BeechwoodUPON RECORDING RETURN TO:
David N. Dorough, Jr.
DOROUGH & DOROUGH, LLC
Attorneys at Law
One Decatur TownCenter, Suite 240
150 E. Ponce de Leon Avenue
Decatur, Georgia 30030
(404) 687-9977
FILED & REOORDED
FAYETTE COUNTL
'99 ~UC 5 P~ 1 03
W.A. BALLARD, CLERK
BOOK ]. ~: ]. 5 PAGE
DECLARATION OF PROTECTIVE COVENANTS, CONDITIONS,
RESTRICTIONS AND EASEMENTS
FOR
BEECHWOOD
THIS INSTRUMENT ESTABLISHES A MANDATORY MEMBERSHIP HOMEOWNERS
ASSOCIATION BUT DOES NOT SUBMIT THIS DEVELOPMENT TO THE PROVISIONS
OF THE GEORGIA PROPERTY OWNER'S ASSOCIATION ACT, O.C.G.A. § 44-3-220 ET
$~Q.
DECLARATION OF PROTECTIVE COVENANTS, CONDITIONS,
RESTRICTIONS AND EASEMENTS
BEECHWOOD
-TABLE OFCONTENTS-
Page Number
ARTICLE 1 DEFINITIONS ..................................................................................................................................... 2
1.1 "ARTICLES OF INCORPORATION". .................................................................................................................... 2
1.2 "ASSOCIATION". .............................................................................................................................................. 2
1.3 "BOARD OF DIRECTORS" OR "BOARD". ...........................................................................................................2
1.4 "BYLAWS". ...................................................................................................................................................... 2
1.5 "COMMON PROPERTY". ................................................................................................................................... 2
1.6 "COMMUNITY". ................................................................................................................................................ 2
1.7 "COMMUNITY-WIDE STANDARD .................................................................................................................... 2
1.8 "DECLARANT". ................................................................................................................................................ 2
1.9 "LOT". .............................................................................................................................................................. 2
I. J0 "MORTGAGE". ................................................................................................................................................. 3
1. I 1 "MORTGAGEE". ............................................................................................................................................... 3
1.12 "OccuPANT". .................................................................................................................................................. 3
1.13 "OWNER". ........................................................................................................................................................
I. 14 "PERSON". ....................................................................................................................................................... 3
I. 1.5 "SUPPLEMENTARY DECLARATION". ................................................................................................................ 3
I. 16 "TOTAL ASSOCIATION VOTE". ......................................................................................................................... 3
ARTICLE 2 PROPERTY SUBJECT TO THIS DECLARATION ....................................................................... 3
2.1 PROPERTY HEREBY SUBJECTED TO THIS DECLARATION ................................................................................. 3
2.2 UNILATERAL ANNEXATION BY DECLARANT ................................................................................................... 3
2.3 OTHER ANNEXATION ....................................................................................................................................... 4
ARTICLE 3 ASSOCIATION MEMBERSHIP AND VOTING RIGHTS ............................................................ 4
3.1 MEMBERSHIP ...................................................................................................................................................
3.2 VOTING ............................................................................................................................................................ 5
3.3 NOTICE OF SALE, LEASE OR ACQUISITION .......................................................................................................
ARTICLE 4 ASSESSMENTS ................................................................................................................................... 5
4.1 PURPOSE OF ASSESSMENTS .............................................................................................................................. 5
4.2 CREATION OF THE LIEN AND PERSONAL OBLIGATION FOR ASSESSMEN~ .......................................................
4.3 GENERAL ASSESSMENTS ................................................................................................................................. 6
4.4 SPECIAL ASSESSMENTS .................................................................................................................................... 6
4.5 SPECIFIC ASSESSMENTS ................................................................................................................................... 6
4.6 SUBORDINATION OF LIENS TO MORTGAGES .................................................................................................... 6
4.7 REMEDIES OF THE ASSOCIATION ...................................................................................................................... 7
4.8 DATE OF COMMENCEMENT OF ASSESSMENTS ................................................................................................. 7
ARTICLE 5 MAINTENANCE; COMMON PROPERTY .................................................................................... 8
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8
5. I ASSOCIATION'S RESPONSIBILITY .....................................................................................................................
8
5.2 OWNER'S RESPONSIBILITY ...............................................................................................................................
ARTICLE 6 ARCHITECTURAL STANDARDS ................................................................................................... 9
9
6.1 GENERAL .........................................................................................................................................................
9
6.2 GUIDELINES AND PROCEDURES .......................................................................................................................
10
6.3 LIMITATION OF LIABILITY .............................................................................................................................
10
6.4 No WAIVER ...................................................................................................................................................
10
6.5 VARiANCES ....................................................................................................................................................
10
6.6 .ENFORCEMENT .............................................................................................................................................. 1 I
6.7 ARCHITECTURAL REVIEW COMMITrEE .........................................................................................................
ARTICLE 7 USE RESTRICTIONS AND RULES ...............................................................................................11
il
7.1 RULES AND REGULATIONS .............................................................................................................................
7.3 SIGNS ...................................................................................................
7.4 VEHICLES' PARKING ........... ........................................................................................................ . ...... 13
7.5 LEASING ...................................................................................................................................
7.6 AN1MALS AND PETS .......................................................................................................................................
7.7 NUISANCE ................................................................................................................................................. I.~
7.8 UNSIOmLY OR UNKEMP~ CO~,n~ITIONS .........................................................................................................
7.9 ANTENNAE .................................................................................................................................................... 14
7.10 TREE REMOVAL .............................................................................................................................................
7.11 ~)RAINAGE ..................................................................................................................................................... 14
14
7.12 SIGHT DISTANCE AT INTERSECTIONS .............................................................................................................
7.13 GARBAGE CANS, WOODPILES, ETC ............................................................................................................... 14
14
7.14 SUBDIVISION OF LOT ..................................................................................................................................... 15
7.15 FIREARMS ......................................................................................................................................................
15
7.16 FENCES ..........................................................................................................................................................
15
7.17 UTILITY LINES ...............................................................................................................................................
15
7.18 AIR-CONDITIONING UNITS .............................................................................................................................
7.19 LIGHTING ....................................................................................................................................................... 15
7.20 ARTIFICIAL VEGETATION, EXTERIOR SCULPTURE, AND SIMILAR ITEMS ....................................................... 15
7.21 ENERGY CONSERVATION EQUIPMENT ........................................................................................................... 15
15
7.22 SWIMMING POOLS .........................................................................................................................................
15
7.23 GARDENS~ PLAY EQUIPMENT AND POOLS .....................................................................................................
15
7.24 MAILBOXES ...................................................................................................................................................
16
7.25 CLOTHESLINES ...............................................................................................................................................
16
7.26 ENTRY FEATURES ..........................................................................................................................................
ARTICLE 8 INSURANCE AND CASUALTY LOSSES ..................................................................................... 16
8.1 INSURANCE ON COMMON PROPERTY ............................................................................................................. 16
16
8.2 INDIVIDUAL INSURANCE ................................................................................................................................
8.3 DAMAGE AND DESTRUCTION -- INSURED BY ASSOCIATION .......................................................................... 17
8.4 DAMAGE AND DESTRUCTION -- INSURED BY OWNERS .................................................................................. i 7
ARTICLE 9 MORTGAGEE PROVISIONS ......................................................................................................... 17
9.1 NOTICES OF ACTION ...................................................................................................................................... 17
18
9.2 AUDIT ............................................................................................................................................................
Ig
9.3 NO PRIORiTY .................................................................................................................................................
18
9.4 VA/HUD APPROVAL .....................................................................................................................................
ARTICLE 10 EASEMENTS ................................................................................................................................... 18
10.1
EASEMENTS FOR USE AND ENJOYMENT ....................................................................................................... 18
19
10.2 EASEMENTS FOR UTILITIES ..........................................................................................................................
10.3 EASEMENT FOR EMERGENCY ENTRY ...........................................................................................................19
10.4 EASEMENT FOR MAINTENANCE ................................................................................................................... 20
10.5 EASEMENT FOR ENTRY FEATURES AND STREETSCAPES .............................................................................. 20
10.6 EASEMENT FOR DRAINAGE .......................................................................................................................... 20
10.7 EASEMENT DURING CONSTRUCTION AND SALE PERIOD .............................................................................. 20
ARTICLE 11 GENERAL PROVISIONS .............................................................................................................. 21
21
11.1 ENFORCEMENT ............................................................................................................................................
21
11.2 OCCUPANTS BOUND ....................................................................................................................................
! 1.4 ....................................................................................................................................... 22
1 i.5 ~---'-~ION OF RIGHTS OF DECLARAhrr ................................................................................................... 22
11,6 AMENDMENT ............................................................................................................................................... ~
11.7 GENDER AND GRAMMAR ....................................................................................................................
i 1.8 SEVERABILITY ................................................................................................................................. ii... 23
11.9 CAPTIONS ........................................................................
11.10 NO MERGER ................................................................................................................................. ..... ... 23
11.11 PREPARER .............................................................................................................. 23
11.12 NOTICES ...................................................................................................................................................... 24
I 1,13 PERPETUITIES .............................................................................................................................................. 24
I 1.14 INDEMNIFICATION ....................................................................................................................................... 24
11.I 5 AGREEMENTS .............................................................................................................................................. 24
11.16 VARIANCES .................................................................................................................................................. 24
11.17 LITIGATION ..................................................................................................................................................
EXHIBIT "A"
Property Description
EXHIBIT "B"
Additional Property Which May Unilaterally Be Submitted To This Declaration by Declarant
EXHIBIT "C"
Bylaws of Beechwood Homeowners Association, Inc.
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DECLARATION OF PROTECTIVE COVENANTS, CONDITIONS,
RESTRICTIONS AND EASEMENTS
FOR
BEECHWOOD
THIS DECLARATION is made on the date hereinafter set forth by HYLAND
DEVELOPERS, INC., a Georgia corporation (hereinafter sometimes called "Declarant");
_WITNESSETH
WHEREAS, Declarant is the owner of the real property described in Exhibit "A" hereof;
and
WHEREAS, Declarant desires to subject the real property described in Exhibit "A"
hereof to the provisions of this Declaration to create a residential community of single-family
housing and to provide for the subjecting of other real property to the provisions of this
Declaration;
NOW, THEREFORE, Declarant hereby declares that the real property described in
Exhibit "A" attached hereto and by this reference incorporated herein is hereby subjected to the
provisions of this Declaration and shall be held, sold, transferred, conveyed, used, occupied,
mortgaged and otherwise encumbered subject to the covenants, conditions, restrictions,
easements, assessments and liens, hereinafter set forth, which are for protecting the value and
desirability of and which shall mn with the title to, the real property hereby and hereafter made
subject hereto and shall be binding on all persons having any right, title or interest in all or any
portion of the real property now and hereafter made subject hereto, their respective heirs, legal
representatives, successors, successors-in-title and assigns and shall inure to the benefit of each
owner of all or any portion thereof.
Article 1
Definitions ~001{ I '.~ X ,~ P~[E 7 g 0
~e following words, when used in ~is Decimation or in ~y Supplement~ Declgation,
shall have the following me~ings:
1.1 "Articles of Incorporation" means the Articles of Incorporation of Beechwood
Homeowners Association, Inc., filed with the Georgia Secretary of State and incorporated herein
by this reference as may be amended from time to time.
1.2 "Association" means Beechwood Homeowners Association, Inc., a Georgia nonprofit
corporation, its successors and assigns.
1.3 "Board of Directors" or "Board" means the appointed or elected body of the
Association, vested with the authority to manage the affairs of the Association under the Georgia
Nonprofit Corporation Code, O.C.G.A. § 14-3-101 et seq.
1.4 "Bylaws" means the Bylaws of Beechwood Homeowners Association, Inc., attached
to this Declaration as Exhibit "C" and incorporated herein by this reference as may be amended
from time to time.
1.5 "Common Property" means any and all real and personal property, including, without
limitation, easements and other interests therein, and the facilities and improvements located
thereon, now or hereafter owned by the Association for the common use and enjoyment of the
Owners.
1.6 "Community" refers to that certain real property described in Exhibit "A", attached
hereto, and such additions thereto as may be made by Supplementary Declaration as provided
herein.
1.7 "Community-Wide Standard" means the standard of conduct, maintenance or other
activity generally prevailing in the Community. Such standard may be more specifically
determined by the Board of Directors of the Association. Such determination, however, must be
consistent with the Community-Wide Standard originally established by the Declarant.
1.8 "Declarant" means HYLAND DEVELOPERS, INC., a Georgia corporation and its
successors-in-title and assigns; provided that in a recorded instrument, such successor-in-title or
assignee is designated as the Declarant hereunder by then holder of all of the rights of Declarant
hereunder; and, provided, further, upon the effective date of the designation of a successor
Declarant, all rights of the former Declarant in and to such status as Declarant hereunder shall
cease, it being understood that there shall be only one holder of the rights of Declarant hereunder
at any one point in time.
