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Flat Creek VillasDECLARATION OF COVENANTS, CONDITIONS, AND RRsTRICTIO~S FOR FLAT CREEK VILLAS HOMEOWNERS ASSOCIATION Cb;'r,.:':~ Of flee Su~,'~ Co~t for record ~,-/ ~ HYATT & RHOADS, P.C. Attorneys 2200 Peachtree Center Harris Tower Atlanta, Georgia 30303 (404) 659-6600 1625 I Street Washington, D.C. 20006 (202) 488-4418 -! - TABLE OF CONTENTS - Article I. II. III. IV. Ve Section Page DEFINITIONS ' 1 1. Area of Common Responsibility.............1 2. Association ............................... 2 3. Common Area ............................... 2 4. Eligible Votes .................. .......... 2 5. Lot ....................................... 2 6. Owner ..................................... 2 7. Properties ................................ 2 PROPERTY RIGHTS 2 1" ~Owner's Easement of Enjoyment ............. 2 2. Delegation of Use ......................... 3 3. Owner's Right to Ingress, Egress, and Support ............................... 3 4. Easements of EncroacHment ................. 4 5. Use of Lots ............................... 4 6-. Use of Common Area ........................ 4 7. Signs ..................................... 5 8 Rules and Regulations ' 5 9. Construction and Sale ..................... 5 10. Easements for Utilities, Etc .............. 6 11. Lots ...................................... 6 12. Storage and ParKing of Vehicles ........... 6 13. Pets ...................................... 7 ASSOCIATION MEMBERSHIP AND VOTING RIGHTS 7 1. Membership ................................ 7 2. Voting .................................... 7 MAINTENANCE 8 1 Owner's Responsibility 8 2. Association's Responsibility .............. 8 INSURANCE AND CASUALTY LOSSES 1. Insurance ....... . .... . .................... 9 2. No Partition ............................. 3. Disbursement of Proceeds ................. 12 4. Repair and Reconstruction ................ 13 VI. CONDEMNATION 14 Article VII. VIII. IX. X. XI. XII. XIII. Section Page RIGHTS AND OBLIGATIONS OF THE ASSOCIATION 14 1. Common Area .............................. 14 2. Services ................................. 15 3. Personal Property and Real Property for Common Use ........................... 15 4. Rules and Regulations .................... 15 5. Implied Rights ........................... 15 ASSESSMENTS 15 1. Purpose of Assessment ......... ~ ........... 15 2. Creation of the Lien and Personal 0~ligation of Assessments ................ 16 3. Computation .............................. 16 4. Special Assessments ...................... 17 5. Notice of Meeting ........................ 17 6. Lien for Assessments ..................... 17 7. Effect of Nonpayment of Assessments: Remedies of the Association .............. 18 8. Date of Commencement of Annual Assessments .............................. 18 9. Capital Budget and Contribution .......... 19 ARCHITECTURAL STANDARDS 19 PARTY WALLS 20 1. General Rules of Law to Apply ............ 20 2. Sharing of Repair and Maintenance ........ 20 3. Weatherproofing .......................... 20 4. Right to Contribution Runs With Land ..... 20 USE RESTRICTIONS 2O GENERAL PROVISIONS 21 l~''Enforcement .............................. 21 2. Severability ............................. 21 3. Perpetuities ............................. 21 4. Notice of Sale, 'Lease, or Mortgage ....... 21 5. Amendments ............................... 21 6. Indemnification .......................... 22 MORTGAGE PROVISIONS 22 1. Notices of Action ........................ 23 2. Special FHLMC Provision .................. 23 3. Payment of Taxes ......................... 24 4. No Priority .............................. 24 5. Notice of Default ........................ 24 Article XIV. Section ANNEXATION OF ADDITIONAL PROPERTY ~00~ 277 ~'.¥ ~-,_ ,o Page 24 1. Annexation Without Approval of Class "A" Membership .................... 2. Annexation With Approval of Class "A" Membership ..................... 25 DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS FOR FLAT CREEK VILLAS HOMEOWNERS ASSOCIATION This Declaration of Covenants, Conditions, and Restric- tions for Flat Creek.Villas Homeowners Association is made this 5th day of May, I983, by Larry Stinnett Construction, Inc., a Georgia corporation, (hereinafter referred to as "Declarant"); W I TNE S SETH Declarant is the owner of the real property described in Exhibit "A", attached hereto and incorpor.ated herein by ref- erence. Declarant desires to subject said property to the pro- visions of this Declaration and to create on the property a residential community of single-family attached housing. De- clarant desires hereby to provide a flexible and reasonable method for the administration and maintenance of such property. NOW, THEREFORE, Declarant declares that all of the property described in Exhibit "A" and any additional property as may by subsequent amendment be added to and subjected to this Declaration hereby as shown shall be held, sold, and conveyed subject to the following easements, restrictions, covenants, and conditions which are for the purpose of protecting the value and desirability of and which shall run with the real property sub- mitted to this Declaration and which shall be binding on all parties having any right, title, or interest in the described properties or any part thereof, their heirs, successors, succes- sors-in-title, and assigns, and shall inure to the benefit of each owner thereof. Article I Definitions Section 1. "Area of Common Responsibility" shall mean and refer to the Common Area, together with those areas, if any, within or upon a Lot, the maintenance, repair, or replacement of which is the responsibility of the Association. Section 2. "ASSociation" shall mean and refer to Flat Creek Villas Homeowners Association, Inc., a Georgia corpora- tion, its successors and assigns. Section 3. "Common Area" shall mean all real and per- sonal property now or hereafter owned by the Association for the common use and enjoyment of the Owners. Section 4. "Eligible Votes" shall mean those votes available to De cast on the issue at hand. A vote which is for any reason suspended is not available to be cast. Section 5. "Lot" shall mean a portion of the Proper- ties intended for any type of independent ownership and use as may be set out in this Declaration and as shall be shown on the plats 0~ .survey filed with this Declaration or amendments there- to. Where the context indicates or requires, the term "Lot" in- cludes any structure on the Lot. Section 6. "Owner" shall mean and refer to the record owner, whether one or more persons or entities, of any Lot which is part of the