is adopted to be credited or debited to the owner, as applicable. The accelerated assessment shall be due and payable on the date C-21 on which the Claim of Lien is recorded. Once the Claim of Lien is recorded, the Association shall send the delinquent owner a notice that the right of acceleration has been exercised. 7.5 Depository. The Association shall maintain its accounts in such financial institutions or funds as shall be designated from time to time by the Board. Withdrawal of monies from such accounts shall be only by such person(s) as are authorized by the Board. The Board may invest Association funds in interest-bearing accounts, money market funds, certificates of deposit, U.S. Government securities, and other similar investment vehicles. 7.6 Financial Reporting. The Board of Directors shall have performed and shall provide or make available such form of accounting as required by applicable provisions of the corporate statute as amended from time to time. 7.7 Fiscal Year. The fiscal year for the Association shall be from January 1st through December 31st, unless otherwise voted by the Board of Directors from time to time. 7.8 Annual Election of Income Reporting Method. Based on competent advice, the Board of Directors shall make a determination annually of the method by which the Association's income shall be reported to the Internal Revenue Service, based upon the method which yields the lowest tax liability. Section 8. SYSTEM OF FINES FOR NON-COMPLIANCE. 8.1 Authority and Scope. The Association may impose fines on any Owner and Lot as well as upon any lessee, guest or invitee, for any violations of the Governing Documents and Rules and Regulations; as amended from time to time; and/or violations of the law; by Owners or the Owners' tenant(s); and/or their family members, agent(s), guest(s), visitor(s), invitee(s), etc. This Section 8 shall not apply to fines relating to an Owner's nonpayment of assessments and Charges. 8.2 Owner is Liable. Each and every such violation shall be the responsibility of and attributed to the Owner (and his Lot) regardless of whether the offending party is in fact the Owner or the Owner's tenant(s), or their family, agent(s), guest(s), visitor(s), C-22 invitee(s), etc. As such, the Owner is responsible for the actions of the Owner's tenant(s) and family, agent(s), guest(s), visitor(s), invitee(s), etc. 8.3 Written Notice Reauired: Contents. No fine shall be imposed for any violation unless and until the offend ing party or parties (which always shall include the Owner) has/have been given an opportunity to request a hearing on whether the fine should be levied. The Association shall provide notice to the offending party or parties that they have an opportunity to request a hearing on whether the fine should be levied. If the Association fails to receive a written request for a hearing within fifteen (15) days after the Association mails such notice, no hearing need be held, and the fine may be levied automatically without further warning. The written notice from the Association shall also include a statement as to the provisions of the Govern ing Documents, Rules and Regulations and/or law which are being violated and the names of the violators, if known. If a hearing is timely requested, then the Hearings Committee referred to in Section 8.6 below shall schedule a hearing as soon as is possible and notify the offending party or parties of the date, time and place of the hearing. 8.4 Level of Fines. A fine for each violation shall be $50.00. This fine may be levied at the rate of $50.00 per day for each day or other time period that the violation occurs, on a running per day or other periodic basis, treating each day or other period to be a separate violation, so long as the Hearing Committee's notice informs the offending party or parties of this fact. 8.5 Record Keeping. The Association shall maintain a file of all notices issued and findings of the Hearings Committee in order that a record of offenses and offenders may be kept. 8.6 Hearing Before The Hearings Committee. If the offending party or parties requested a hearing