1.9 "Lot" means any plot of land within the Community, whether or not improvements
are constructed thereon, which constitutes a single-family dwelling site as shown on a plat
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recorded in the land records of Fayette County, Georgia. The ownership of each Lot shall
include, and there shall pass with the title to each Lot as an appurtenance thereto, whether or not
separately described, all of the rights and interest of an Owner in the Common Property, as
herein provided, together with membership in the Association.
1.10 "Mortgage" means any and all instruments used for the purpose of encumbering real
property in the Community as security for the payment or satisfaction of an obligation, including,
without limitation, any mortgage, deed to secure debt or deed of trust.
1.11 "Mortgagee" means the holder of a Mortgage.
1.12 "Occupant" means any Person occupying all or any portion of a Lot or other
property located within the Community for any period of time, regardless of whether such Person
is a tenant of the Owner of such property.
1.13 "Owner" means the record owner, whether one or more Persons, of the fee simple
title to any Lot located within the Community, excluding, however, any Person holding such
interest merely as security for the performance or satisfaction of any obligation.
1.14 "Person" includes any individual, individual acting in a fiduciary capacity,
corporation, limited partnership, limited liability company, general partnership, joint stock
company, joint venture, association, company or other organization, recognized as a separate
legal entity under Georgia law.
1.15 "Supplementary_ Declaration" means an amendment or supplement to this
Declaration which subjects additional property to this Declaration and/or imposes additional
covenants, conditions, restrictions or easements on the land described therein.
1.16 "Total Association Vote" means the votes attributable to the entire membership of
the Association (including votes of Declarant) as of the record date for such action, whether or
not such members are present or represented at the meeting, if any, where such votes are to be
cast.
Article 2
P. mperty Subiect To This Declaration
2.1 Property Hereby Subjected To This Declaration. The real property which is, by the
recording of this Declaration, subject to the covenants, conditions, restrictions and easements
hereinafter set forth and which, by virtue of the recording of this Declaration, shall be held,
transferred, sold, conveyed, used, occupied and encumbered subject to this Declaration is the real
property described in Exhibit "A" attached hereto and by this reference made a part hereof.
2.2 Unilateral Annexation By Declarant. As the owner thereof or, if not the owner, with
the consent of the owner thereof, Declarant shall have the unilateral right, privilege, and option
from time to time at any time until five (5) years after the recording of this Declaration to subject
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BOOK
all or any portion of the real property described in Exhibit "B" attached hereto and by this
reference incorporated herein, to the provisions of this Declaration and the jurisdiction of the
Association by filing for record in Fayette County, Georgia, a Supplementary Declaration
describing the property being subjected. Declarant intends to annex hereto the property
contained in Declarant's land plan for the development as amended from time to time which
property is a portion of the property described in Exhibit "B". However, inclusion of property
on Declarant's land plan or in Exhibit "B" shall not obligate the Declarant to subject such
property to the Declaration, nor shall exclusion of property from the initial land plan bar
Declarant fi.om subjecting such property to the Declaration. Any annexation shall be effective
upon the filing for record ora Supplementary Declaration unless a later effective date is provided
therein. As long as covenants applicable to the real property previously subjected to this
Declaration are not changed and as long as rights of existing Owners are not adversely affected,
the Declarant may unilaterally amend this Declaration to reflect the different character of any
such annexed real property. If any land is not subjected to this Declaration, Declarant's reserved
rights shall not impose any obligation on Declarant to impose any covenants and restrictions
similar to those contained herein upon such additional land nor shall such rights in any manner
limit or restrict the use to which such additional land may be put by Declarant or any subsequent
owner thereof, whether such uses are consistent with the covenants and restrictions imposed
hereby or not.
2.3 Other Annexation. Upon the written consent off (a) the owner(s) thereof; (b) the
Declarant; and (c) the Owners of at least two-thirds of the Lots, the Association may annex real
property to the provisions of this Declaration and the jurisdiction of the Association by filing for
record in Fayette County, Georgia, a Supplementary Declaration describing the property being
annexed. Any such Supplementary Declaration shall be executed on behalf of the Association by
the President of the Association whose signature shall be attested by the Secretary of the
Association. The annexation shall be effective only upon the filing for record of such
Supplementary Declaration, unless a later effective date is provided therein.
Article 3
Association Membership and Voting Rights
3.1 Membership. Every Person who is the record owner of a fee or undivided fee interest
in any Lot that is subject to this Declaration shall have a membership in the Association. The
foregoing is not intended to include Persons who hold an interest merely as security for the
performance of an obligation, and the giving of a security interest shall not terminate the Owner's
membership. No Owner, whether one or more Persons, shall have more than one membership
per Lot. Membership shall be appurtenant to and may not be separated from ownership of a Lot.
The rights and privileges of membership, including the right to hold office, may be exercised by
a member or the spouse of a member, but in no event shall more than one office be held for each
Lot owned. This Section is not intended to prohibit the same individual from being both an
officer and a director of the Association. Nothing in this Section shall restrict the number of
votes cast or the number of the officers and directors appointed by the Declarant.
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3.2 Voting. Members shall be entitled to one vote for each Lot owned. When more than
one Person holds an ownership interest in a Lot, the vote for such Lot shall be exercised as those
Owners themselves determine and advise the Secretary prior to any meeting or referendum. The
vote attributable to a Lot shall be suspended in the event more than one Person seeks to exercise
it.
3.3 Notice. of Sale, Lease or Acquisition. Prior to the sale or lease of a Lot, the Owner
shall provide the Association with written notice of the name of the purchaser or lessee, as the
case may be, and such other information as the Board may reasonably require. Upon acquisition
of a Lot each new Owner shall provide the Association with written notice of the name and
mailing address of the Owner and such other information as the Board may reasonably require.
Article 4
Assessments
4.1 Purpose of Assessments. The assessments provided for herein shall be used for the
general purposes of promoting the health, safety, welfare, common benefit, and enjoyment of the
Owners of Lots, including, without limitation, the maintenance of real and personal property, all
as may be more specifically authorized from time to time by the Board of Directors.
4.2 Creation of the Lien and Personal Obligation for Assessments. Each Owner of a Lot,
by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, covenants
and agrees to pay to the Association: (a) general assessments; (b) special assessments; and (c)
specific assessments. All such assessments, together with late charges, interest (at a rate set by
the Board of Directors from time to time, but not to exceed the lesser of the maximum rate
permitted by law or ten percent (10%) per annum on the principal amount due) and costs of
collection, including, without limitation, reasonable attorney's fees actually incurred, shall, from
the time the sums become due and payable, be a charge on the land and shall be a continuing lien
in favor of the Association on the Lot against which each assessment is made. The recording of
this Declaration shall constitute record notice of the existence of the lien and no further
recordation of any claim of lien shall be required. Each such assessment, together with such late
charges, interest and costs, shall also be the personal obligation of the Person who was the Owner
of the Lot at the time the assessment fell due. Each Owner shall be personally liable for the
portion of each assessment coming due while the Owner of a Lot, and each grantee of an Owner
shall be jointly and severally liable for such portion thereof as may be due and payable at the
time of conveyance; provided, however, the liability of a grantee for the unpaid assessments of
the grantor shall not apply to any first Mortgagee taking title through foreclosure proceedings.
No Owner may waive or otherwise exempt themselves from liability for the assessments
provided for herein, including, by way of illustration, but not limitation, abandonment of the Lot.
No diminution or abatement of any assessment shall be claimed or allowed by reason of any
failure of the Association to take some action or perform some function required to be taken or
performed by the Association, the obligation to pay assessments being a separate and
independent covenant on the part of each Owner. All payments shall be applied first to costs,
then to late charges, then to interest and then to delinquent assessments.
4.3 General Assessments. It shall be the duty of the Board to prep~e a budget covering
the estimated costs of o~rating ~e Association during the coming yeg. The Bogd shall cause
the budget ~d the ~sessments to be levied ag~nst each Lot for the yem to be delivered to each
member at least thifly (30) days prior to the due date of~y general assessment. ~e budget and
the assessment shall become effective unless disapproved at a meeting by a majority of the Total
Association Vote and the Declar~t. Notwithst~ding the foregoing, however, in the event the
membership disapproves the pro.seal budget or the Bo~d fails for any re~on to dete~ine the
budget for ~y period, then ~d until such time ~ a budget shall have been dete~ined, ~
provided herein, the budget in effect shall continue. General ~sessments shall be levied eq~lly
on all simil~ly sit.ted Lots ~d shall ~ p~d in such m~er ~d on such dmes ~ may be fixed
by the Bo~d of Directors, w~ch may include, ~thout limitmion, acceleration, upon ten (10)
days' ~en notice for delinquent. Unless othe~ise provided by the Bo~d, ~e ~sessment
sh~l ~ paid in one ~ual instalment. General ~sessments include ~y s~s the Bo~d
dete~ines necess~ for the continued omemhip, operation ~d malnten~ce of ~e Co~on
Prope~y, operating expenses of the Association, payment for ~y items of be~ement ~d ~e
esmblis~ent of rescue ~nds as the Bo~d shall deem proper. General ~se~men~ may
include, without limitation, sins for prope~ t~es, insur~ce premiums, legal ~d acco~t~g
fees, m~agement fees, ch~ges for utilities, clewing ~d j~itor semites, l~dscape
mainten~ce, expenses ~d liabilities inched ~ provided herein ~d in the ~icles of
Inco~oration ~d Bylaws for indemnification of officers ~d directors ~d in co~ection with
the enforcement of rights ~d duties of the Association against Omers ~d others.
4.4 Special Assessments. The Association may levy a special assessment if approved by
two-thirds (2/3) of the Total Association Vote and the Declarant. Special assessments shall be
paid as determined by the Board. The Board may permit a special assessment to be paid in
installments extending beyond the fiscal year in which the special assessment is imposed.
4.5 Specific Assessments. The Board shall have the power to levy specific assessments
as, in its discretion, it shall deem appropriate. Failure of the Board to exercise its authority under
this Section shall not be grounds for any action against the Association and shall not constitute a
waiver of the Board's right to exercise its authority under this Section in the future with respect to
any expenses, including an expense for which the Board has not previously exercised its
authority under this Section. Fines levied pursuant to this Declaration and the costs of
maintenance performed by the Association for which the Owner is responsible shall be specific
assessments. The Board of Directors may also specifically assess Owners for Association
expenses as follows: (a) expenses of the Association which benefit less than all of the Lots may
be specifically assessed equitably among all of the Lots which are benefited according to the
benefit received; and (b) Expenses of the Association which benefit all Lots, but which do not
provide an equal benefit to all Lots, may be assessed equitably among all Lots according to the
benefit received.
4.6 Subordination of Liens to Mortgages. The lien of all assessments authorized herein
is hereby made subordinate to the lien of any first Mortgage placed on a Lot if, but only if, all
assessments and charges with respect to such Lot authorized herein having a due date on or prior
to the date of the Mortgage as filed of record have been paid. The lien hereby subordinated is
-6-
only such lien as relates to assessments and charges authorized hereunder having a due date
subsequent to the date such Mortgage is filed of record and prior to the satisfaction, cancellation
or foreclosure of such Mortgage or the sale or transfer of the Lot pursuant to any proceeding in
lieu of foreclosure or the sale or transfer of the Lot pursuant to a sale under power contained in
such Mortgage. Such subordination is merely a subordination and shall not relieve the Owner of
the Lot of the personal obligation to pay all assessments coming due during such period of
ownership; shall not relieve such Lot from the lien provided for herein (except to the extent a
subordinated lien is extinguished as a result of such subordination as against a Mortgagee or such
Mortgagee's assignee or transferee by foreclosure or by sale under power); and no sale or transfer
of such Lot to the Mortgagee or to any other Person pursuant to a decree of foreclosure, or
pursuant to any other proceeding in lieu of foreclosure or pursuant to a sale under power, shall
relieve any existing or previous Owner of such Lot of any personal obligation or relieve such Lot
or the then Owner of such Lot from liability for any assessment authorized hereunder become
due after such sale and transfer.