Properties, but excluding any party holding the fee simple title merely as security for the performance of an obligation. Section 7. "Properties" shall mean and refer to the real property described in Exhibit "A", attached hereto, and such additional real property as may be added in accordance with Article XIV. Article II Property Rights Section 1. Owner's Easement of En~o~ment. Every Owner shall have a right and easement of enjoyment in and to the Com- mon Area which shall De appurtenant to and shall pass with the title to every LOt, subject to the following provisions: (a) the right of the Association to charge reason- able admission and other fees for the use of any facility now or hereafter situated or constructed upon the Common Area and to impose reasonable limits on the number of guests who may use t~e facilities; (b) the right of the Association to suspend an Owner's voting rights and the right to use any of the facilities for any period during which any assessment of the Association against said Owner's Lot remains unpaid, and for any infraction by an -2- Owner of the Association's rules and regulations for the dura- tion of the infraction and for an additional period thereafter not to exceed thirty (30) days; (c) the right of the Declarant, with regard to the Properties which may be owned for the purpose of development, to grant easements in and to the Common Area contained within the respective Properties to any public agency, authority, or util- ity for such purposes'as benefits only the Properties or por- tions thereof and Owners or Lots contained therein; (d) the right of the Association to borrow money for the purpose of improving the Common Area, or any portion there- of, for acquiring additional Common Area, or for constructing, repairing, or imp~p~ing any facilities located or to be located thereon, and to give as security for the payment of any such loan a mortgage conveying all or any portion of the Common Area; provided, however, the lien and encumbrance of any such mortgage given by the Association shall be subject and subordinate to any and all rights, interests, options, easements, and privileges reserved or established in this Declaration for the benefit of Declarant or any Owner, or the holder of any mortgage, irrespec- tive of when executed, given by Declarant or any Owner encumber- ing any Lot or other property-located within Flat Creek Villas; and (e) the right of the Association to dedicate or trans- fer all or any portion of the Common Area to any public agency, authority, or utility for such purposes and subject to such con- ditions as may be agreed to by the members of the Association (No such dedication or transfer shall be effective unless an instrument agreeing to such dedication or transfer has been ap- proved (i) by at least a majority of the votes which those Class "A" members of the Association which are present or represented by proxy are entitled to cast at a meeting duly called for such purpose, and (ii) by the Class "B" members of the Association, so long as such membership shall exist.); and (f) the right of the Association to enter any Lot or the improvements thereon for emergency, security, or safety reasons. Section 2. Delegation of Use. Any Owner may delegate, in accordance with the By-Laws of the Association and subject to reasonable rules, regulations, and limitations as may be adopted in accordance therewith, his or her right of enjoyment to the Common Area and facilities to the members of his or her family, tenants, and social invitees. port. Section 3. Owner's Right to Ingress~ Egress~ and Sup- Each Owner shall have the right to ingress and egress over, upon, and across the Common Area necessary for access to his or her Lot and shall have the right to lateral support for his or her Lot, and such rights shall be appurtenant to and pass with the title to each Lot. Section 4. Easements of Encroachment. There shall be reciprocal appurtenant easements of encroachment as between each Lot and such portion or portions of the Common Area adjacent thereto or as between adjacent Lots due to the unwillful place- ment or settling or shifting of the improvements constructed, reconstructed, or altered thereon~ (in accordance with the terms of the restrictions) to a distance of not more than five (5) feet, as measured from any point on the common boundary between each Lot and the'adjacent portion of the Common Area or as be- tween said adjacent Lots, as the case may be, along a line per- pendicular to such boundary at such point; provided, however, in no event shall an easement for encroachment exist if such encroachment occurred due to willful conduct on the part of an Owner, tenant, or the Association. Section 5. Use of Lots. Except as may be otherwise expressly provided in this Declaration, each Lot shall be used for residential purposes only, and no trade or business of any kind may be conducted. Lease or rental of a Lot or any building thereon for residential purposes shall not be considered to be a violation of this covenant, so long as the lease is in compli- ance with reasonable rules and regulations as the Board of Di- rectors may promulgate. All leases shall be in writing, and any lessee or tenant shall in all respects be subject to the terms and conditions of this Declaration, the By-Laws, and the rules and regulations adopted hereunder. Without the prior written consent of the Association's Board of Directors, nothing shall be done or kept on any Lot or on the Common Area or any part thereof to increase the rate of insurance on the Properties or any part thereof over what the Association, but for such activity, would pay. Noxious, de- structive, or offensive activity, or any activity constituting an unreasonable source of annoyance, shall not be carried on on any Lot or on the Common Area or any part thereof, and the As- sociation shall have standing to initiate legal proceedings to abate such activity. Each Owner shall refrain from any act or use of his or her Lot which could reasonably cause embarrass- ment, discomfort, or annoyance to other Owners, and the Bo_q~.