before the Hearings Committee, then the following shall apply: A. A party against whom the fine may be levied shall have a reasonable opportunity to respond, to present evidence, and to provide written and oral argument on all issues involved, to have counsel present, and shall have an opportunity at the hearing to review, challenge and respond to any material considered by the Association. C-23 B. Failure of the Owner and the violator in question to appear at the scheduled meeting shall result in the automatic vote by the Hearings Committee that the Owner is in violation, whereupon the fine may be levied without further warning. The Hearings Committee shall consist of at least three (3) members appointed by the Board of Directors, none of whom are officers, Directors, or employees of the Association, nor the spouse, parent, child, brother or sister of same. 8.7 Collection of the Fine. Once a fine is deemed to be due and owing, the Association shall provide written notice to the Owner of the fine due and owing, with due date for payment. The fine shall be paid and collectible as a Charge pursuant to the provisions of the Declaration. 8.8 Concurrent Remedies. The fine system may be invoked independently of or concurrently with any other remedies provided for in the Governing Documents of law. As such, the fine system not a condition precedent to the Association's pursuit of other remedies available to it under the Governing Documents or under the law. Also, the fact that a fine is levied and/or paid does not constitute compliance with the Governing Documents, Rules and Regulations and law, if in fact the violation(s) remain(s). Section 9. PARLIAMENTARY RULES. ROBERTS' RULES OF ORDER (latest edition) shall govern the conduct of meetings of the membership and Board of Directors when not in conflict with the Governing Documents or applicable law. Section 10. EMERGENCY BY-LAWS. The following shall apply: 10.1 The Board of Directors may adopt By-Laws to be effective only in an emergency defined in Section 10.5 below. The emergency By-Laws, which are subject to amendment or repeal by the members, may make all provisions necessary for managing the Association during an emergency, including: A. Procedures for calling a meeting of the Board of Directors; B. Quorum requ irements for the meeting; and C. Designation of additional or substitute Directors. C-24 10.2 The Board of Directors, either before or during any such emergency, may provide, and from time to time modify, lines of succession in the event that during such emergency any or all officers or agents of the Association are for any reason rendered incapable of discharging their duties. 10.3 All provisions of the regular By-Laws consistent with the emergency By- Laws remain effective during the emergency. The emergency By-Laws are not effective after the emergency ends. 10.4 Corporate action taken in good faith in accordance with the emergency By- Laws: A. Binds the Association; and B. May not be used to impose liability on a Director, officer, employee, or agent of the Association. 10.5 An emergency exists for purposes of this Section 10 if a quorum of the Association's Directors cannot readily be assembled because of some catastrophic event. Section 11. AMENDMENT OF THE BY-LAWS. All amendments to the By-Laws shall be proposed and adopted in the following manner: 11.1 Proposal. Amendments to these By-Laws may be proposed by the Board of Directors or by written petition signed by the Owners of one-fourth (1/4) of the Lots. 11.2 Procedure: Notice and Format. Upon any amendment or amendments to these By-Laws being proposed as provided above, the proposed amendment or amendments shall be submitted to a vote of the members not later than the next annual meeting, unless insufficient time to give proper notice remains before that meeting. The full text of any amendment to the By-Laws shall be included in the notice of the Owners' meeting at which a proposed amendment is considered by the Owners. New words shall be inserted in the text by underlining and words to be deleted shall be lined through with hyphens; however, if the