4.7 Remedies of the Association. Any assessments or installments thereof which are not
paid when due shall be delinquent. In addition to the lien rights, the personal obligation of the
then Owner to pay such assessments shall remain such Owner's personal obligation and shall also
pass to such Owner's successors-in-title. Such Owner shall nevertheless remain as fully
obligated as before to pay to the Association any and all mounts which such Owner was
obligated to pay immediately preceding the transfer; and such Owner and such successors-in-title
shall be jointly and severally liable with respect thereto, notwithstanding any agreement between
such Owner and such successors-in-title creating any indemnification of the Owner or any
relationship of principal and surety as between themselves. Any assessment or installment
thereof delinquent for a period of more than ten (10) days shall incur a late charge in an amount
as the Board may from time to time determine. The Association may cause a notice of
delinquency to be given to any Owner who has not paid within ten (10) days following the due
date. In the event that the assessment remains unpaid after sixty (60) days, the Association may
institute suit to collect such amounts and/or to foreclose its lien. The Association may file a
claim of lien with the Office of the Clerk of Superior Court of Fayette County, Georgia, but no
such claim of lien shall be required to establish or perfect the lien for unpaid assessments. Each
Owner, by acceptance of a deed vests in the Association the right and power to bring all actions
against such Owner personally, for the collection of such charges as a debt or to foreclose the
lien. The lien provided for in this Declaration shall be in favor of the Association and shall be
for the benefit of all Owners. The Association shall have the power to bid on the Lot at any
foreclosure sale and to acquire, hold, lease, mortgage and convey the same. The Association
may also suspend the membership rights of the delinquent Owner, including the right to vote, the
right of enjoyment in and to the Common Property and the right to receive and enjoy such
servicing and other benefits as may then be provided by the Association. Any such suspension
shall not affect such members obligation to pay assessments coming due during the period of
such suspension and shall not effect the permanent lien on such Lot in favor of the Association.
4.8 Date of Commencement of Assessments. Assessments shall commence when the
Board of Directors first determines a budget and levies assessments. The assessments provided
for herein shall commence as to a Lot on the first to occur of the date that the Lot is first
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occupied for residential purposes. A Lot shall be occupied for residential purposes when it has
been improved with a dwelling and has been conveyed to an owner who intends to occupy the
dwelling as a residence, or, if the dwelling is occupied as a residence before such conveyance,
the date of such occupancy.
Article 5
Maintenance; Common Property
5.1 Association's Responsibility. The Association shall maintain and keep in good repair
the Common Property. This maintenance shall include, without limitation, maintenance, repair
and replacement of all landscaping and improvements situated on the Common Property. The
Association shall also maintain (whether or not constituting Common Property): (a) all
Community entry features; and (b) all storm water detention/retention ponds and storm water
drainage facilities serving the Community, if and to the extent such facilities are not maintained
by the City of Peachtree City. In the event that the Association determines that the need for
maintenance, repair, or replacement, which is the responsibility of the Association hereunder, is
caused through the willful or negligent act of an Owner, or the Occupants, family, guests, lessees
or invitees of an Owner, then the Association may perform such maintenance, repair or
replacement and all costs thereof, not paid for by insurance, shall be assessed against the Owner
as a specific assessment. All maintenance by the Association shall be performed consistent with
the Community-Wide Standard.
5.2 Owner's Responsibility. Except for maintenance performed on a Lot by the
Association pursuant to Section 5.1, if any, all maintenance of the Lot and all structures,
landscaping, and other improvements thereon shall be the sole responsibility of the Owner
thereof, who shall maintain such Lot in a manner consistent with the Community-Wide Standard
and this Declaration. Such maintenance obligation shall include, without limitation, the
following: prompt removal of all litter, trash, refuse, and waste; lawn mowing on a regular basis;
tree and shrub pruning; watering landscaped areas; keeping improvements, and exterior lighting
in good repair and working order; keeping lawn and garden areas alive, free of weeds, and
attractive; keeping driveways in good repair; complying with all governmental health and police
requirements; and repair of exterior damages to improvements. In the event that the Board of
Directors determines that any Owner has failed or refused to discharge properly any of such
Owner's obligations with regard to the maintenance, repair or replacement of items for which
such Owner is responsible hereunder, the Association shall, except in an emergency situation,
give the Owner written notice of the Association's intent to provide such necessary maintenance,
repair or replacement at the Owner's sole cost and expense. The notice shall set forth with
reasonable particularity the maintenance, repair or replacement deemed necessary. The Owner
shall have ten days after receipt of such notice within which to complete such maintenance,
repair or replacement, or, in the event that such maintenance, repair or replacement is not capable
of completion within a ten-day period, to commence such work which shall be completed within
a reasonable time. If any Owner does not comply with the provisions hereof, the Association
may provide any such maintenance, repair or replacement and all costs thereof shall be assessed
against the Owner and the Lot as a specific assessment.
-8-
Article 6
Architectural Standards
6.1 General. No exterior construction, alteration or addition of any improvements of any
nature whatsoever (including, without limitation, staking, clearing, excavation, grading, filling,
construction of impervious surface, building, exterior alteration of existing improvements,
change in the exterior color of any existing improvement and planting and removal of
landscaping materials), shall be commenced or placed upon any part of the Community unless
installed by the Declarant, approved in accordance with this Article, or otherwise expressly
permitted under this Declaration. Any Owner may remodel, paint or redecorate the interior of
structures on the Lot without approval hereunder. However, modifications to the interior of
porches, patios and similar portions of a structure visible from outside the Lot shall be subject to
approval. No approval shall be required to repaint the exterior of a structure in accordance with
the originally approved color scheme or to rebuild in accordance with originally approved plans
and speciftcations. This Article shall not apply to the activities of the Declarant, affiliates of the
Declarant, nor to improvements by or on behalf of the Association. This Article may not be
amended without the written consent of the Declarant until (a) the Declarant no longer has the
right to unilaterally annex additional property to the Community; and (b) each Lot has been
improved with a dwelling for which a certificate of occupancy has been issued.
6.2 Guidelines and Procedures. Except as provided above, no exterior construction,
addition or alteration shall be made unless and until plans and specifications shall have been
submitted in writing to and approved by the Declarant. Such plans and specifications shall be of
sufficient detail to allow the Declarant to make its review and to the extent required by the
Declarant shall show the nature, kind, shape, height, materials and location of the proposed
improvement. The Declarant may adopt written design and development guidelines and
application and review procedures, which may provide for a review fee. The Declarant shall
have sole and full authority to prepare and to amend, from time to time at its sole discretion and
without notice, the architectural guidelines. The Declarant shall make the architectural
guidelines available to Owners and builders who seek to engage in construction upon all or any
portion of the Community and such Owners and builders shall conduct their operations strictly in
accordance therewith. If the Declarant fails to approve or to disapprove submitted plans and
specifications within thirty (30) days after receipt of all required plans and specifications, such
approval shall be deemed to have been given. As a condition of approval under this Article, each
Owner, on behalf of such Owner and such Owner's successors-in-interest, shall assume all
responsibilities for maintenance, repair, replacement and insurance to and on any improvement,
change, modification, addition or alteration. In the discretion of the Declarant, an Owner may be
required to verify such condition of approval by a recordable written instrument acknowledged
by such Owner on behalf of such Owner and such Owner's successors-in-interest. The Declarant
shall be the sole arbiter of such plans and may withhold approval for any reason, including,
without limitation, purely aesthetic considerations, and it shall be entitled to stop any
construction in violation of these restrictions. The Declarant and its representatives shall have
the right, during reasonable hours and after reasonable notice, to enter upon any property in the
Community to inspect for the purpose of ascertaining whether or not these restrictive covenants
have been or are being complied with. Such Persons shall not be deemed guilty of trespass by
-9- BOOK
reason of such entry. If construction does not commence on a project for which plans have been
approved within 12 months of such approval, such approval shall be deemed withdrawn, and it
shall be necessary for the Owner to resubmit the plans to the Declarant for reconsideration.
6.3 Limitation of Liability. Plans and specifications are not approved for engineering or
structural design or quality of materials and by approving such plans and specifications the
Declarant assumes no liability or responsibility therefor or for any defect in any structure
constructed from such plans and specifications. Neither Declarant, the Association, nor the
officers, directors, members, employees and agents of any of them shall be liable in damages to
anyone submitting plans and specifications to any of them for approval or to any Owner of
property affected by these restrictions by reason of mistake in judgment, negligence or
nonfeasance arising out of or in connection with the approval or disapproval or failure to approve
or disapprove any such plans or specifications. Every Person who submits plans and
specifications and every Owner agrees that such Person or Owner will not bring any action or
suit against Declarant, the Association or the officers, directors, members, employees and agents
of any of them to recover any damages and hereby releases, remises, quitclaims and covenants
not to sue for all claims, demands and causes of action arising out of or in connection with any
judgment, negligence or nonfeasance and hereby waives the provisions of any law which
provides that a general release does not extend to claims, demands and causes of action not
known at the time the release is given.
6.4 No Waiver. The approval of the Declarant of any proposals or plans and
specifications or drawings for any work done or proposed, or in connection with any other matter
requiting approval or consent of the Declarant, shall not be deemed to constitute a waiver of any
tight to withhold approval or consent as to any similar proposals, plans and specifications or
drawings or matters whatever subsequently or additionally submitted for approval or consent.
6.5 Variances. Notwithstanding anything to the contrary contained herein, the Declarant
shall be authorized to grant individual variances from any of the provisions of this Declaration
and the architectural guidelines if it determines that waiver of application or enforcement of the
provision in a particular case is dictated by unique circumstances, such as, but not limited to,
topography, natural obstructions, hardship, aesthetic considerations or environmental
considerations and would not be inconsistent with the overall scheme of development for the
Community. No variance shall (a) be effective unless in writing, (b) be inconsistent with the
overall scheme of development for the Community, or (c) prevent the Declarant from denying a
variance in other similar circumstances. For purposes of this provision, the inability to obtain
approval of any governmental agency or the issuance of any permit, or the terms of any financing
shall not be considered a hardship warranting-a variance.
6.6 Enforcement. Any structure or improvement placed or made in violation of this
Article shall be deemed to be nonconforming. Upon written request from the Declarant, Owners
shall, at their own cost and expense, remove such nonconforming structure or improvement and
restore the land to substantially the same condition as existed prior to the nonconforming work.
Should an Owner fail to remove and restore as required, the Declarant and its agents shall have
the right to enter the property, remove the nonconforming structure or improvement, and restore
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the property to substantially the same condition as previously existed. All costs, including,
without limitation, attorney's fees, may be assessed against the Lot as a specific assessment. Any
contractor, subcontractor, agent, employee or other invitee of an Owner who fails to comply with
the terms and provisions of this Article and the architectural guidelines may be excluded by the
Declarant from the Community, subject to any applicable notice and hearing procedures
contained in the Bylaws. In such event, neither the Declarant, the Association or the officers,
directors, members, employees and agents of any of them shall be held liable to any Person for
exercising the fights granted by this paragraph. In addition to any other remedies available to the
Declarant, in the event of noncompliance with this Article, the Declarant may record in the
appropriate land records a notice of violation hereunder naming the violating Owner. In addition
to the foregoing, the Declarant shall have the authority and standing to pursue any and all
remedies available at law and equity to enforce the provisions of this Article.
6.7 Architectural Review Committee. Until (a) the Declarant no longer has the right to
unilaterally annex additional property to the Community; and (b) each Lot has been improved
with a dwelling for which a certificate of occupancy has been issued, the Declarant shall have the
sole right, power and authority under this Article. There shall be no surrender of this right except
in a written instrument in recordable form executed by Declarant and recorded in the land records
of the Clerk of the Superior Court of Fayette County, Georgia. Upon expiration or earlier
surrender in writing of all or a portion of such right and authority, the Board of Directors shall
act as the Architectural Review Committee of the Association, which shall then have such
jurisdiction over architectural control under this Article as may have been relinquished by the
Declarant. The Declarant may in its sole discretion relinquish architectural control as to certain
types of improvements or modifications to the Board while retaining control over all other
building and construction in the Community. For example and without limitation, the Declarant
may relinquish control over modifications of existing structures to the Board of Directors while
retaining all authority to review and approve new home construction. Any right, power or
authority of the Declarant which may be relinquished to the Association prior to the termination
of the rights of Declarant hereunder shall be by written recorded instrument only and no such
right, power or authority shall be relinquished by implication or otherwise. The establishment of
an advisory Architectural Review Committee shall not be deemed to be a relinquishment by
Declarant of any of its right, power and authority hereunder. After the termination of all rights of
Declarant hereunder, the Board of Directors shall have all right, power and authority to review
and approve building and construction activity within the Community hereunder and this Article
shall then be read and interpreted as if any reference to the Declarant in this Article 6 were a
reference to the Board of Directors.
Article 7
Use Restrictions and Rules
7.1 Rules and Regulations. The Board of Directors may, from time to time, with the
consent of Declarant and without a vote of the members, promulgate, modify or delete rules and
regulations applicable to the Community. Such rules and regulations shall be distributed to all
Owners prior to the date that they are to become effective and shall thereafter be binding upon all
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Owners and Occupants until and unless overruled, canceled or modified by a majority of the
Total Association Vote and the consent of Declarant.
7.2 Residential Use. Each Lot shall be used for residential purposes exclusively.
Leasing of a Lot for residential occupancy shall not be considered a business or business activity.