~ of Directors shall have the power to make and to enforce reason- a-5-1e rules and regulations ln~'~t~'~--~ovlslon. Section 6. Use of Common Area. No planting or gar- dening shall be done, and no fences, hedges, or walls shall be -4- erected or maintained upon the Common Area or,upon andy Lot~ ex- cept in accordance with the initial construction prove- ments located thereon or as approved by the Association's Board of Directors or their designated representatives. Except for the right of ingress and egress, the Owners of Lots may use the property outside their respective Lots only in accordance with reasonable regulations as may be adopted by the Association's Board of Directors or as is expressly provided herein. It is expressly acknowledged and agreed by all parties concerned that this Section is for the mutual benefit of all Owners and is nec- essary for the protection of said Owners. ~ Section 7. Signs. No sign of any kind shall be dis- played ~ the public view on any Lot or the Common Area without the prior written consent of the Board or its designate, except customary naine and address signs. The ~ on behalf of the Association, shall have the right to erect reasonable and appro- priate signs ~n.~he'com-~Tffun Area. Section 8. Rules and Regulations. The Board of Direc- tors may establish reasonable rules and regulations concerning the use of the Common Area, facilities located thereon, and in- dividual Lots. Copies of such regulations and amendments there- to shall be furnished by the Association to all Owners prior to the rule's effective date. Such regulations shall be binding upon the Owners, their families, tenants, guests, invitees, and agents until and unless such regulation, rule, or requirement shall be specifically overruled, cancelled, or modified by the Board or the Association in a regular or special meeting by the vote of Class "A" members holding a majority of the total votes in the Association and by the vote of the Class "B" members, so long as such membership shall exist. The Board shall have the authority to impose reaonable monetary fines and other sanc- tions, and monetary fines may be collected by lien and foreclo- sure, as provided in Article VIII. Section 9. Construction and Sale. Notwithstanding any provisions contained in the Declaration to the contrary, so long as construction and initial sale of Lots or residences shall continue, it shall be expressly permissible for Declarant to maintain and carry on upon portions of the Common Area such facilities and activities as, in the sole opinion of Declarant, may be reasonably required, convenient, or incidental to the construction or sale of such residences, including, but not limited to, business offices, signs, model units, and sales of- fices. The right to maintain and carry on such facilities and activities shall include specifically the right to use resi- dences owned by Declarant as models and sales offices. This Section may not be amended without the express written consent of the Declarant. -5- Section 10. Easements for Utilities{ Etc. There is hereby reserved the power to grant blanket easements upon, across, over, and under all of the Property for ingress, egress, installation, replacing, repairing, and maintaining cable, sat- ellite, or master television antenna systems, security and simi- lar systems, and all utilities, including, but not limited to, water, sewers, telephones, and electricity. The Board shall, upon written request, grant such easements as may be reasonably necessary for the development of any Property made subject to this Declaration. By virtue of any such easement, it shall be expressly permissible for the providing utility company or other supplier or servicer to erect and maintain the necessary poles and other equipment on said Property and to affix and maintain utility wires, c~rcuits, and conduits on, above, across, and under the roofs and exterior walls of the residences. Notwith- standing anything to the contrary contained in this Section, no sewers, electrical lines, water lines, or other utilities may be installed or relocated on said Property, except as may be ap- proved by-the Association's Board of Directors or as provided in Article II, Section l(c). Should. any entity furnishing a ser- vice covered by the general easement herein provided request a specific easement by separate reco~dable document, the Board of Directors shall have the right to grant such easement on said property without conflicting with the terms hereof. The ease- ments provided for in this Article shall in no way adversely af- fect any other recorded easement on the Properties. Section 11. Lots. Each Lot shall for all purposes constitute real property which may be owned in fee simple and which may be conveyed, transferred, and encumbered in the'same manner as any other real property, subject to the provisions of this Declaration. Each Owner shall be e~-t~le~-t-h~ex~-~ive ownership and possession of his or her Lot, subject to the pro- visions of this Declaration. Subject to the restrictions con- tained in this Declaration or ~m~dm~rrtq~-h~retqS,---~a-Ch-T~-~dence shall include all improvements constructed on any Lot, even though protruding beyond the boundaries of the Lot. All con- duits, pipes, ducts, plumbing, wiring, and other facilities for the furnishing of utility or other services to more than one Lot or to the Common Area are Common Area and are excluded from a Lot, although located in part within the boundaries thereof. The ownership of each Lot shall include, and there shall pass with each Lot as appurtenances thereto, whether or not separate- ly described, all of the right, title, and interest of an Owner of a Lot in the Common Area, which shall include, but not be limited to, membership in the Association. Section 12. Storage and Parking of Vehicles. There shall be no outside storage upon any Lot or the Common Area of any automobile, commercial vehicle, truck, tractor, mobile -6- home or trailer (either with or without wheels), camper, camper trailer, boat or other watercraft, boat trailer, or any other transportation device of any kind, except for Owners within the parking space assigned to and for the use of the Lot and for visitors temporarily parking in spaces and in accordance with rules and regulations designated and promulgated by the Board. . / No owners or tenants shall repair or restore any vehicle of any kind upon any Lot or Common Area, except for emergency repairs, and then only to the extent necessary to enable movement there- of to a proper repair facility. Section 13. Pets. No animals, livestock or Oultr ~~ of any kind shall be raised, bred, or kept on the Properties, u-)~ except that no more than a total of two (2) dogs, cats, or other ~ normal household per, may be kept in residences subject to rules and reg~ed by the Association through its Board of Directors, provided that such pets are not kept, bred, or main- tained for any commercial purpose. The 8oard shall have the ab- solute powe~ to prohibit pets from being'~ep~ o~--~e Properties, including inside residences constructed thereon. Article III Association Membership and Voting .Rights Section 1. Membership. Every