proposed change is so extensive that this procedure would hinder, rather than assist, the understanding of the proposed amendment, it is not necessary to use underlining and hyphens as indicators of words added or deleted, but instead, a notation must be inserted immediately preceding the proposed amendment in C-25 substantially the following language: "Substantial rewording of By-Laws. See provision for present text. II 11.3 Vote Reauired. Except as otherwise provided by Florida law or by specific provision of the Governing Documents, the By-Laws may be amended by a vote of a majority of the entire membership of the Board of Directors and by the affirmative vote of a majority of the voting interests of the entire membership of the Association. In the event that an amendment is proposed by a written petition signed by the Owners pursuant to Section 11.1 above, then the approval of the Board of Directors shall not be required. 11.4 Certificate: Recordina: Effective Date. A copy of each adopted amendment shall be attached to a certificate that the amendment was duly adopted as an amendment to the By-Laws, which certificate shall be in the form required by law and shall be executed by any officer of the Association with the formalities of a deed. The amendment shall be effective when the certificate and copy of the amendment are recorded in the Public Records of the County. The Certificate of Amendment shall, on the first page, state the book and page of the Public Records where the By-Laws are recorded. 11.5 Provisos. Notwithstanding any provision in these By-Laws to the contrary: A. So long as the Developer controls the Board of Directors as provided for in the By-Laws, these By-Laws may be amended by the vote of the Developer alone; and after such control is relinq uished, so long as the Developer owns any Lot in the Community, no amendment may be made without the written consent and joinder of the Developer. B. No amendment shall operate to unlawfully discrim inate against any Owner or Lot or class or group of Lots. C. An Amendment to these By-Laws that adds, changes, or deletes a greater or lesser quorum or voting requirement must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirements then in effect or proposed to be adopted, whichever is greater. C-26 D. Any emergency By-Laws adopted pursuant to Article 10 of these By- Laws may be adopted or amended by the vote of a majority of the entire Board of Directors at the time there is no emergency, or by a lesser vote as determined by the Board in the event of an emergency; such By-Laws need not be recorded, and shall become effective as resolved by the Board of Directors. This Section 11.5.0 of the By-Laws shall not preclude the members from amending or repealing such emergency By-Laws as provided in Sections 11.1 through 11.4 above. No emergency By-Laws amended or repealed by the members shall be amended by the Board of Directors, without following the procedures set forth in Sections 11.1 through 11.4 above. Section 12. INDEMNIFICATION. 12.1 Imposed. To the fullest extent permitted by Florida law, the Association shall indemnify and hold harmless every Director, every officer, and every member of a committee of the Association against all expenses and liabilities, including attorneys' fees, actually and reasonably incurred by or imposed on him/her in connection with any legal proceeding for settlement or appeal of such proceeding (and including administrative proceeding) to which he/she may be a party because of his/her being or having been a Director, officer or member of a committee of the Association. Indemnification of Directors and officers shall also be that provided for in Section 617.028, Florida Statutes, as amended from time to time. Indemn ification shall include an advance of the Director's, officer's or committee member's attorneys' fees and defense costs, provided that the Director or officer provides the undertaking assurance required by F.S. 607.0850(6); the foregoing is conditioned upon the Director, officer or committee member agreeing to use counsel of the Association's choosing, if the Association