No trade or business of any kind may be conducted in or from a Lot, except that the Owner or
Occupant in residence at the Lot may conduct business activities within the house so long as the
business activity: (a) does not otherwise violate the provisions of the Declaration or Bylaws; (b)
is not apparent or detectable by sight, sound or smell from the exterior of the Lot; (c) does not
unduly increase traffic flow or parking congestion; (d) conforms to all zoning requirements for
the Community; (e) does not increase the insurance premium paid by the Association or
otherwise negatively affect the ability of the Association to obtain insurance coverage; (f) is
consistent with the residential character of the Community; (g) does not constitute a nuisance or
a hazardous or offensive use; and (h) does not threaten the security or safety of other residents of
the Community, all as may be determined in each case in the sole discretion of the Board of
Directors. The Board may issue rules regarding permitted business activities. The terms
"business" and "trade" as used in this provision, shall be construed to have their ordinary,
generally accepted meanings and shall include, without limitation, any occupation, work or
activity undertaken on an ongoing basis which involves the provision of goods or services to
Persons other than the provider's family and for which the provider receives a fee, compensation,
or other form of consideration, regardless of whether: (x) the activity is engaged in full or part-
time; (y) the activity is intended to or does generate a profit; or (z) a license is required for the
activity.
7.3 Signs. No sign of any kind shall be erected within the Community without the prior
written consent of the Declarant or, after the termination of the rights of Declarant hereunder, the
Architectural Review Committee. Notwithstanding the foregoing, the Board and the Declarant
shall have the right to erect reasonable and appropriate signs. For-sale signs and security signs
consistent with the Community-Wide Standard and any signs required by legal proceedings may
be erected upon any Lot. The provisions of this Section shall not apply to any Mortgagee in
possession due to foreclosure of a first Mortgage or as grantee pursuant to any deed in lieu of
such foreclosure.
7.4 Vehicles; Parking. Vehicles shall be parked only in appropriate parking spaces
serving the Lot or other designated areas, if any. No on-street parking, other than in connection
with special events as approved by the Board of Directors, shall be permitted within the
Community. All parking shall be subject to such rules and regulations as the Board may adopt.
The term "vehicles," as used herein, shall include, without limitation, motor homes, boats,
trailers, motorcycles, minibikes, scooters, go-carts, golf carts, trucks, campers, buses, vans and
automobiles. The term "parking areas" shall refer to the number of garage parking spaces and
the spaces located in the driveway of each Lot. All homes shall contain a garage; carports shall
not be permitted. Garage doors should be kept closed at all times, except during times of ingress
and egress from the garage. No vehicle may be left upon any portion of the Community, except
in a garage or other area designated by the Board, for a period longer than five days if it is not
licensed or if it is in a condition such that it is incapable of being operated upon the public
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highways. After such five-day period, such vehicle may be removed from the Community by the
Board of Directors. Any towed vehicle, boat, personal water craft, recreational vehicle, motor
home, trailer, motorcycle, minibike, scooter, go-cart, golf cart, commercial truck, camper, bus or
mobile home regularly stored in the Community or temporarily kept in the Community, except if
kept in a garage or other area designated by the Board, for periods longer than 24 hours may be
removed from the Community by the Board of Directors. Trucks with mounted campers which
are used as a primary means of transportation shall not be considered recreational vehicles
provided they are used on a regular basis for transportation and the camper is stored out of public
view upon removal.
7.5 Leasing. Lots may be leased for residential purposes. Unless otherwise provided by
the Board of Directors, all leases shall have a minimum term of at least six months. All leases
shall require, without limitation, that the Occupants acknowledge receipt of a copy of the
Declaration, Bylaws, use restrictions and rules and regulations of the Association. The lease
shall also obligate the Occupants to comply with the foregoing.
7.6 Animals and Pets. No animals, livestock or poultry of any kind may be raised, bred,
kept or permitted on any Lot, with the exception of dogs, cats or other usual and common
household pets in reasonable number as deten,dned by the Board. No pets shall be kept, bred or
maintained for any commercial purpose. No exterior pens for household pets shall be erected or
maintained on any Lot unless approved in accordance with the provisions of Article 6 hereof.
7.7 Nuisance. It shall be the responsibility of each Owner and Occupant to prevent the
development of any unclean, unhealthy, unsightly or unkempt condition on a Lot. No property
within the Community shall be used, in whole or in part, for the storage of any property or thing
that will cause such Lot to appear to be in an tmclean or untidy condition or that will be
obnoxious to the eye; nor shall any substance, thing or material be kept that will emit foul or
obnoxious odors or that will cause any noise or other condition that will or might disturb the
peace, quiet, safety, comfort or serenity of the occupants of surrounding property. No noxious or
offensive activity shall be carried on within the Community, nor shall anything be done tending
to cause embarrassment, discomfort, annoyance .or nuisance to any Person using any property
within the Community. No plants, animals, device or thing of any sort shall be maintained in the
Community whose activities or existence is in any way noxious, dangerous, unsightly,
unpleasant or of a nature as may diminish or destroy the enjoyment of the Community by other
Ownem and Occupants. Without limiting the generality of the foregoing, no speaker, horn,
whistle, siren, bell, amplifier or other sound device, except such devices as may be used
exclusively for security purposes, shall be located, installed or maintained upon the exterior of
any Lot.
7.8 Unsightly or Unkempt Conditions. The pursuit of hobbies or other activities,
including specifically, without limiting the generality of the foregoing, the assembly and
disassembly of motor vehicles and other mechanical devices, which might tend to cause
disorderly, unsightly or unkempt conditions, shall not be pursued or undertaken in any part of the
Community.
7.9 Antennae. No exterior antenna, receiving dish or similar apparatus of any kind for
receiving or transmitting of radio or video signals shall be placed, allowed or maintained upon
any portion of the Community, including any Lot, unless approved in accordance with the
provisions of Article 6 hereof; provided, however, no such approval shall be necessary to install:
(a) antennas designed to receive direct broadcast satellite services, including direct-to-home
satellite services, that are one meter or less in diameter; (b) antennas designed to receive video
programming services via multi-point distribution services that are one meter or less in diameter
or diagonal measurement; or (c) antennas that are designed and intended to receive television
broadcast signals.
7.10 Tree Removal. No trees that are more than four inches in diameter at a point 12
inches above the ground and no ornamental or flowering trees, including, but not limited to,
dogwood trees, cottonwood trees, cherry trees or apple trees, regardless of diameter, shall be
removed without the prior written consent of the approving authority under Article 6 hereof.
Owners shall also comply with any local ordinance applicable to tree removal. In the event of a
conflict between the provisions of this Section and any local ordinance, the more restrictive
provision shall govern. This provision shall not apply to the removal of trees by the Declarant.
7.11 Drainage. Catch basins and drainage easement areas are for the purpose of
controlling the natural flow of water only. No obstructions or debris shall be placed in these
areas. No Owner may obstruct or alter the drainage flows after location and installation of catch
basins, drainage swales, storm sewers or storm drains without approval in accordance with the
provisions of Article 6 hereof.
7.12 Sight Distance at Intersections. All property located at street intersections shall be
landscaped so as to permit safe sight across the street comers. No fence, wall, hedge, shrub or
other planting or thing shall be placed or permitted to remain where, in the opinion of the Board,
it would create an unsafe condition.
7.13 Garbage Cans, Woodpiles, Etc. All garbage cans, woodpiles, swimming pool
pumps, filters and related equipment, and other similar items shall be located or screened so as to
be concealed from view from neighboring streets and property. All rubbish, trash and garbage
shall be regularly removed and shall not be allowed to accumulate. Trash, garbage, debris or
other waste matter of any kind may not be burned within the Community.
7.14 Subdivision of Lot. No Lot shall be subdivided or its boundary lines changed
except with the prior written approval in accordance with the provisions of Article 6 hereof.
Declarant, however, hereby expressly reserves the right to subdivide and/or revise and re-record
the subdivision plat of any Lot(s) with the consent of the Owner of the effected Lot(s) and to
approve the revision and re-recording of any plat of any Lot(s) owned by any builder or
developer, including, but not limited to, changing any Lot to Common Property or creating a
public or private street over any Lot or property that was formerly a Lot, without the consent of
any Person, other than the Owner(s) of such Lot(s).
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7.15 Firearms. The use of firearms in the Community is prohibited. The term "firearms"
includes, without limitation, B-B guns and pellet guns.
7.16 Fences. Except as herein provided, no fence or fencing type barrier of any kind
shall be placed, erected, allowed or maintained upon any Lot without prior written approval in
accordance with the provisions of Article 6 hereofi Guidelines detailing acceptable fence styles
or specifications may be issued pursuant to Article 6, but in no event may a chain link or barbed
wire fence be approved; provided, however, the Declarant and the Association may erect any
type of fence on the Common Property or elsewhere within the Community as they may deem
appropriate or as necessary to satisfy the requirements of any law, regulation or governmental
entity or for health and safety of Owners and Occupants.
7.17 Utility Lines. Except as may be permitted under and pursuant to Article 6 hereof,
no overhead utility lines, including lines for cable television, shall be installed within the
Community.
7.18 Air-Conditioning Units. No window air conditioning units may be installed.
7.19 Lighting. Exterior lighting on any Lot visible from the street shall not be pe~nitted,
except for: (a) approved lighting as originally installed on a Lot; (b) one decorative post light; (c)
street lights in conformity with an established street lighting program for the Community; (d)
seasonal decorative lights; (e) front house illumination of model homes; or (f) other lighting
approved under and pursuant to Article 6 hereof.
7.20 Artificial Vegetation, Exterior Sculpture, and Similar Items. No artificial
vegetation shall be permitted on the exterior of any property. Exterior sculpture, fountains, flags
and similar items must be approved under and pursuant to Article 6 hereof.
7.21 Energy Conservation Equipment. No solar energy collector panels or attendant
hardware or other energy conservation equipment shall be constructed or installed unless as an
integral and harmonious part of the architectural design of a structure, as determined in the sole
discretion of the Declarant or the Architectural Review Committee as the case may be in
accordance with the provisions of Article 6 hereof.
7.22 Swimming Pools. No swimming pool shall be constructed, erected or maintained
upon any Lot without prior written approval in accordance with the provisions of Article 6 hereof
and in no event shall any above-ground swimming pool be permitted.
7.23 Gardens, Play Equipment and Pools. No vegetable garden, hammock, statuary, play
equipment (including, without limitation, basketball goals) or pool to be erected on any Lot may
be located other than between the rear dwelling line and the rear lot line, without the prior written
approval in accordance with the provisions of Article 6 hereof.
7.24 Mailboxes. All mailboxes serving Lots shall be approved in accordance with the
provisions of Article 6 hereof. Identical replacement mailboxes may be installed without further
BOOK i l :P O[ 733
approval; but no modification to or change in mailboxes may be made unless approved in
accordance with the provisions of Article 6 hereof.
7.25 Clotheslines. No exterior clotheslines of any type shall be permitted upon any Lot.
7.26 Entry Features. Owners shall not alter, remove or add improvements to any entry
features constructed by the Declarant on any Lot, or any part of any easement area associated
therewith without prior approval in accordance with the provisions of Article 6 hereof.
Article 8
Insurance and Casualty Losses
8.1 Insurance on Common Property. The Association shall obtain the insurance
coverage necessary to satisfy the requirements of the Federal Home Loan Mortgage Corporation,
the Federal National Mortgage Association, the U.S. Department of Veterans Affairs, and the
U.S. Department of Housing and Urban Development, as applicable to the Community.
Accordingly, the Board of Directors shall obtain casualty insurance for all insurable
improvements, whether or not located on the Common Property, which the Association is
obligated to maintain. This insurance shall provide, at a minimum, fire and extended coverage
and shall be in an amount sufficient to cover the full replacement cost of any repair or
reconstruction in the event of damage or destruction from any such hazard. The Board of
Directors shall obtain a public liability policy applicable to the Common Property covering the
Association and its members for all damage or injury caused by the negligence of the
Association or any of its members or agents, and, if reasonably available, directors' and officers'
liability insurance. The public liability policy shall have a combined single limit of at least One
Million ($1,000,000.00) Dollars. Policies may contain a reasonable deductible as determined by
the Board of Directors. In addition to the other insurance required by this Section, the Board of
Directors shall obtain worker's compensation insurance, if and to the extent necessary to satisfy
the requirements of applicable laws, and a fidelity bond or bonds on directors, officers,
employees and other persons handling or responsible for the Association's funds, if reasonably
available. If obtained, the amount of fidelity coverage shall at least equal three months' total
assessments plus reserves on hand. Fidelity coverage shall contain a waiver of all defenses based
upon the exclusion of persons serving without compensation. All such insurance coverage shall
be written in the name of the Association.