person who is the record owner of a fee or undivided fee interest in any Lot that is sub- ject to this Declaration shall be deemed to have a membership in the Association. The foregoing is not intended to include per- sons who hold an interest me~ely 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 (1) membership per Lot. In the event of multiple Owners of a Lot, votes and rights of use and enjoyment shall be as provided in this Declaration and in the By-Laws. Ownership shall be the sole qualification for membership, which shall be appurtenant to and may not be sepa- rated from ownership of any Lot. The rights and privileges of membership, including the right to vote and to hold office, may be exercised by a member or the member's spouse, but in no event shall more than one (1) vote be cast nor office held for each Lot owned. Section 2. Voting. The Association shall have two (2) classes of membership, Class ~'A" and Class "B", as follows: (a) Class "A". Class "A" members shall be all Owners, with the exception of the Declarant, any successor of Declarant who takes title for the purpose of development and sale, and anyone holding one or more Lots for the purpose of development 27'7 :,c -7- or sale. Class "A" members shall be entitled to one (1) vote for each Lot in which they hold the interest required for mem- bership by Section 1 hereof. When more than one person holds such interest in any Lot, the vote for such Lot shall be exer- cised as those Owners themselves determine and advise the Sec- retary prior to any meeting. In the absence of such advice, the Lot's vote shall be suspended in the event more than one person seeks to exercise it. (b) Class "B". Class "B" members shall be the De- clarant and any successor of Declarant who takes title for the purpose of development and sale. The Class "B" members shall originally be entitled to thirty-six (36) votes; this number shall be decreased by one (1) vote for each Class "A" member existing at any one time. The Class "B" membership shall ter- minate and become converted to Class "A" membership upon the happening.of the earliec of the following: (i) when the total outstanding Class "A" votes equal or exceed the total outstanding Class "B" votes; (ii) determines. (iii) January 1, 1988; or when, in its discretion, the Declarant so From and after the happening of these events, whichev- er occurs earlier, the Class "B" member shall be deemed to be a Class "A" member entitled to one (1) vote for each Lot in which it holds the interest required for membership under Section 1 hereof. At such time, the Declarant shall call a meeting, as provided in the By-Laws for special meetings, to advise the mem- bership of the termination of Class "B" status. The Class "B" member shall cast its vote as it determines. Article IV Maintenance Section 1. Owner's Responsibility. Except as provided in Section 2 of this Article, all maintenance of the Lot and all parts of the residence thereon shall be the responsibility of the Owner, and each Owner shall maintain and keep in good repair such property and improvements. Section 2. Association's Responsibility. (a) The Association shall maintain and keep in good repair the Area of Common Responsibility, which responsibility -8- ii I I I I I I I I I shall be deemed to include (i) the maintenance and repair of such utility lines, pipes, wires, glass, cond9%%Sc..g~g.sygtgms which are a part of the Common Area, and (.i%);~heLp~~~ . ~'~ain~enance'upoh-e~'ch~Lot which i~~' to asses~i'\~e|~ (~en~hereun ~ lows:' 'pain~.r.epair,.replace, and}_ , - ......... ~. /-~- ~~tt~rs, dow~sp6Uts, / . ~~~~e o~he Commo~ Area sha~l ~e deeme ~ ~n~u~e~ but not be limited to, maintenance, repair, and ~eplaceme~t~ s~b~ect to the £~surance and casualty loss pro- visions contained herein, at the Association's sole cost and expense~ of al~ trees, £ences~ shru~s, ~rass, s~reets, par~in~ spaces, walks, and other improvements situated upon the Common Area. (b) In the event that the Board of Directors of the Association determines that (i) any Owner has failed o~ refused to discharge properly his obligations with regard to the mainte- nance, repai~, or replacement of items for which he is responsi- ble hereunder; or (ii) that the need for maintenance, repair, or replacement, which is the responsibil~ity of the Association hereunder, is caused through the willful or negligent act of an Owner, his or her family, guests, lessees, or invitees, and is not covered or paid for by insurance, in whole or in part, then, in that event, the Association, except in the event of an emer- gency situation, shall give the Owner written notice of the Association's intent to p~ovide such necessary maintenance, repair, or replacement, at Owner's sole cost and expense; the notice shall set forth with reasonable particularity the main- tenance, repairs, or replacement deemed necessary. The Owner shall have fifteen (15) days within which to complete said main- tenance, repair, or replacement, Or, in the event that such %3 maintenance, repair, or replacement is not capable of completion~-· within said fifteen (15) day--pe~od, 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 pro- vide any such maintenance, repair, or replacement at Owner's sole cost and expense, and said cost shall be added to and be- come a part of the assessment to which such Owner is subject and shall become a lien against the Lot. ' Article V Insurance and Casualty Losses Section 1. Insurance. The Association's Board of Di- rectors or its duly authorized agent shall have the authority to and shall obtain insurance for all insurable improvements on the Common Area against loss or damage by fire or other hazards, in- cluding extended coverage, vandalism, and malicious mischief, in -9- an amount sufficient to cover the ,fqll re~laceme~.t cost of any repair or reconstruction in the event of 'amd~°r dear--ruction from any such hazard. The Association shall also obtain a pub- lic liabil_i_~.p~ covering all the Common Area ~n~ a£1 damage or injury caused by the negligence of the Association or any of its agents and, if reasonably available, directors' and offi- cers' liability insurance. The public liability policy shall have at least a Five Hundred Thousand ($500,000.00) Dollar any one person/One Million ($1,000,000.00) Dollar limit (per oc- currence), as respects bodily injury, and a Fifty Thousand 7,~($50,000.00) Dollar minimum property damage limit. Premiums for '-t' all such insurance shall be common expenses of the Association. ~-m~ The policy may contain a reasonable deductible and the amount ~'~' thereof shall be added to the face amount of the policy in