so conditions. In the event of a conflict between this Section 12 and said statute, the conflict shall be resolved in favor of providing the broadest protection possible to Directors, officers and committee members. The foregoing right of indemnification shall not be available if a judgment or other final adjudication establishes that his/her actions or omissions to act were material to the cause adjudicated and involved: A. Willful misconduct or a conscious disregard for the best interests of the Association, in a proceeding by or in the right of the Association to procure a judgment in its favor; or C-27 B. A violation of criminal law, unless the Director, officer or committee member had no reasonable cause to believe his/her action was unlawfu I or had a reasonable cause to believe his action was lawful; or C. A transaction from which the Director, officer or committee member derived an improper personal benefit. In the event of a settlement, the right to indemnification shall not apply unless the Board of Directors approves such settlement as being in the best interest of the Association. The foregoing rights of indemnification shall be in addition to and not exclusive of all other rights to which a Director or officer may be entitled. Reference to committee in this Section 12 shall include the ARB. 12.2 Insurance. The Association is empowered to purchase directors, officers and other insurance to provide protection to persons covered by this Section 12. THESE BY-LAWS were adopted as the By-Laws of the CEDAR RIDGE COMMUNITY ASSOCIATION, INC. on the day of , 1996. CEDAR RIDGE COMMUNITY ASSOCIATION, INC. President Secreta ry C-28 CONSENT OF UNIT OWNERS ,Owner(s) of Lot in Cedar Ridge Estates, per the Plat recorded in Plat Book Page , Public Records of Palm Beach County, Florida, hereby consent(s)s to and join(s) in the Declaration of Covenants and Restrictions for Cedar Ridge P.U.D., together with all exhibits thereto. Executed this day of ,1996. WITNESSED: Sign: Print: Print: Sign: Print: Sign: Print: Print: Sign: Print: STATE OF ) )ss. ) COUNTY OF I HEREBY CERTIFY that on the _ day of , 1996, before me personally appeared I and , who are personally known to me or who has produced (if left blank, personal knowledge existed) as identification and who did (did not) take an oath and who executed the aforesaid Consent as his/her (their) free act(s) and deed(s). WITN ESS my signatu re and official seal at County of , State of , the day and year last aforesaid. , in the NOTARY PUBLIC: Sign Print State of at Large My commission expires: b:\owner.con CONSENT OF MORTGAGEE ,the owner and holder of Mortgage(s) encumbering Lots in Cedar Ridge Estates, as per that Plat recorded in Plat Book , Page , Public Records of Palm Beach County, Florida, hereby consents to and joins in the Declaration of Covenants and Restrictions for Cedar Ridge P.U.D., together with all exhibits thereto. Executed this day of I 1996. WITNESS ED: MORTGAGEE: Sign: Sign: PRESIDENT Print: Print: Sign: Print: ATTEST: Sign: Sign: SECRETARY Print: Print: Sign: Print: COUNTY OF ) )ss. . ) STATE OF I HEREBY CERTIFY that on the _ day of , 1996, before me personally appeared , as president, and as secretary of , a , who are person ally known to me or who has produced (if left blank, personal knowledge existed) as identification and who did (did not) take an oath and who executed the aforesaid Consent as their free act and deed as such duly authorized officers; and that the official seal of the entity is duly affixed and the instrument is the act and deed of the entity. WITNESS my signature and official seal at County of , State of , the day and year last aforesaid. , in the NOTARY PUBLIC: Sign Print State of at Large My commission expires: b:\mortgage.con ,1/2'3/1'3'31 21:18 407533li801 CEDAR RIDGE DEV~~ FAGE 03 In the State of Florida. and may also bring an Ictlon to recover a money judgment for the unpaid Charg.