8.2 Individual Insurance. By virtue of taking title to a Lot subject to the teims of this
Declaration, each Owner acknowledges that the Association has no obligation to provide any
insurance for any portion of individual Lots and each Owner covenants and agrees with all other
Owners and with the Association that each Owner shall carry all-risk casualty insurance on the
Lot and all structures constructed thereon and a liability policy covering damage or injury
occurring on a Lot. The casualty insurance shall cover loss or damage by fire and other hazards
commonly insured under an all-risk policy, if reasonably available and shall be in an amount
sufficient to cover the full replacement cost of any repair or reconstruction in the event of
damage or destruction from any such hazard. The policies required hereunder shall be in effect
at all times.
-16-
8.3 Damage and Destruction -- Insured by Association. Immediately after damage or
destruction by fire or other casualty to any portion of any improvement covered by insurance
written in the name of the Association, the Board of Directors or its duly authorized agent shall
proceed with the filing and adjustment of all claims arising under such insurance and obtain
reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed
property. Repair or reconstruction, as used in this Section, means repairing or restoring the
property to substantially the same condition and location that existed prior to the fire or other
casualty, allowing for any changes or improvements necessitated by changes in applicable
building codes. Any damage or destruction to property covered by insurance written in the name
of the Association shall be repaired or reconstructed unless, within 60 days after the casualty, a
proposal not to repair or reconstruct such property is approved by at least 75% of the Total
Association Vote and the Declarant. If for any reason either the amount of the insurance
proceeds to be paid as a result of such damage or destruction, or reliable and detailed estimates of
the cost of repair or reconstruction, or both, are not made available to the Association within such
period, then the period shall be extended until such information shall be made available;
provided, however, such extension shall not exceed 60 days. If the damage or destruction for
which the insurance proceeds are paid is to be repaired or reconstructed and such proceeds are
not sufficient to defray the cost thereof, the Board of Directors shall, without the necessity of a
vote of the members of the Association, levy a special assessment against the Owner of each Lot.
Additional assessments may be made in like manner, as necessary, at any time during or
following the completion of any repair or reconstruction. If the funds available from insurance
exceed the costs of repair or reconstruction or if the improvements are not repaired or
reconstructed, such excess shall be deposited to the benefit of the Association. In the event that
it should be determined by the Association in the manner described above that the damage or
destruction shall not be repaired or reconstructed and no alternative improvements are
authorized, the property shall thereafter be maintained by the Association in a neat and attractive
condition,
8.4 Damage and Destruction -- Insured by Owners. The damage or destruction by fire or
other casualty to all or any portion of any improvement on a Lot shall be repaired by the Owner
thereof within 75 days after such damage or destruction or, where repairs cannot be completed
within 75 days, they shall be commenced within such period and shall be completed within a
reasonable time thereafter. Alternatively, the Owner may elect to demolish all improvements on
the Lot and remove all debris therefrom within 75 days after such damage or destruction.
Article 9
Mortgagee Provisions
9.1 Notices of Action. An institutional holder, insurer, or guarantor of a first Mortgage,
who provides a written request to the Association (such request to state the name and address of
such holder, insurer, or guarantor and the Lot number, therefore becoming an "eligible holder"),
will be entitled to timely written notice of: (a) any condemnation loss or any casualty loss which
affects a material portion of the Community or which affects any Lot on which there is a first
Mortgage held, insured, or guaranteed by such eligible holder; (b) any delinquency in the
-17- ~100~{ 1.41.5P~[ 735
payment of assessments or charges owed by an Owner of a Lot subject to the Mortgage of such
eligible holder, where such delinquency has continued for a period of sixty (60) days; provided,
however, notwithstanding this provision, any holder of a first Mortgage, upon request, is entitled
to written notice from the Association of any default in the performance by the Owner of the
encumbered Lot of any obligation under the Declaration or Bylaws of the Association which is
not cured within sixty (60) days; and (c) any lapse, cancellation, or material modification of any
insurance policy maintained by the Association.
9.2 Audit. Upon written request of any institutional holder of a first Mortgage and upon
payment of all necessary costs, such holder shall be entitled to receive a copy of audited financial
statements of the Association within 90 days of the date of the request.
9.3 No Priority. No provision of this Declaration or the Bylaws gives any Owner or
other party priority over any rights of a Mortgagee of any Lot in the case of distribution to such
Owner of insurance proceeds or condemnation awards for losses to or a taking of the Common
Property.
9.4 VA/HUD Approval. As long as the Declarant has the right to appoint and remove
the officers and/or directors of the Association and so long as the project is approved by the U.S.
Department of Housing and Urban Development ("HUD") for insuring or the U.S. Department of
Veterans Affairs ("VA") for guaranteeing any Mortgage in the Community the following actions
shall require the prior approval of the VA and/or HUD as applicable: annexation of additional
property to the Community, except for unilateral annexation by Declarant as provided herein;
dedication of Common Property to any public entity; merger, consolidation or dissolution of the
Association; and material amendment of the Declaration, Bylaws or Articles of Incorporation.
Article 10
Easements
10.1 Easements for Use and Enioyment. Every Owner shall have a right and easement of
ingress and egress, use and enjoyment by the Owner and the Occupants of the Owner's Lot in
and to the Common Property which shall be appurtenant to and shall pass with the title to each
Lot, subject to the following:
(a) the fight of the Association to suspend the voting rights of an Owner for any period
during which any past due assessment against any Lot of the Owner remains unpaid; and, for a
reasonable period of time for an infraction of the Declaration, Bylaws or rules and regulations;
(b) the right of the Association to borrow money for the purpose of improving the
Common Property, or any portion thereof, or for construction, repairing or improving any
facilities located or to be located thereon and, upon the affirmative vote of the Owners of at least
two-thirds of the Lots (other than Declarant) and the consent of Declarant, to give as security for
the payment of any such loan a Mortgage conveying all or any portion of the Common Property;
provided, however, the lien and encumbrance of any such Mortgage given by the Association
shall be subject and subordinate to any rights, interests, options, easements and privileges herein
-18-
reserved or established for the benefit of Declarant or any Owner or the holder of any Mortgage
encumbering any Lot or other property located within the Community (Regardless of any
contrary provision in this Declaration or in any such Mortgage given by the Association, the
exercise of any rights by the holder of such Mortgage in the event of a default thereunder shall
not cancel or terminate any rights, easements or privileges herein reserved or established for the
benefit of Declarant or any Owner or the holder of any Mortgage encumbering any Lot or other
property located within the Community.);
(c) the fight of the Association, acting through the Board of Directors and without a vote
of the members, to dedicate or grant licenses, permits, easements and rights-of-way over, under
and through the Common Property;
(d) the right of the Association to dedicate or transfer all or any portion of the Common
Property upon the approval of the Owners of at least two-thirds of the Lots (other than Declarant)
and the Declarant;
(e) all other rights of the Association, the Declarant, Owners and Occupants set forth in
this Declaration or in any deed conveying Common Property to the Association; and
(f) all encumbrances and other matters shown by the public records affecting title to the
Common Property.
10.2 Easements for Utilities. There is hereby reserved to the Declarant and granted to
the Association a blanket easement upon, across, above and under all property within the
Community for access, ingress, egress, installation, alteration, repairing, replacing, and
maintaining all utilities serving the Community or any portion thereof, including, but not limited
to, gas, water, sanitary sewer, telephone and electricity, as well as storm drainage and any other
service such as, but not limited to, a master television antenna system, cable television system, or
security system which the Declarant or the Association might decide to have installed to serve
the Community. Declarant, the Association or the designee of either, as the case may be, may
alter drainage and water flow, install, repair, replace and maintain or authorize the installation,
repairing, replacing and maintaining of such wires, conduits, cables and other equipment related
to the providing of any utility or service. Should any party furnishing any such utility or service
request a specific license or easement by separate recordable document, the Declarant or the
Board shall have the right to grant such easement.
10.3 Easement for Emergency Entry. The Association shall have the fight, but not the
obligation, to enter upon any Lot for emergency, security and safety reasons and to inspect for
the purpose of ensuring compliance with this Declaration, any Supplemental Declaration,
Bylaws, and rules, which right may be exercised by any member of the Board, the officers,
agents, employees, and managers of the Association and ali policemen, firemen, ambulance
personnel, and similar emergency personnel in the performance of their respective duties. Except
in an emergency situation, entry shall only be during reasonable hours and after notice to the
Owner. This right of entry shall include the right of the Association to enter upon any Lot to
cure any condition which may increase the possibility of a fire, slope erosion or other hazard in
-19- [~[10}{ 1415PAa[ 737
an emergency situation and in the event an Owner fails or refuses to cure the condition within a
reasonable time after requested by the Association, but shall not authorize entry into any single
family dwelling without permission of the Owner.
10.4 Easement for Maintenance. Declarant hereby grants to the Association a perpetual
easement across the exterior portions of ail Lots as may be reasonably necessary for the
maintenance required hereunder. Such maintenance shall be performed with a minimum of
interference to the quiet enjoyment to Lots, reasonable steps shall be taken to protect such
property and damage shall be repaired by the Association or its contractors at their sole expense.
10.5 Easement for Entry Features and Streetscapes. There is hereby reserved to the
Declarant and granted to the Association an easement for ingress, egress, installation,
construction landscaping and maintenance of entry features and similar streetscapes for the
Community, over and upon any portion of a Lot containing such entry features or streetscapes as
may be more fully described on the recorded subdivision plats for the community. The easement
and right herein reserved shall include the right to cut, remove and plant trees, shrubbery, flowers
and other vegetation around entry features and streetscapes and the right to grade the land under
and around the same.
10.6 Easement for Drainage. There is hereby reserved to the Declarant and granted to
the Association an easement for creating and maintaining satisfactory drainage across Lots in the
Community, over and across an area five feet wide along each side Lot line and ten feet wide
along each rear Lot line; provided however such easement area shall not include any portion of a
Lot upon which the foundation of a dwelling is located.
10.7 Easement During Construction and Sale Period. Notwithstanding any provisions
now or hereafter contained in this Declaration, the Bylaws, Articles of Incorporation, use
restrictions, roles and regulations, architectural guidelines, and amendments thereto, Declarant
reserves an easement across the Community for Declarant to maintain and carry on, upon such
portion of the Community as Declarant may reasonably deem necessary, such facilities and
activities as in the sole opinion of Declarant may be required or convenient for Declarant's
development, construction and sales activities related to property hereby and hereafter subjected
to this Declaration or nearby property being developed by Declarant, including, but not limited
to: the right of access, ingress and egress for vehicular and pedestrian traffic and construction
activities over, under, on or in the Community, including, without limitation, any Lot; the right
to tie into any portion of the Community with streets, driveways, paths, parking areas and
walkways; the right to tie into and/or otherwise connect and use (without a tap-on or any other
fee for so doing), replace, relocate, maintain and repair any device which provides utility or
similar services including, without limitation, electrical, telephone, cable television, natural gas,
water, sewer and drainage lines and facilities constructed or installed in, on, under and/or over
the Community; the right to grant easements over, under, in or on the Community, including
without limitation the Lots, for the benefit of neighboring properties for the purpose of tying into
and/or otherwise connecting and using sewer and drainage lines and facilities constructed or
installed in, on, under and/or over the Community; the right to convert Lots (with the consent of
the Owner thereof) to Common Property and/or streets; the right to construct utilities and other
-20-
improvements on Common Property; the right to carry on sales and promotional activities in the
Community; and the right to construct and operate business offices, signs, construction trailers,
model residences and sales offices. Declarant may use residences, offices or other buildings
owned or leased by Declarant as model residences and sales offices. This Section shall not be
amended without the Declarant's written consent until the Declarant's rights hereunder have
terminated as herein provided.
Article 11
General Provisions
11.1 Enforcement. Each Owner and Occupant shall comply strictly with the Bylaws,
rules and regulations and use restrictions, as amended or modified from time to time, and with
the covenants, conditions, easements and restrictions set forth in this Declaration, the recorded
subdivision plats for the Community and in the deed to such Owner's Lot, if any. The Board of
Directors may impose fines or other sanctions for violations of the foregoing, which shall be
collected as provided herein for the collection of assessments. Failure to comply with this
Declaration, the Bylaws or the rules and regulations shall be grounds for an action to recover
sums due for damages or injunctive relief or both, maintainable by the Association, the Declarant
or an aggrieved Owner. Failure by the Declarant, the Association or any Owner to enforce any
of the foregoing shall in no event be deemed a waiver of the right to do so thereafter. The
Association shall have the right to record in the appropriate land records a notice of violation of
the Declaration, Bylaws, rules and regulations, use restrictions or design guidelines and to assess
the cost of recording and removing such notice against the Lot of the Owner who is responsible
(or whose Occupants are responsible) for violating the foregoing.