de- termining whether the insurance equals at least the full re- placement cost. In addition to casualty insurance on the Common Area, the AssoCiation shall obtain and continue in effect adequate blanket all-risk casualty insurance in such form as the Board of Directors deems appropria~~ th~ full replacement cost of all structures on all Lots. Costs of such coverage shall be a common expense to the Association. All such insurance shall be for the full replacement cost. Ail insurance coverage obtained by the Board of Direc- tors shall be written in the name of the Association, as Trust- ee for each of the Owners as their interests may appear. Such insurance shall be governed by the provisions hereinafter set forth in this Article V. (a) All policies shall be written with a company li- censed to do business in the State of Georgia and holding a ~Dq of XI or better in the financial category as established~ by Best'~ Insurance Reports, if such company is available, or, if not available, the best rating possible or its equivalent rating. (b) All policies shall be for the benefit of the Own- ers of Lots and their mortgagees as their interests may appear. (c) Provision shall be made, if reasgna~ly .available,- .Afor the issuance of a certifi__q_cgte of inSUrance to each~'Ow~-'-and his or her mortgagee, i-f-~, ~Hi~h-'~h~'l-l's~ify~th~-am'odn~ of such insurance attribut'able to the (d) Exclusive authority to adjust losses under poli- cies hereafter in force on the Property obtained by the Associa- tion shall be vested in the Association's Board of Directors; provided, however, no mortgagee having an interest in such -10- losses may be prohibited from participating in the settlement negotiations, if any, related thereto. (e) In no event shall the insurance coverage obtained and maintained by the Association's Board of Directors hereunder be brought into contribution with insurance purchased by indi- vidual Owners or their mortgagees. (f) Each Owner may obtain additional insurance at his or her own expense; provided, however, no Owner shall be entitled to exercise his or her right to maintain insurance coverage in such a way as to decrease the amount which the As- sociation, on behalf of all of the Owners and their mortgagees, may realize under any insurance policy which the Association's Board of Directors may have in force on the property at any par- ticular time. (g). ~ It shall be the individual responsibility of each ~9~ Owner, at his or her own expense, to provide,'as he or she sees ¥~,,~{ fit, title insurance on his or her individual Lot, insurance on improvements and betterments, and such other insurance as is not provided by the Association pursuant to the provisions of this Article. (h) The Association's Board of Directors shall conduct an annual insurance review which shall include a replacement cost appraisal, without respect to depreciation, of all insur- able improvements on the Common Area and upon the Lots, by one or more qualified persons, at least one of whom must be in the real estate industry and familiar with housing construction in the Fayette County, Georgia, area. (i) The Association's Board of Directors shall be required to make every reasonable effort to secure insurance policies that will provide for the following: (i) a waiver of subrogation by the insurer as to any claims against the Association's Board of Directors, its Manager, the Owners and their respective servants, agents, and guests; (ii) a waiver by the insurer of its right to repair and reconstruct instead of paying cash; (iii) that no policy may be cancelled, invali- dated, or suspended on account of any one or more individual owners; (iv) that no policy may be cancelled, invali- dated, or suspended on account of the conduct of any director, officer, or employee of the Association or its duly authorized Manager without prior demand in writing delivered to the Asso- ciation to cure the defect and the allowance of a reasonable time thereafter within which the defect may be cured by the Association, its Manager, any Owner, or mortgagee; (v) that any "other insurance" clause in any pol- icy excludes individual Owners' policies from consideration; (vi) that no policy may be cancelled or substan- tially modified without at least ten (10) days' prior written notice to the Association; (vii) an agreed amount endorsement; and ~ ~/ (viii) an inflation guard endorsement. '0 In addition to the other insurance required by this Article,''the Board shall obtain, as a common expense, workmen's ~compensation insurance, if and to the extent necessary, and a ~ide~ity b_Q_fkd_or bonds on directors, officers, employees, and other persons handling or responsible for the Association's funds. The amount of fidelity coverage shall be determined in the directors' best business judgment, but may not be less than three (3) months' assessments, plus reserves on hand. Bonds s~contaln a ~V~i~-~--a-l-l~f~~6~-5-~s~d upon ~ exclusion of persons serving without compensation and may not be cancelled or substantially modified without at least ten (10) days' prior written notice to the Association. Section 2. No Partition. There shall be no judicial partition of the Common Area or any part thereof, nor shall any person acquiring any interest in the Properties or any part thereof seek any such judicial partition until the happening of the conditions set forth in Section 3 of this Article in the case of damage or destruction or unless the Properties have been removed from the provisions of this Declaration. Section 3. Disbursement of Proceeds. Proceeds of insurance policies shall be disbursed as follows: (a) If the damage or destruction for which the pro- ceeds are paid is to be repaired or reconstructed, the proceeds, or such portion thereof as may be required for such purpose, shall be disbursed in payment of such repairs or reconstruction, as hereinafter provided. Any proceeds remaining after defraying such costs of repairs or reconstruction or affecting necessary settlements in lieu of repair shall be retaine~gnd for the b~efit_~he Association and~aced in ~ Capital improvements account. -12- i i i i i I I I I I I I I ! I ! ! ! (b) If it is determined, as provided for in Section 4 of this Article, that the damage or destruction for which the proceeds are paid shall not be repaired or reconstructed, such proceeds shall be disbursed in the manner as provided for excess proceeds in Section 3(a) hereof; provided that the Owner and mortgagee of any Lot for which proceeds are received from the insurance carrier agree to the distribution as their interests may appear. Section 4.