$ without waiving any lien rigtlte, and .hatf oe entitled to recover interest, late fee 8 , and aU costl of collection, including Court costs and paralegal and attorney.' fees. 5,12 Ex.mDt Prooertx. The followfng property subject to this Declaration shall be exempt.d from the assessmentst Charge$ and liens created under this Declaration: A. AU Properties to the extent of any easement or other interest therein dedicated and accepted by the local pUblic authority and devoted to public use; B. A:tr Common Area exempted from taxation by state or local governments upon the terms and to the extent of such legal e><<emption, Notwithstanding any provisIon in this Stetion 5.12, no land or Improvements devoted to Lot or dwelling use 'hall be exempt from assessments, Charges or liens, except as provided tor in Sections 5.ll,A and 5.1 1.E.' above and Section 12.5 below. 5.13 Oeveloper ProvIsions. Special provi$ions regarding the Developer and the Developer's Lots are contained in Section 12.5 belew. Section 6. ASSOCIAT\9N MAINTENANCE. AEeAIB Af\jO REPLACI;MEN1 In addition to other provisions contained elsewhere in this Declaration, the following Proper1l9$ shall be maintained, repaired and replaced by the Association at the expense of the Association, as an Item of common expense: 6.1 All Cornmon Area. Inclusive of the lake and Tract G (the water management tract) of the Subdivision Plat, which shall be maintained in keeping wl1h the Plan r.ferred to in Section' 6.10 of this Ceclaration. 6.2 The Association ahall also maintain the vegetation, landscaping and irrigation system. if any, upon areas which are not within the Properties but abut same and are owned by . utility or govemmental authority or any other person, so as to enhance the appearance of the Properties. 6.3 That pl)rtion of the sewer lines sitlJated on the PropertIes. Section 7, ASSOCiatiON AL Tif\ATION~. The Association is permitted to make site-rations to the Properties, upon the '1ote of its Board of Directors Section e, USE AND OCCUPANCY RE~TRICTIQNS. The use and occupancy of the Properties shaH be in accordance with the following provisions: l3 . LEVINE FRANK, EDGAR & TELtPMAN " Pro f e s 's ion a 1 Ass 0 cia t ion 0 ( A t tor n e Y s hy S"'YCll Lc>,nc . /J.o adrnitwllD p...:W: to ~;,,~ DC Jdfr~H flIDk Oulcs W. Edr;>~ 1I1 I'm'" S. Tdq>mJ.1l w~ PA ,j~ZL l Robe.. h. Schl(ffcr 7, April 3, 1997 , ; I I L..., ~,--">--,~ VIA FACSIMilE ONLY (561} 533-6801 Mr. David Faris Cedar Ridge Development Corporation 7000 High Ridge Road Lantana, FI 33462-5006 RE: Cedar Ridge Dear David: Enclosed please find revised pages 32 and 33 to the Declaration of Covenarlts and Restrictions for Cedar Ridge P. U.O, adding a new Section 16.10 relative to the Preservation Area Management Plan, and the last index page adding Seciton 16.10 Please at1ach the Plan as Exhibit D to the Declaration. Meanwhile, should you have any questions, please call. Very truly yours, ~o.j;:;" ..../ U () /'--'" -"-. L~.....,-........ Jay Steven Levine JSUbds Enclosure - As Stated c:\wpdOCS\C ooaridg\lBri67.1t r rf) "_ f ,,:-', { ,K '-.:: \. \. J ~/'\.' l'O-~t- ~,.,:, t'<"'-~;;L.-~,-\.J C(/~-Z-L';'''-' INTERNET: http://www.icanect.ncrl-jhf4938 PALM BEACH GARDENS: 3300 PGA Boulevard. Suite 500 Palm Beach Gardens, Florida 3341().2884 (561) 626-4700 Fax: (S61) 627-9479 VERO BEACH: 1901 25ch Screet Vera Beach, Florida J296D (561) 626-4700 Fax: (561) 627-9479 16.4 16.5 16.6 16.7 16.8 16.9 16.10 Invalidity Captions Gender; Plurality Owners' Affirmative Duty Covenant Running with the Land Duration Preservation Area Management Plan . . . ' . . . , . , . . , , . . . . . . . 31 . . . . . . ' . . . . . . . ' . . . . . . 31 , . . . . ' , . , , . ' , . . . . . . . 31 . , . . . . ' . , . . , . . , . . . . 31 , . . . . . , . , . . . , . . . . . . .32 . , . . . . . . , . . . , . . . . .32 . . . . . . . . . , . . . . . . . , .32 of any mortgagee holding a mortgage on his/her lot. The Association shall be permitted to rely on information supplied by Owners in writing. 