11.2 Occupants Bound. All provisions of the Declaration, Bylaws, rules and regulations,
use restrictions and design guidelines which govern the conduct of Owners and which provide
for sanctions against Owners shall also apply to all Occupants and the guests and invitees of
Owners and Occupants. The .Owner shall be responsible for insuring that the Occupants, the
guests, invitees and licensees of the Owner and Occupant strictly comply with all provisions of
the Declaration, Bylaws, rules and regulations, use restrictions and design guidelines. Fines may
be levied against Owners or Occupants. Ifa fine is first levied against an Occupant and is not
timely paid, the fine may then be levied against the Owner.
11.3 Self-Help. In addition to any other remedies provided for herein, the Association,
the Declarant, the Architectural Review Committee or their respective duly authorized agents
shall have the power to enter upon any Lot or any other portion of the Community to abate or
remove any structure, thing or condition whioh violates this Declaration, the Bylaws, the rules
and regulations or the use restrictions. Unless an emergency situation exists, the violating Owner
shall be given ten days' written notice of the intent to exercise self-help. Notwithstanding the
foregoing, vehicles may be towed after giving any notice required by law. All costs of self-help,
including, without limitation, reasonable attorney's fees actually incurred, shall be assessed
against the violating Owner as a specific assessment.
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11.4 Duration. The covenants, conditions, restrictions and easements contained in this
Declaration shall run with and bind the Community, and shall inure to the benefit of and shall be
enforceable by the Association, the Declarant and any Owner, their respective legal
representatives, heirs, successors, and assigns, perpetually to the extent provided by law;
provided, however, if and to the extent that, Georgia law limits the period during which
covenants restricting land to certain uses may run, any provisions of this Declaration affected
thereby shall run with and bind the land so long as permitted by such law, after which time, any
such provision(s) shall be (a) automatically extended for successive periods of twenty (20) years
(or the maximum period allowed by applicable law, if less), unless a written instrument signed
by the then Owners of at least two-thirds (2/3) of the Lots has been recorded within the year
immediately preceding the beginning of a twenty (20) year renewal period agreeing to change
such provisions, in whole or in part, or to terminate the same, in which case this Declaration shall
be modified or terminated to the extent specified therein; or (b) extended, renewed, modified or
terminated as otherwise provided herein or by applicable law.
11.5 Termination of Rights of Declarant. The rights of Declarant to take, approve or
consent to actions under this Declaration, the Articles of Incorporation and the Bylaws shall
cease and be of no further force and effect upon the earlier of: (a) the date that the Declarant no
longer owns any property in the Community and Declarant no longer has the right to unilaterally
annex additional property to the Community as provided herein and a certificate of occupancy
has been issued for a dwelling on each Lot in the Community; or (b) the date of recording by
Declarant in the real estate records of Fayette County, Georgia, of a written instrument
terminating all of Declarant's rights hereunder.
11.6 Amendment. This Declaration may be amended unilaterally at any time and from
time to time by Declarant (a) if such amendment is necessary to bring any provision hereof into
compliance with any applicable governmental statute, rule or regulation or judicial determination
which shall be in conflict therewith; (b) if such amendment is necessary to enable any reputable
title insurance company to issue title insurance coverage with respect to the Lots subject to this
Declaration; (c) if such amendment is required by an institutional or govemmental lender or
purchaser of mortgage loans, including, without limitation, the Federal National Mortgage
Association or the Federal Home Loan Mortgage Corporation, to enable such lender or purchaser
to make or purchase Mortgage loans on the Lots subject to this Declaration; or (d) if such
amendment is necessary to enable any governmental agency or private insurance company,
including, without limitation, the U.S. Department of Housing and Urban Development and the
U.S. Department of Veterans Affairs, to insure or guarantee Mortgage loans on the Lots subject
to this Declaration; provided, however, any such amendment shall not adversely affect the title to
any Lot unless the Owner of such Lot consents thereto in writing. Further, Declarant may
unilaterally amend this Declaration for any other purpose; provided, however, any such
amendment shall not materially adversely affect the substantive rights of any Owners hereunder
nor shall it adversely affect title to any Lot without the consent of the affected Owner. The
Board of Directors, with the written consent of the Declarant, and without a vote of the members
may amend this Declaration for the sole purpose of electing to be govemed by and complying
with the provisions of the Georgia Property Owner's Association Act, O.C.G.A. § 44-3-220 et
seq. In addition to the above, this Declaration may be amended upon the affirmative vote or
-22-
any such Notice must be given or any action taken with respect thereto, shall commence to run
from the date of personal delivery or receipt on the return receipt of the Notice by the addressee
thereof. Rejection or other refusal to accept or the inability to deliver because of changed
address of which no Notice was given shall be deemed to be receipt of the Notice sent.
11.13 Perpetuities. If any of the covenants, conditions, restrictions or other provisions of
this Declaration shall be unlawful, void or voidable for violation of the rule against perpetuities,
then such provisions shall continue only until 21 years after the death of the last survivor of the
now living descendants of Elizabeth II, Queen of England.
11.14 Indemnification. To the fullest extent allowed by the Georgia Nonprofit
Corporation Code, and in accordance therewith, the Association shall indemnify every current
and former officer, director and committee member against any and all expenses, including, but
not limited to, attorney's fees, imposed upon or reasonably incurred by any officer, director or
committee member in connection with any action, suit or other proceeding (including settlement
of any suit or proceeding, if approved by the then Board of Directors) to which such officer,
director or committee member may be a party by reason of being or having been an officer,
director or committee member. The officers, directors and committee members shall not be
liable for any mistake of judgment, negligent or otherwise, except for their own individual
willful misfeasance, malfeasance, misconduct or bad faith. The officers, directors and committee
members shall have no personal liability with respect to any contract or other commitment made
by them, in good faith, on behalf of the Association and the Association shall indemnify and
forever hold each such officer, director and committee member free and harmless against any and
all liability to others on account of any such contract or commitment. Any right to
indemnification provided for herein shall not be exclusive of any other rights to which any
officer, director or committee member, or former officer, director or committee member, may be
entitled. The Association shall maintain adequate general liability and officers' and directors'
liability insurance to fund this obligation, if such coverage is reasonably available.
11.15 Agreements. Subject to the prior approval of Declarant all agreements and
determinations, including settlement agreements regarding litigation involving the Association,
lawfully authorized by the Board of Directors, shall be binding upon all Owners, their heirs, legal
representatives, successors, assigns and others having an interest in the Community or the
privilege of possession and enjoyment of any part of the Community.
11.16 Variances. Notwithstanding anything to the contrary contained herein, the Board
of Directors shall be authorized to grant individual variances from any of the provisions of this
Declaration, the Bylaws and any rule, regulation or use restriction promulgated pursuant thereto,
if it determines that waiver of application or enforcement of the provision in a particular case is
warranted and would not be inconsistent with the overall scheme of development for the
Community.
11.17 Litigation. No judicial or administrative proceeding shall be commenced or
prosecuted by the Association unless approved by at least 75% of the Total Association Vote and
the consent Declarant. This Section shall not apply to (a) actions brought by the Association to
-24-
written consent of at least two-thirds of the Owners and the consent of Declarant. Amendments
to this Declaration shall become effective upon recordation unless a later effective date is
specified therein. The consent of the Declarant to any amendment shall be evidenced by the
execution of said amendment by Declarant. The consent of the requisite number of Owners to
any amendment shall be evidenced by the execution of the amendment by said Owners, or, in the
alternative, the sworn statement of the President or any Vice President or the Secretary of the
Association attached to or incorporated in the amendment, which sworn statement states
unequivocally that the consent of the required number of Owners was obtained and that any
notices required by this Declaration, the Bylaws, the Articles of Incorporation and Georgia law
were given.
11.7 Gender and Grammar. The singular, wherever used herein, shall be construed to
mean the plural, when applicable, and the use of the masculine or feminine pronoun shall include
the neuter, masculine and feminine.
11.8 Severabilit¥. Whenever possible, each provision of this Declaration shall be
interpreted in such manner as to be effective and valid, but if the application of any provision of
this Declaration to any Person or to any property shall be prohibited or held invalid, such
prohibition or invalidity shall not affect any other provision or the application of any provision
which can be given effect without the invalid provision or application and, to this end, the
provisions of this Declaration are declared to be severable.
11.9 Captions. The captions of each Article and Section hereof, as to the contents of
each Article and Section, are inserted only for convenience and are in no way to be construed as
defining, limiting, extending or otherwise modifying or adding to the particular Article or
Section to which they refer.
11.10 No Merger. There shall be no merger of any of the covenants, conditions,
restrictions or easements created or reserved hereby with the fee estate of Declarant, by reason of
the fact that Declarant may own or hold the estate or interest both encumbered and benefited by
such covenants, conditions, restrictions or easements and no such merger shall occur unless and
until Declarant, while owning all of the estate or interests shall execute a written statement or
instrument affecting such merger and shall duly record the same.
11.11 Preparer. This Declaration was prepared by David N. Dorough, Jr., Dorough &
Dorough, LLC, Attorneys at Law, One Decatur TownCenter, Suite 240, 150 E. Ponce de Leon
Avenue, Decatur, Georgia 30030-2553.
11.12 Notices. Notices provided for in this Declaration or the Articles or Bylaws shall be
in writing, and shall be addressed to an Owner at the address of the Lot and to the Declarant or
the Association at the address of their respective registered agent in the State of Georgia. Any
Owner may designate a different address for notices to such Owner by giving written notice to
the Association. Notices addressed as above shall be mailed by United States Registered or
Certified Mail, return receipt requested, postage paid, or delivered in person, including delivery
by Federal Express or other reputable courier service. The time period in which a response to
-23- BoOK
enforce the provisions of this Declaration (including, without limitation, the foreclosure of liens),
(b) the imposition and collection of assessments as provided herein, (c) proceedings involving
challenges to ad valorem taxation, or (d) counterclaims brought by the Association in
proceedings instituted against it. This Section shall not be amended unless such amendment is
made unilaterally by the Declarant as provided herein or is approved by the percentage votes
necessary to institute proceedings as provided above.
IN WITNESS WHEREOF, the Declarant herein hereby executes this instrument under
seal, this )~.~ day of/t]lJae~)'~. ~, 1999.
DECLARANT:
By:
Signed, sealed, and delivered
in tl~ presence of:
NOTARY PUBLi~C..~
.My, E~n~_'fsldon Expires: I"~c~
~ ~[~FFIX NOTARY SEAL]
. ~I:*L ,_ ,.-
HYLAND DEVELOPERS, INC., a
Georgia corporation ,,,,,,,,, ....... .
Half, gan, l~e~dent..,: .;;), ;~-~ ~ !: ;:
EXHIBIT "A"
Property Description
All that tract or parcel of land lying and being in Land Lot 156 of the 7th District, City of
Peachtree City, Fayette County, Georgia, being Lots I through 41, as more particularly shown on
that certain Final Plat of Beechwood, prepared by Southeastern Engineers, containing the seal of
W.S. Bodkin, Georgia Registered Land Surveyor No. 2580 and recorded in Plat Book 30, pages
193-195, Fayette County, Georgia land records, as revised and re-recorded, reference to said
plats of survey and the record thereof being hereby made for a more complete description.
EXHIBIT "B"
Additional Property Which May Unilaterally
Be Submitted To This Declaration by Declarant
All that tract or parcel of land lying and being in Land Lot 156 of the 7th District,
Fayette County, Georgia.
EXHIBIT "C"
BYLAWS
OF
BEECHWOOD HOMEOWNERS ASSOCIATION, INC.
Prepared By:
David N. Dorough, Jr.,
Dorough ~ Dorough, LLC
Attorney at Law
One Decatur TownCenter, Suite 240
150 E. Ponce De Leon Avenue
Decatur, Georgia 30030-2553
(404) 687-9977
BYLAWS
OF
BEECHWOOD HOMEOWNERS ASSOCIATION, INC.
-TABLE OF CONTENTS-
Page Number
ARTICLE 1 NAME~ MEMBERSHIP~ APPLICABILITY AND DEFINITIONS ................................................ 1
1
1.1 NAME ..............................................................................................................................................................
1.2 MEMBERSHIP ................................................................................................................................................... 1
1
1.3 DEFINITIONS ....................................................................................................................................................
ARTICLE 2 ASSOCIATION: MEETINGS~ QUORUM~ VOTING~ PROXIES ................................................. 1
2.1 PLACE OF MEETINGS ....................................................................................................................................... !