-Repair and Reconstruction. (a) Immediately after the damage or destruction by fire or other casualty to all or any part of the Properties cov- ered 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 proper- ty. Repair ~r reconstruction, as used in this Section, means repairing or restoring the property to substantially the same condition in which it existed prior to the fire or other casual- ty with each structure on each Lot and the Common Area, to the extent possible, having the same vertical and horizontal bound- aries and location on each Lot as before. Construction or re- construction shall be in substantial conformity with that which existed prior to the damage or destruction. (b) Any such damage or destruction shall be repaired or reconstructed unless at least seventy-five (75%) percent of the total vote of the Association shall decide within sixty (60) days after the casualty not to repair or reconstruct. If the damage includes one or more insured residences on Lots, the written consent of the Owner or Owners thereof must be obtained as part of the seventy-five (75%) percent. If for any reason either the amount of the insurance proceeds to be paid as a re- sult 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 said period, then the period shall be extended until such information shall be made available; provided, however, such extension shall not ex- ceed sixty (60) days. (c) 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, then, and in that event, the property shall be restored to its natural state and maintained as an undeveloped portion of the Common Area by the Association in a neat and attractive condition. (d) If the damage or destruction for which the insur- ance proceeds are paid is to be repaired or reconstructed and such proceeds are not sufficient to defray the cost thereof, the 8oard of Directors shall, without the necessity of a vote of the members, levy a special assessment or assessments against all Owners in sufficient amounts and at necessary times to pro- vide funds to pay such excess costs of repair or reconstruction. Article VI Condemnation If. the taking involves a portion of the Common Area on which improvements have been constructed, then, unless within sixty (60) days after such taking, the Class "B" members (if such membership shall then exist) and at least seventy-five (75%; percent of the Class "A" members of the Association shall otherwise agree, the Association shall restore or replace such improvements so taken on the remaining land included in the Common Area to the extent lands are available therefor, in ac- cordance with plans approved by the Board of Directors of the Association. If such improvements are to be repaired or re- stored, the above provisions in Article V hereof regarding the disbursement of funds in respect to casualty damage or destruc- tion which is to be repaired shall apply. If the taking does not involve any improvements on the Common Area, or if there is a decision made not to repair or restore, or if there are funds remaining after any such restoration or replacement is com- pleted, then such award or funds shall be disbursed to the As- sociation and used for such purposes as the Board of Directors of the Association shall determine. If the taking includes one or more Lots, or any part or parts thereof, whether or not there is included in the taking any part of the Common Area, then the award shall be disbursed and all related matters, including, without limitation, the al- teration of ownership of the Common Area, shall be handled pur- suant to and in accordance with the consent of no less than fifty (50%) percent of all Owners expressed in a duly recorded amendment to this Declaration; provided that the consent of the Owner or Owners of the Lot or Lots so taken must first be ob- tained. If the consent cannot be obtained, the funds shall be disbursed as the Court may determine. Article VII Rights and Obligations of the Association Section 1. Common Area. The Association, subject to the rights of the Owners set forth in this Declaration, shall be responsible for the exclusive management and control of the Common Area and all improvements thereon (including furnishings -14- and equipment related thereto, if any), and shall keep it in good, clean, attractive, and sanitary condition, order, and re- pair, pursuant 'to the terms and conditions of this Declaration and the By-Laws. Section 2. Services. The Association may obtain and pay for the services of any person or entity to manage its af- fairs or any part thereof, to the extent it deems advisable, as well as such other personnel as the Association shall determine to be necessary or desirable for the proper operation of the Properties, whether such personnel are furnished or employed di- rectly by the Association or by any person or entity with whom or with which it contracts. The Association may obtain and pay for legal and accounting services necessary or desirable in con- nection with the operation of the Properties or the enforcement of this Declaration. The Association may, but shall not be re- quired to, a~range as an Ass' n pense with third parties to furnish waber, trash collection, sewer service, and other common services to each Lot. Section 3. Personal Property and Real Property for Common Use. The Association, through action of its Board of Di- rectors, may acquire and hold tangible and intangible personal property and real property and may dispose of the same by sale or otherwise. Section 4. Rules and Regulations. The Association, through its Board of Directors, may make and enforce reasonable rules and regulations governing the use of the Lots and of the Common Area consistent with the rights and duties established by this Declaration. Enforcement may include the imposition of reasonable monetary fines which, if not paid when due, shall constitute a lien, as provided in Article VIII hereof. Section 5. Implied Rights. The Association may exer- cise any other right or privilege given to it expressly by this Declaration or by law and every other right or privilege reason- ably to be implied from the existence of any right or privilege given to it herein or reasonably necessary to effectuate any such right or privilege. Article VIII Assessments Section 1. Purpose of Assessment. The assessments for common expenses provided for herein shall be used for the gener- al purposes of promoting the ~ecreation, health, safety, wel- fare, common benefit, and enjoyment of the Owners and occupants of residences, and maintaining the Properties, all as may be -15- more specifically authorized from time to time by the Board of Directors. Section 2. Creation of the Lien