16.8 Covenant Running with the Land, All provisions of the Governing Documents shall be perpetual and be construed to be covenants running with the real property in the Community, the Properties included, and all of the provisions of the Governing Documents shall be binding upon and enure to the benefit of the Developer and subsequent owner(s) of Properties as well as all real property in the Community, and their respective heirs, personal representatives, successors and assigns None at the provisions contained in the Governing Documents are intended to create, nor shall be construed as creating, any rights in and for the benefit of the general public. 16.9 Duration. This Declaration, as amended from time to time, shall run and bind the Properties for a period of twenty-five (25) years from the date of this Oecfaration, at which time the Declaration, as amended, shall automatically be renewed for successive periods of ten (10) years, unless and until terminated as provided in Section 14 above. 16.10 Preservation Area Manaoement Plan, The Association is oblioated ..... to follow all requirements with respect to the preserve area constituting a portion of the common area, pursuant to that Preservation Area Management Plan approved by the City of Boynton Beach, Florida, a copy of which is attached to and made a part of this Declaration as Exhibit "0". 1997. IN WITNESS WHEREOF I have set my hand and seal this _ day of CEDAR RIDGE DEVELOPMENT CORP. a Florida corporation, Witness By: SEAL Witness STATE OF FLORIDA ) ) SS: ) COUNTY OF PALM BEACH I HEREBY CERTIFY that on the day of . 1997, before me 32 personally appeared , as, ,__,~ of CEDAR RIDGE DEVELOPMENT CORP., who is personally known to me or who has produced (if left blank, personal knowledge existed) as identification and who did (did not) take an oath and who executed the aforesaid Certification at his free act and deed as such duly authorized officer; and that tlle official seal of the Company is duly afiixed and the instrument is the act and deed ot the Company, WITNESS my signature and official seal at ._,u.__' in tile County of Palm Beach, State of flOrida, the day and year last aforesaid. NOTARY PUBLIC: Sign Print State of Florida at Large My commissiorl expires' ..: '\Wf: jC-.-,:.~', :':G~B ~18:~lj(< it (t I (:-.t: S 33 . . AGREEMENT CONCERNING DRAINAGE THIS AGREEMENT (hereinafter referred to as "Agreement"), is made this 31 ~+- day of f)1~ ' 19~, by and between CEDAR RIDGE DEVELOPMENT CO PORATION, with an address of 1222 Sandpiper Lane, Lantana, Florida 33462, a Florida corporation, (hereinafter referred to as "Cedar Ridge"), its successors and assigns, and CONDOR INVESTMENTS OF PALM BEACH COUNTY, INC., a Florida corporation, with an address of 430 North "G" Street, Lake Worth, Florida 33460 (hereinafter referred to as "Condor"), and LAKE WORTH CHRISTIAN SCHOOL SOCIETY, INC., a Florida corporation not-for-profit, with an address of 7592 High Ridge Road, Boynton Beach, Florida 33425 (hereinafter referred to as "LWC"), its successors and assigns. R E C I TAL S : A. Condor owns certain properties (hereinafter referred to as the "Project"), more particularly described as: All Parcels and Lots established by the Plat of CEDAR RIDGE, a P . U . D., and HIGH RIDGE COMMERCE PARK, a P.I.D., recorded in Plat Book 46, at Page 58, of the Public Records of Palm Beach County, Florida. B. Cedar Ridge has contracted to purchase certain of the properties within the Project. C. LWC is the owner and operator of the Lake Worth Christian School and is the lessee of that certain property (herein called the "School Property") more particularly described in Exhibit "A" attached hereto and made a part hereto. In addition to its rights as a lessee of the School Property, LWC has an option to purchase the School Property. D. The School Property is located adjacent to additional property owned by LWC and adjacent to the Project. LWC intends to develop the School Property as a part of the school operated by LWC and, more particularly, LWC intends to develop the School Property as its athletic fields and such other amenities as are customary and usual to athletic fields. E. LWC, Cedar Ridge, and Condor have reached certain agreements whereby the School Property will be included in the drainage plans and drainage system for the Project so that drainage of water runoff from the School Property will be collected and transmitted through the drainage