2.2 A~UAL MEETINGS ......................................................................................................................................... I
2.3 SPECIAL MEETINGS ......................................................................................................................................... 1
2.4 RECORD DATE ................................................................................................................................................. 1
2.5 NOTICE OF MEETINGS ...................................................................................................................................... 2
2.6 WAIVER OF NOTICE ......................................................................................................................................... 2
2.7 ADJOURNMENT OF MEETINGS ......................................................................................................................... 2
2.8 MEMBERSHIP LIST ........................................................................................................................................... 2
2.9 VOTING ............................................................................................................................................................ 2
2.10 PROXIES ........................................................................................................................................................... 3
2.1 I QUORUM .......................................................................................................................................................... 3
2.12 ACTION WITHOUT A FORMAL MEETING ......................................................................................................... 3
2.13 ACTION BY WRITTEN BALLOT ........................................................................................................................3
ARTICLE 3 BOARD OF DIRECTORS: NUMBER~ POWERS~ MEETINGS ................................................... 4
3.1 GOVERNING BODY; COMPOSITION .................................................................................................................. 4
3.2 DIRECTORS APPOINTED BY DECLARANT ......................................................................................................... 4
3.3 NUMBER OF DIRECTORS .................................................................................................................................. 4
3.4 NOMINATION OF DIRECTORS ........................................................................................................................... 4
3.5 ELECTION AND TERM OF OFFICE ..................................................................................................................... 4
3.6 REMOVAL OF DIRECTORS ................................................................................................................................ 4
3.7 VACANCIES ...................................................................................................................................................... 5
3.8 ORGANIZATION MEETINGS .............................................................................................................................. 5
3.9 REGULAR MEETINGS ....................................................................................................................................... 5
3. l0 SPECIAL MEETINGS ......................................................................................................................................... 5
3. I 1 WAIVER OF NOTICE ........................................ .. ................................................................................................ 5
3.12 QUORUM OF BOARD OF DIRECTORS ................................................................................................................5
3.13 COMPENSATION ............................................................................................................................................... 6
3.14 ~)PEN MEETINGS .............................................................................................................................................. 6
3.15 ~XECUTIVE SESSION ........................................................................................................................................ 6
3.16 ACTION WITHOUT A FORMAL MEETING ......................................................................................................... 6
3.17 TELEPHONIC PARTICIPATION ........................................................................................................................... 6
3.18 POWERS ........................................................................................................................................................... 6
3.19 MANAGEMENT AGENT ..................................................................................................................................... 7
3.20 BORROWING .................................................................................................................................................... 7
3.21 FINING OR SUSPENSION PROCEDURE ...............................................................................................................7
ARTICLE 4 OFFICERS ........................................................................................................................................... 8
4.1 OFFICERS .......................................................................................................................................................... 8
4.2 ELECTION~ TERM OF OFFICE~ AND VACANCIES ............................................................................................... 8
4.3 ADDITIONAL OFFICERS AND AGENTS .............................................................................................................. 8
4.4 SALARIES ......................................................................................................................................................... 8
4.5 REMOVAL ........................................................................................................................................................ 8
4.6 PRESIDENT ....................................................................................................................................................... 8
4.7 VICE PRESIDENT .............................................................................................................................................. 9
4.8 SECRETARY ..................................................................................................................................................... 9
4.9 TREASURER ..................................................................................................................................................... 9
4. l0 RESIGNATION ................................................................................................................................................... 9
ARTICLE 5 COMMITTEES .................................................................................................................................... 9
ARTICLE 6 MISCELLANEOUS ........................................................................................................................... 10
6.1 .FISCAL YEAR ................................................................................................................................................. 10
6.2 PARLIAMENTARY RULES ............................................................................................................................... 10
10
6.3 .CONFLICTS ..................................................................................................................................................... 10
6.4 AMENDMENT .................................................................................................................................................
-ii-
BYLAWS
OF
BEECHWOOD HOMEOWNERS ASSOCIATION, INC.
Article 1
Name, Membership, Applicability and Definitions
1.1 Name. The name of the corporation shall be Beechwood Homeowners Association,
Inc. (hereinafter sometimes referred to as the "Association").
1.2 Membership. The Association shall have one class of membership, as is more fully
set forth in that certain Declaration of Protective Covenants, Conditions, Restrictions and
Easements for Beechwood (such Declaration, as amended, renewed, or extended from time to
time, is hereinafter sometimes referred to as the "Declaration"), the terms of which pertaining to
membership are specifically incorporated by reference herein.
1.3 Definitions. The words used in these Bylaws shall have the same meaning as set
forth in the Declaration, unless the context shall prohibit.
Article 2
Association: Meetings, Quorum, Voting, Proxies
2.1 Place of Meetings. Meetings of the Association shall be held at the principal office
of the Association or at such other suitable place convenient to the members as may be
designated by the Board of Directors, either in the Community or as convenient thereto as
possible and practical.
2.2 Annual Meetings. There shall be an annual meeting of the members at such date,
place and time as the Board of Directors shall determine to receive the reports of the outgoing
Board of Directors, to install directors for the ensuing year and to transact such other business as
may come before the meeting.
2.3 Special Meetings. The President or the Board of Directors may call special meetings.
In addition, it shall be the duty of the President to call a special meeting of the Association upon
the delivery of a petition signed and dated by'members entitled to cast at least 25% of the Total
Association Vote and describing the purpose or purposes for which it is to be held. The notice of
any special meeting shall state the date, time, and place of such meeting and the purpose(s)
thereof. No business shall be transacted at a special meeting, except those matters that are within
the purpose or purposes described in the notice.
2.4 Record Date. The Board of Directors shall fix in advance a record date for a
determination of members entitled to notice of and to vote at any meeting of members or any
adjournment thereof, or to make a determination of members for any other purpose, such date to
be not more than seventy (70) days before the date on which the particular action requiring such
determination of members is to be taken.
2.5 Notice of Meetings. It shall be the duty of the Secretary to mail or to cause to be
delivered to the Lot of each member (as shown in the records of the Association as of the record
date) a notice of each annual or special meeting of the Association stating the date, time and
place where it is to be held and if and to the extent required by the Georgia Nonprofit
Corporation Code (O.C.G.A. Section 14-3-101, et seq.) or other applicable law (the "Governing
Law"), the purpose(s) thereof. If an Owner wishes notice to be given at an address other than the
Lot, the Owner shall designate by notice in writing to the Secretary such other address. Notices
shall be mailed or delivered not less than ten (10) days (or if notice is mailed by other than first-
class or registered mail, thirty (30) days) nor more than sixty (60) days before the meeting. If
any meeting of the members is adjourned to a different date, time or place, notice need not be
given of the new date, time or place, if the new date, time or place is announced at the meeting
before adjournment. If, however, a new record date is or must be fixed under the Governing Law
notice of the adjourned meeting shall be given to persons who are members of record as of the
new record date.
2.6 Waiver of Notice. Waiver of notice of a meeting of the members shall be deemed the
equivalent of proper notice. Any member may, in writing, signed by the member, waive notice
of any meeting of the members, either before or after such meeting. Attendance at a meeting by
a member, whether in person or by proxy, shall be deemed waiver by such member of lack of
notice or defective notice, unless such member specifically objects to lack of proper notice at the
time the meeting is called to order.
2.7 Adiournment of Meetings. If any meeting of the Association cannot be held because
a quorum is not present, a majority of the members who are present at such meeting, either in
person or by proxy, may adjourn the meeting to a time not less than five (5) nor more than thirty
(30) days from the time the original meeting was called. At such adjourned meeting at which a
quorum is present, any business which might have been transacted at the meeting originally
called may be transacted without further notice.
2.8 Membership List. After the record date for any meeting is established by the Board
of Directors, the Secretary shall prepare an alphabetical list of the names and addresses of all of
the members who are entitled to notice of the meeting. Beginning at least two business days
after notice is given of the meeting for which the list was prepared, the list of members shall be
available for inspection by any member or a member's agent or attorney at the Association's
principal office or at such other reasonable place as may be specified in the notice. In addition,
the list shall be available for inspection at the meeting or any adjournment thereof.
2.9 Voting. The voting rights of the members shall be as set forth in the Articles of
Incorporation and the Declaration, and such voting rights are specifically incorporated herein.
-2-
2.10 Proxies. At all meetings of members, each member may vote in person or by proxy.
All proxy appointment forms shall be in writing, dated, and filed with the Secretary before the
appointed time of each meeting. Every proxy shall be revocable and shall automatically cease
upon: (a) receipt of notice by the Secretary of the death or judicially declared incompetence of a
member; (b) receipt by the Secretary of written revocation signed by the member; (c) receipt by
the Secretary of a subsequent appointment form signed by the member; (d) attendance by the
member and voting in person at any meeting; or (e) the expiration of 11 months from the date of
the proxy appointment form.
2.11 Quorum. The presence, in person or by proxy, of members entitled to cast at least
25% of the votes entitled to be cast at the meeting shall constitute a quorum at all meetings of the
Association. The members present at a duly called or held meeting at which a quorum is present
may continue to do business until adjournment, notwithstanding the withdrawal of enough
members to leave less than a quorum.
2.12 Action Without A Formal Meeting. Any action required or permitted to be
approved by the members may be approved without a meeting if one or more consents, in
writing, setting forth the action so taken, shall be signed and dated by members (including the
Declarant, if the consent of the Declarant is required) holding the voting power required to pass
such action at a meeting held on the record date for such action. The record date for such action
shall be the date that the first member signs a consent. Such action shall be approved when the
Secretary receives a sufficient number of such consents dated within 70 days of the record date
for such action. If less than unanimous consent is obtained, the approval shall be effective ten
days after the Secretary gives written notice of the approval to all members who did not sign a
consent. Each signed consent shall be included in the minutes of meetings of members filed in
the permanent records of the Association.
2.13 Action By Written Ballot. Any action that may be taken at any annual, regular or
special meeting of members may be taken without a meeting if approved by written ballot as
provided herein. The Association shall deliver a written ballot to each member entitled to vote
on the matter. The written ballot shall set forth each proposed action and provide an opportunity
to vote for or against each proposed action. All solicitations for votes by written ballot shall
indicate the number of responses needed to meet the quorum requirements; state the percentage
of approvals necessary to approve each matter other than election of directors; and specify the
time by which a ballot must be received by the Association in order to be counted. A timely
written ballot received by the Association may not be revoked. Approval by written ballot of an
action shall only be valid when the number of votes cast by ballot equals or exceeds the quorum
required to be present at a meeting held to authorize such action and the number of approvals
equals or exceeds the number of votes that would be required to approve the matter at a meeting
at which the total number of votes cast was the same as the number of votes cast by ballot. The
results of each action by written ballot shall be certified by the Secretary and shall be included in
the minutes of meetings of members filed in the permanent records of the Association.
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Article 3
Board of Directors: Number, Powers, Meetings
3.1 Governing Body; Composition. The affairs of the Association shall be governed by a
Board of Directors. Directors shall be natural persons who are 18 years of age or older. Except
for directors appointed by the Declarant, each director must reside in the Community and be a
member or the spouse of a member; provided, however, no Person may serve on the Board at the
same time with such Person's spouse or any co-Owner or Occupant of such Person's Lot.
3.2 Directors Appointed by Declarant. The Declarant shall have the right to appoint or
remove any member or members of the Board of Directors or any officer or officers of the
Association until such time as the first of the following events shall occur: (a) the expiration of
five (5) years after the date of the recording of the Declaration; (b) the date on which thirty-one
(31) Lots shall have been improved with a dwelling and conveyed to an Owner for occupancy as
a residence; or (c) the surrender by Declarant in writing of the authority to appoint and remove
directors and officers of the Association. The directors appointed by the Declarant need not be
Owners or residents in the Community.
3.3 Number of Directors. During the period that the Declarant has the right to appoint
and remove the officers and directors of the Association as provided above, the Board of
Directors shall consist of from one to three members as determined by Declarant in writing from
time to time. Thereafter, the Board shall consist of three members, who shall be elected as
provided below.
3.4 Nomination of Directors. Elected directors may be nominated from the floor, if a
meeting is held for the election of directors and may also be nominated by a nominating
committee, if established by the Board. All candidates shall have a reasonable opportunity to
communicate their qualifications to the members and to solicit votes.
3.5 Election and Term of Office. After the Declarant's right to appoint directors and
officers terminates, the Association shall call a special meeting (or take action under Section 2.12
or Section 2.13 in lieu ora meeting) and the members shall elect three (3) directors. The
members of the Board of Directors shall hold office for one year and shall continue in office until
their respective successors shall have been elected and take office. At annual meetings of the
membership thereafter (or pursuant to Section 2.12 or Section 2.13 in lieu of a meeting),
directors shall be elected. The three candidates receiving the most votes shall be elected.
3.6 Removal of Directors. At any annual, regular or special meeting of the Association,
any one or more of the members of the Board of Directors elected by the members may be
removed, with or without cause, by a majority of the Total Association Vote and a successor may
then and there be elected to fill the vacancy thus created. The notice of the meeting shall state
that the purpose, or one of the purposes, of the meeting is removal of a director. A director
whose removal by the members has been proposed shall be given an opportunity to be heard at
the meeting. Additionally, any director who has three consecutive unexcused absences from
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Board meetings or who is delinquent in the payment of an assessment for more than 30 days may
be removed by a majority vote of the remaining directors.