and Personal Obliga- tion of Assessments. Each Owner of any 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) annual assessment or charges; (b) special assessments, such as- sessments to be established and collected as hereinafter pro- vided; and (c} specific assessments against any particular Lot which are established pursuant to the terms of this Declaration, including, but not limited to, reasonable fines as may be im- posed in accordance with Article Il, Section 8, hereof. Ail such assessments, together with interest at the highest rate allowable under the laws of the State of Georgia from time to time relating to usury for residential real estate, costs, and reasonable attorney's fees actually incurred, shall be a charge on the land and shall be a continuing lien upon the Lot against which each assessment is made. Each~such assessment, together with interest, costs, and reasonable attorney's fees actually incurred, shall also be the personal obligation of the person who was the Owner of such Lot at the time the assessment fell due. Each Owner shall be personally liable for his or her por- tion of each assessment coming due while he or she is the Owner of a Lot, and his or her grantee shall be jointly and severally liable for such portion thereof as may be due and payable at the time of conveyance. Assessments shall be paid in such manner and on ~uch dates as may be fixed by the Board of Directors, which may in- clude, without limitation, acceleration of the annual assessment for delinquents. Unless otherwise provided by the Board, the assessment shall be paid in mo,thly installments; provided, how- ever, the liability of a grantee for the unpaid assessments of its grantor shall not apply to any first mortgage holder tak- ing title through foreclosure proceedings or deed in lieu or foreclosure. Section 3. Cgmputation.' It shall be the duty of the Board, at least thirty (30) days prior to the Association's an- nual meeting, to prepare a budget covering the estimated costs of operating the Association during the coming year, which shall include a capital contribution or reserve in accordance with a capital budget separately prepared. The Board shall cause the budget and the assessments to be levied against each Lot for the following year to be delivered to each member at least thirty (30) days prior to the meeting. The budget and the assessment shall become effective unless disapproved at the annual meeting by a vote of at least fifty-one (51%) percent of the total Asso- ciation membership. Notwithstanding the foregoing, however, in -16- ii ! I ! I I I t ! ! ! the event the membership disapproves the proposed budget or the Board fails for any reason so to determine the budget for the succeeding year, then and until such time as a budget shall have been determined, as provided herein, the budget in effect for the then current year shall continue for the succeeding year. Section 4. Special Assessments. In addition to the annual assessments authorize~ above, the Association may levy, in any assessment year, a special assessment, applicable to that year only; provided that any such assessment shall have the as- sent of at least fifty (50%) percent of the votes of each class of the Owners who are voting in person or by proxy at a meeting duly called for this purpose. The Board of Directors may make such special assessments payable in installments over a period which may, in the Board's discretion, extend in excess of the fiscal year in which adopted. Section 5. Notice of Meeting. Written notice of any meeting called for the purpose of taking any action authorized under Sections 3 or 4 shall be sent to all members not less than ten (10) days nor more than thirty (30) days in advance of the meeting. At the first such meeting called, the presence of mem- bers, in person or represented by proxies, entitled to cast at least fifty (50%) percent of all the votes of the Class "A" mem- bers shall constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same no- tice requirement, and the required quorum at the subsequent meeting shall be one-half (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than sixty (60) days following the preceding meeting and no meeting shall be held with less than one-fourth (1/4) of the members constituting a quorum. Section 6. Lien for Assessments. All sums assessed against any Lot pursuant to this Declaration, together with in- terest, as provided herein, shall be secured by a lien on such Lot in favor of the Association. Such lien shall be superior to all other liens and encumbrances on such Lot, except for (a) liens of ad valorem taxes; or (b) liens for all sums unpaid on a first mortgage deed or on any mortgage to Declarant duly re- corded in the public records of Fayette County, Georgia, and all amounts advanced pursuant to such mortgage and secured thereby in accordance with the terms of such instrument. Ail other persons acquiring liens or encumbrances on any Lot after this Declaration shall have been recorded in said records shall be deemed to consent that such liens or en- cumbrances shall be inferior to future liens for assessments, as provided herein, whether or not prior consent be specif- ically set forth in the instruments creating such liens or encumbrances. -17- Section 7. Effect of Nonpayment of Assessments: Rem- edies of the Association. Any assessments which are not paid when due shall be delinquent. Any assessment 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 shall cause a notice of delinquency to be given to any member who has not paid within ten (10) days following the due date. If the assessment is not paid within thirty (30) . days, a lien, as herein provided, shall attach and, in addition, the lien shall include the late charge, interest on the princi- pal amount due, plus the late charge at the maximum allowable rate from the date first due and payable, all costs of collec- tion, reasonable attorney's fees actually incurred, and any other amounts provided or permitted by law. In the event that the assessment re~ains unpaid after sixty (60) days, the Asso- ciation may, as the Board shall determine, institute suit to collect such amounts and to foreclose its lien. Each Owner, by acceptance of a deed to a Lot, vests in the Association or its agents the right and power to bring all actions against him or her, personally, for the collection of such charges as a debt or to foreclose the aforesaid lien in the same manner as other liens for the improvement of real property. The lien provided for in this Article shall be in favor of the Association and shall be fo~ the benefit of all other Owners. The