system for the Project and such water runoff and drainage from the School Property will be transported to such retention areas and other drainage structures as are approved by the South Florida Water Management District and the City of Boynton Beach, Florida, for the Project and as are constructed by Cedar Ridge and/or Condor within the Project and by LWC within the School Property. F. The drainage structures and facilities constructed by Cedar Ridge and/or Condor within the project and by LWC on the School Property will be maintained by a separate property owners association established by Cedar Ridge and/or Condor and such separate property owners association will establish a budget which includes the cost and expense of maintaining such drainage structures, and such property owners association will assess its members for their established prorata share of its annual budget. G. Cedar Ridge, Condor and LWC have reached agreement concerning the matters set forth in these Recitals and intend, by this instrument, to set forth such agreements in writing. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by both parties, Cedar Ridge, Condor and LWC hereby agree and declare that they will abide by the terms of this Agreement as set forth hereafter. 1. In designing the drainage plan and drainage system for the Project, and in seeking necessary approvals of the Project from the City of Boynton Beach, Florida, and in seeking its surface water management permit from the South Florida Water Management District, Cedar Ridge and Condor will cooperate with LWC arid its consultants and include within its drainage plan the drainage structures and facilities necessary to accommodate all drainage of the School Property.. 2. Cedar Ridge and Condor will be solely and completely responsible for the construction and installation of the necessary drainage facilities and structures within the Project; and, LWC will be solely and completely responsible for the construction and installation of the necessary drainage facilities and structures within the School Property. 3. Cedar Ridge and Condor will be responsible for creating and establishing a property owners association whose members will be owners of lots, parcels, and residences within the proj ect" Cedar Ridge and "Condor will also be responsible for establishing covenants and restrictions encumbering the project that require owners of lots, parcels, and residences to be members of the property owners association; gives the property owners association authority and responsibility to maintain the drainage facilities and structures wi thin the proj ect ; and requires each of such members of the property owners association to pay an established share of the expenses of the property owners association, including the cost of maintaining the drainage structures and facilities within the Project. 4. LWe agrees that when the property owners association is established, and when the covenants and restrictions referred to in paragraph 3 hereof are recorded in the public records of Palm Beach County, Florida, Lwe will prepare and record a covenant encumbering the School Property that provides that so long as the drainage of the School Property is in accordance with the drainage plans for the Project and so long as drainage and runoff for the School Property is transported through and into the drainage structures and facilities within the Project, LWC, its successors and assigns owning the School Property, will be a member of the property owners association, with the following limited rights and limited obligations: (i) Lwe will have the right to vote only as to any matter concerning the drainage facilities and structures within the Project; and (ii) LWC will be assessed by the property owners association a percentage of the costs and expenses budgeted by the property owners association for the maintenance, repair, and replacement of the drainage structures and facilities within the Project, which percentage will be mutually established and agreed to by LWe, Cedar Ridge, and Condor. 5. This Agreement is governed by and construed in accordance with the laws of the State of Florida. 