3.7 Vacancies. Vacancies in the Board of Directors caused by any reason, excluding the
removal of a director by vote of the Association, shall be filled by a vote of the majority of the
remaining directors. Each Person so selected shall serve the unexpired portion of the tenn.
3.8 Organization Meetings. The first meeting of a newly elected Board of Directors shall
be held within ten days after the election at such time and place as the directors may
conveniently assemble.
3.9 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 the Board, provided that, after the
right of Declarant to appoint the directors temfinates, at least four such meetings shall be held
during each fiscal year with at least one per quarter. Notice of the regular schedule shall
constitute sufficient notice of such meetings.
3.10 Special Meetings. Special meetings of the Board of Directors shall be held when
requested by the President, Vice President or by any two directors. The notice shall specify the
date, time and place of the meeting and the nature of any special business to be considered. The
notice shall be given to each director by one of the following methods: (a) by personal delivery
(including commercial delivery service) to such director's home or office; (b) written notice by
first class mail, postage prepaid; or (c) by telephone communication (including facsimile), either
directly to the director or to the director's home or office. All such notices shall be given or sent
to the director's address or telephone number as shown on the records of the Association.
Notices sent by first class mail shall be deposited with the U.S. Postal Service at least four days
before the time set for the meeting. Notices given by personal delivery or telephone shall be
given at least two days before the day set for the meeting.
3.11 Waiver of Notice. The business transacted at any meeting of the Board of
Directors, however called and noticed or wherever held, shall be as valid as though taken at a
meeting duly held after regular call and notice, if (a) a quorum is present, and (b) either before or
after the meeting, each of the directors not present signs a written waiver of notice, a consent to
holding the meeting, or an approval of the minutes which is included in the minutes or filed with
the official records of the Association. The waiver of notice or consent need not specify the
purpose of the meeting. Notice of a meeting shall also be deemed given to any director who
attends the meeting without protesting before or at its commencement about the lack of adequate
notice.
3.12 Quorum of Board of Directors. At all meetings of the Board of Directors, a
majority of the directors shall constitute a quorum for the transaction of business, and the votes
of a majority of the directors present at a meeting at which a quorum is present shall constitute
the decision of the Board of Directors.
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3.13 Compensation. No director shall receive any compensation from the Association
for acting as such.
3.14 Open Meetings. All meetings of the Board shall be open to all members, but
members other than directors may not participate in any discussion or deliberation unless
expressly so authorized by the Board.
3.15 Executive Session. The Board may adjourn a meeting and reconvene in executive
session to discuss and vote upon personnel matters, litigation in which the Association is or may
become involved, and orders of business ora similar nature. The nature of any and all business
to be considered in executive session shall first be announced in open session.
3.16 Action Without A Formal Meeting. Any action required or permitted to be taken at
a meeting of the directors may be taken without a meeting if one or more consents, in writing,
setting forth the action so taken, shall be signed by a majority of the directors and delivered to
the Association for inclusion in the minutes for filing in the corporate records.
3.17 Telephonic Participation. One or more directors may participate in and vote during
any meeting of the Board by telephone conference call or any other means of communication by
which all directors participating may simultaneously hear each other during the meeting. Any
such meeting at which a quorum participates shall constitute a meeting of the Board.
3.18 Powers. The Board of Directors shall be responsible for the affairs of the
Association and shall have all of the powers and duties necessary for the administration of the
Association's affairs and, as provided by law, may do all acts and things as are not by law, the
Declaration, Articles, or these Bylaws directed to be done and exercised by the members. In
addition to the duties imposed by these Bylaws or by any resolution of the Association that may
hereafter be adopted, the Board of Directors shall have the power to and be responsible for the
following, in way of explanation, but not limitation:
(a) preparation and adoption of an annual budget in which there shall be established the
contribution of each member to the common expenses;
(b) making assessments to defray the common expenses and establishing the means and
methods of collecting such assessments;
(c) providing for the operation, care, upkeep, and maintenance of all areas which are the
maintenance responsibility of the Association;
(d) designating, hiring, and dismissing the personnel necessary for the operation of the
Association and, where appropriate, providing for the compensation of such personnel and for
the purchase of equipment, supplies, and material to be used by such personnel in the
performance of their duties;
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(e) collecting the assessments, depositing the proceeds thereof in a bank depository
which it shall approve, and using the proceeds to administer the Association;
(f) making and amending rules and regulations;
(g) opening of bank accounts on behalf of the Association and designating the signatories
required;
(h) enforcing by legal means the provisions of the Declaration, these Bylaws, and the
rules and regulations adopted by it, and bringing any proceedings which may be instituted on
behalf of or against the members concerning the Association;
(i) obtaining and carrying insurance against casualties and liabilities, as provided in the
Declaration, and paying the premium cost thereof;
(j) keeping books with detailed accounts of the receipts and expenditures of the
Association and the actions thereof, and specifying the maintenance and repair expenses and any
other expenses incurred; and
(k) authorization of contracts on behalf of the Association.
3.19 Management Agent. The Board of Directors may employ for the Association a
professional management agent or agents at a compensation established by the Board of
Directors to perform such duties and services as the Board of Directors shall authorize. The
Declarant or an affiliate of the Declarant may be employed as managing agent or manager. The
term of any management agreement shall not exceed one year and shall be subject to termination
by either party, without cause and without penalty, upon ninety (90) days' written notice.
3.20 Borrowing. The Board of Directors shall have the power to borrow money without
the approval of the members of the Association; provided, however, except as otherwise
provided in the Declaration, the Board shall obtain membership approval in the same manner as
for special assessments, in the event that the total amount of such borrowing exceeds or would
exceed ten percent of the annual budget of the Association.
3.21 Fining or Suspension Procedure. The Board shall not impose a fine (a late charge
shall not constitute a fine) or suspend a member's right to vote or to use any part of the Common
Property unless and until the following procedure is followed:
(a) Written notice shall be delivered to the member by first-class or certified mail sent to
the address of the member shown on the Association's records, specifying:
(1) the nature of the violation, the fine or suspension to be imposed and the date,
not less than fifteen (15) days from the date of the notice, that the fine or
suspension will take effect;
(2) that the violator may, within ten days from the date of the notice, request a
hearing regarding the fine or suspension imposed;
(3) the name, address and telephone numbers of a person to contact to challenge
the fine or suspension;
(4) that any statements, evidence, and witnesses may be produced by the violator
at the heating; and
(5) that all rights to have the fine or suspension reconsidered are waived ifa
hearing is not requested within ten days of the date of the notice.
(b) If a heating is requested, it shall be held before the Board in executive session, and
the violator shall be given a reasonable opportunity to be heard. The minutes of the meeting
shall contain a written statement of the results of the hearing. No fine or suspension shall be
imposed prior to the date that is five days after the date of the hearing.
Article 4
Officers
4.1 Officers. The officers of the Association shall be a President, Vice President,
Secretary, and Treasurer. Any two or more offices may be held by the same Person, excepting
the offices of President and Secretary. The President and Treasurer shall be elected from among
the members of the Board of Directors.
4.2 Election, Term of Office, and Vacancies. Except during the period in which the
Declarant has the right to appoint the officers of the Association, the officers of the Association
shall be appointed annually by the Board of Directors at the first meeting of the Board of
Directors following the election of directors. A vacancy in any office arising because of death,
resignation, removal, or otherwise may be filled by the Board of Directors for the unexpired
portion of the term.
4.3 Additional Officers and Agents. The Board of Directors may appoint such other
officers, including vice presidents, assistant secretaries and assistant treasurers, and agents as it
shall deem necessary. Such officers and agents shall hold their respective offices for such terms
and shall exercise such powers and perform such duties as sh,all be determined from time to time
by the board of directors.
4.4 Salaries. The officers shall receive no compensation.
4.5 Removal. Except for officers appointed by the Declarant, any officer may be
removed, with or without cause, by the Board of Directors.
4.6 President. The President shall be the chief executive officer of the Association and
shall preside at all meetings of the members and directors. The immediate supervision of the
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affairs of the Association shall be vested in the President. It shall be the President's duty to
attend to the business of the Association and maintain strict supervision over all of its affairs and
interests. The President shall keep the Board of Directors fully advised about the affairs and
conditions of the Association, and shall manage and operate the business of the Association
pursuant to and in accordance with such policies as may be prescribed from time to time by the
Board of Directors.
4.7 Vice President. The Vice President(s), if any, shall act in the President's absence or
disability and shall have all powers, duties, and responsibilities provided for the President when
so acting, and shall perform such other duties as shall from time to time be imposed upon any
Vice President by the Board or delegated to a Vice President by the President.
4.8 Secretary. The Secretary shall keep the minutes of all meetings of the members and
of the Board of Directors; notify the members and directors of meetings as provided by these
bylaws and Georgia law; have custody of the seal of the Association; affix such seal to any
instrument requiring the same; attest the signature or certify the incumbency or signature of any
officer of the Association; and perform such other duties as the President, or the Board of
Directors may prescribe. The Secretary shall perform the duties of the Treasurer of the
Association in the absence or disability of the Treasurer.
4.9 Treasurer. The Treasurer shall keep, or cause to be kept, the financial books and
records of the Association, and shall faithfully account for the Association's funds, financial
assets, and other assets entrusted to the Treasurer's care and custody. The Treasurer shall make
such reports as may be necessary to keep the President and the Board of Directors informed at
all times as to the financial condition of the Association, and shall perform such other duties as
the President, or the Board of Directors may prescribe. The Treasurer shall maintain the money
and other assets of the Association in the name and to the credit of the Association in such
depositories as may be designated by the Board of Directors. The Treasurer may provide for the
investment of the money and other assets of the Association consistent with the needs of the
Association to disburse such money and assets in the course of the Association's business. The
Treasurer shall perform the duties of the Secretary of the Association in the absence or disability
of the Secretary.
4.10 Resignation. Any officer may resign at any time by giving written notice to the
Board of Directors. Such resignation shall take effect on the date of the receipt of such notice or
at any later time specified therein, and unless otherwise specified therein, the acceptance of such
resignation shall not be necessary to make it effective.
Article 5
Committees
Advisory committees to perform such tasks and to serve for such periods as may be
designated by the Board or as provided in the Declaration are hereby authorized. Each
committee shall be composed and shall operate in accordance with the terms of the Declaration
or resolution of the Board of Directors designating the committee or with rules adopted by the
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Board of Directors. An advisory committee shall not be authorized to exercise any authority of
the Board under the Articles of Incorporation, the Declaration, these Bylaws or the Georgia
Nonprofit Corporation Code.
Article 6
Miscellaneous
6.1 Fiscal Year. The fiscal year of the Association shall be the calendar year unless
otherwise determined by resolution of the Board.
6.2 Parliamentary Rules. Roberts Rules of Order (current edition) shall govern the
conduct of all Association proceedings, when not in conflict with Georgia law, the Articles of
Incorporation, the Declaration or these Bylaws.
6.3 Conflicts. If there are conflicts or inconsistencies between the provisions of Georgia
law, the Articles of Incorporation, the Declaration and these Bylaws, the provisions of Georgia
law, the Declaration, the Articles of Incorporation and the Bylaws (in that order) shall prevail.
6.4 Amendment. These Bylaws may be amended by the Board of Directors with the
consent of the Declarant if such amendment is necessary to: (a) bring any provision hereof into
compliance with any applicable governmental statute, rule, or regulation or judicial
determination which shall be in conflict therewith; (b) enable any title insurance company to
issue title insurance coverage with respect to the Lots subject to the Declaration; (c) enable an
institutional or governmental lender or purchaser of mortgage loans, including, without
limitation, the Federal National Mortgage Association or Federal Home Loan Mortgage
Corporation, to make or purchase Mortgage loans on the Lots subject to the Declaration;
(d) enable any governmental agency or private insurance company to insure or guarantee
Mortgage loans on the Lots subject to the Declaration; or (e) comply with the provisions of the
Georgia Property Owners Association Act, O.C.G.A. § 44-3-220 et seq. In addition, these
Bylaws may be amended upon the affirmative vote of at least two-thirds (2/3) of the Total
Association Vote and the consent of Declarant; provided, however, that the U.S. Department of
Veterans Affairs (if it is then guaranteeing Mortgages in the Community or has issued a project
approval for the guaranteeing of such mortgages) and/or the U.S. Department of Housing and
Urban Development (if it is then insuring any Mortgage in the Community or has issued a
project approval for the insuring of such mortgages) shall have the right to veto amendments to
these Bylaws for as long as the Declarant has the right to appoint and remove the directors and
officers of the Association.
PSClients\ 1292\Beechwoo~Bylaws.doc
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