6. All notices, both oral and written, that are required under this Agreement shall be timely supplied to: As to Cedar Ridge: Joseph F. Basile, Jr., Director Cedar Ridge Development Corp., Inc. 1222 Sandpiper Lane Lantana, FL 33462 Telephone: (407) 582-6929 Facs:lmile: (407) 582-2315 With Copies to: Dennis P. Koehler, Esquire Dennis P. Koehler, P.A. Congress Business Center 1280 North Congress Ave., St. 213 West Palm Beach, FL 33409 Telephone: (407) 684-2844 Facsimile: (407) 684-9370 As to Condor: Condor Investments of Palm Beach County, Inc. c/o James Vanderwoude 430 North "G" Street Lake Worth, FL 33460 Telephone: (407) 588-3854 Facsimile: (407) 585-5574 With Copies to: J. Richard Harris, Esquire Scott, Royce, Harris, Bryan, Barra & Jorgensen, P.A. 4400 PGA Boulevard, Suite 800 Palm Beach Gardens, FL 33410 Telephone: (407) 624-3900 Facsimile: (407) 624-3533 As to LWC: Lake Worth Christian School Society, Inc. 7592 High Ridge Road Boynton Beach, FL 33425 Telephone: (407) 586-8216 Facsimile: (407) 586-4382 With Copies to: J. Richard Harris, Esquire Scott, Royce, Harris, et ale 4400 PGA Boulevard, St. 800 Palm Beach Gdns., FL 33410 Telephone: (407) 624-3900 Facsimile: (407) 624-3533 7. This Agreement shall not be extinguished, enlarged, modified, or replaced except by written consent of both parties, and shall be binding upon any successors and assigns until so extinguished, enlarged, modified or replaced. IN WITNESS WHEREOF, Cedar Ridge, Condor and LWC have executed or caused this Agreement to be duly executed this 31 ~f" day of ;'f}o.j , 1996. CEDAR RIDGE DEVELOPMENT CORPORATION, INC. BY: (CORPORATE SEAL) CONDOR INVESTMENTS OF PALM BEACH COUNTY, INC. L- //1~'7 - -~ . .- .' /. / . I, t, if;- ~ "'l"" ""' So A.' A..v 0 elC.. c....I "J)..,r v/c. <::" P~e-S"J"A-- r (CORPORATE SEAL) LAKE WORTH CHRISTIAN SCHOOL SOCIETY, INC. BY: c9~c?~~~ Its: ~"\e~d ~ VI ( (CORPORATE SEAL) . . . . E~ lc \+ ,. P\ . " LEGAL DESCRIPTION (PARCEL 2 ) A PARCEL OF LAND BEING ALL OF LOTS 35 THRU 45. PARCEL -B-, FOREST COURT AND A PORTION OF FOREST ROAD LYING IN THE PLAT OF CEDAR RIDGE. A P.U.D. & HIGH RIDGE COMMERCE PARK. A P.I.D. AS RECORDED IN PLAT BOOK 46. PAGES 58 THRU 61. PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA, SAID PARCEL BEING MORE PAATICULARL Y i.)ESCR1BED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF SAID PARCEL -8-, SAID POtNT BEING A POINT ON THE NORTH LINE OF SAID PLAT OF CEDAR RIDGE. A P.U.D. & HIGH RIDGE COMMERCE PARK, A P.I.D.; THENCE NORTH 88045'58- EAST ALONG THE NORTH LINE OF SAID PlAT, A DISTANCE OF 39.82 FEET TO A POtNT ON 1liE EAST BOUNDARY LINE OF SAID PlAT AND THE WEST LINE OF THE SEABOAAO AJR LINE RAILROAD; THENCE SOUTH 01Q12'26- EAST AlONG SAlD EAST BOUNDARY UNE AND WEST RIGHT-oF-WAY UNE, A DISTANCE OF 1~.26 FEET TO THE SOUTHEAST CORNER OF SAlO LOT 46; THENCE NORTH 57'"43"16"'" WEST AlONG THE SOUTHERLY UNE OF SAID LOT 45, A DISTANCE OF 261.30 FEETlO A PQtNT ON THE SOUTHERLY RIGHT-OF-WAY UNE OF FOREST ROAD AS SHOWN ON SAID PLAT OF CEDAR RIDGE. A P.U.O. & HIGH RIDGE COMMERCE PARK. A P.I.D. SAJD POfNT BEING A POINT ON A CURVE CONCAVE NOATHWESTERl Y, HAVING A RADIUS OF 85.00 FEET, A CENTRAl ANGLE OF 57"43'1 a- AND A CHORD BEARING OF SOUTH 61000'22- WEST; THENCE WESTERlY ALONG THe ARC OF SAID CURVE. A DISTANCE OF 85.63 FEET TO A POINT OF TANGENCY; THENCE SOUTH 90000'00- WEST ALONG SAID SOUTHERLY RIGHT-oF-WAY lINE. A DISTANCE OF 91.70 FEET: THENCE NORTH oooocrocr EAST. It. 0tST ANCE OF 80.00 FEET; THENCE NORTH 90"00'00 WEST. A DISTANCE OF 13.27 FEET TO TFtE SOUTHWEST CORNEA OF SAID LOT 35; THENCE NORTH 00000'00 EAST AlONG THE WEST LINE OF SAID LOTS 35 THAU 38, A OtSTANCE OF 450.12 FEET TO THE NORTHWEST CORNER OF SAID L'(TS 38 AND 39; THENCE NORTH 88n45~ 4- EAST ALONG THE NORTH LINE OF SAID LOTS 39 AND 40. A DtSTANCE OF 315,13 FEET TO THE SOUTHWEST CORNER OF SAlD PARCEL. -S-; THENCE NORTH fJO'IOS~ EAST ALONG THE WESTERlY UNE OF SAID PARCEL -S-, A OtSTANCE OF 1318.05 FEET TO THE AFOREOESCRtBEO POINT OF BEGINNING. CONTAINING 6.376 ACRES MORE OR LESS. SURVEYOR'S NOTES 1. NO SEARCH OF THE PUBLIC RECORDS WAS MADE BY THIS OFFICE.