Association, acting on behalf of the Owners, shall have the power to bid on the Lot at any foreclosure sale or to acquire, hold, lease, mortgage, or convey the same. No Owner may waive or otherwise escape liability for the assessments provided for herein, in- cluding, by way of illustration, but not limitation, abandon- ment of the Lot. Section 8. Date of Commencement of Annual Assessments. (a) The annual assessments provided for herein shall commence as to all Lots on the first day of the month following the conveyance of the Common Area by the Declarant and shall be due and payable in a manner and on a schedule as the Board of Directors may provide. The first annual assessment shall be adjusted according to the number of months then remaining in that fiscal year. (b) Notwithstanding anything contained herein to the contrary, Declarant, on behalf of itself and all other Class "B" members, if any, covenants and agrees to pay an annual assess- ment, payable monthly, for each Lot it owns containing an occu- pied residence (one hundred (100%) percent of the assessment); the Declarant shall not be responsible for assessments on Lots it owns which do not contain an occupied residence. So long as the Declarant retains the power provided in Article III, Section 3, of the By-Laws, the Declarant Shall fund any deficit which -18- may exist between assessment income and the annual budget; pro- vided, however, the budget, assessments, and deficit, if any, shall be annually reviewed, and assessments may be increased, as provided herein, for the subsequent year. Section 9. Capital Budget and Contribution. The Board of Directors shall annually prepare a capital budget which shall take into account the number and nature of replaceable assets, the expected life of each asset, and the expected repair or re- placement cost. The Board shall set the required capital con- tribution, if any{ in an amount sufficient to permit meeting the projected capital needs of the Association, as shown on the cap- ital budget, with respect both to amount and timing by annual assessments over the period of the budget. The capital contri- bution required shall be fixed by the Board and included within the budget and assessment, as provided in Section 3 of this Ar- ticle. A copy of the capital budget shall be distributed to each member in. the same manner as the operating budget. Article IX Architectural Standards No construction, alterations~__add~ o3~_erection -~.~qy nat~r~ ~h~tsoevg~ shall be commenced or maintaine--~ upon any p~f--6~ the Propert~uch as is installed or ap- proved by the Declarant in connection with the initial construc- tion of buildings on the Properties or as approved in accordance with this Article. No construction, addition, change, or exter- ior alteration shall be made unless and until the plans and spe- cifications showing the nature, kind, shape, height, materials, and location shall have been submitted in writing to and ap- proved as to harmony of external design and location in relation to surrounding structures and topography and for compliance with this Article by the Board of Directors of the Association or by an Architectural Standards Committee composed of three or more representatives appointed, by the Board, which shall promulgate written standards and guidelines for the exercise of this review. The Board or the Architectural Standards Committee shall be the sole arbiter of such plans and may withhold approv- al for any reason, including purely aesthetic considerations, and it shall be entitled to stop any construction in violation of these restrictions. Any member of the Architectural Stand- ards Committee, the Board, or its representatives shall have the right, during reasonable hours, to enter upon any Lot to inspect any Lot and any improvements thereon, for the purpose of ascertaining whether or not these restrictive covenants have been or are being complied with. Such person or persons shall I not be deemed guilty of trespass by reason of such entry or by reason of remedying or correcting any such breach of these cove- nants. In the event said Board, or its designated committee, fails to approve or to disapprove such design and location with- in forty-five (45) days after said plans and specifications have been submitted to it, approval will not be required and this Ar- ticle IX will be deemed to have been fully complied with. If no application for approval has been made to the Board or its rep- resentatives, suit to enjoin or to remove such additions, alter- ations, or improvements may be instituted at any time. Article X Party Walls Section 1. General Rules of Law to Apply~ Each wall which is built as a part of the original construction of the residences.upon the Properties and placed on the dividing line between tWO or more Lots shall constitute a party wall, and, to the extent not inconsistent with the provisions of this Article, the general rules of law regarding party walls and liability for property damage due to negligence or willful acts or omis- sions shall apply thereto. Section 2. Sharing of Repair and Maintenance. The reasonable repair and maintenance of a party wall not covered by insurance shall be shared by the Owners who make use of the wall in proportion to such use. Section 3. Weatherproofing. Notwithstanding any oth- er provisions of this Article, an Owner who by his or her negli- gence or willful act causes the party wall to be exposed to the elements shall bear the whole cost of furnishing the necessary protection against such elements. Section 4. Right to Contribution Runs With Land. The right of any Owner to contribution from any other Owner under this Article shall be appurtenant to the land and shall pass to such Owner's successors in title. Article XI Use RestrictiQns The Properties shall be used only for residential, rec- reational, and related purposes as may more particularly be set forth in this Declaration and in amendments hereto. The Asso- ciation, acting through the Board of Directors, shall have standing and power to enforce use restrictions. -20- ii ! I I I I I I I I I I I I Article XII General Provisions Section 1. Enforcement. Each Owner shall comply strictly with the By-Laws and with the administrative rules and regulations adopted pursuant thereto, as either of the same may be lawfully amended from time to time, and with the covenants, conditions, and restrictions set forth in this Declaration and in the deed to his or her Lot, if any. The Board of Directors may impose fines o~ other sanctions, collection of which shall be as provided for in Article VIII hereof. Failure to comply with any of the same shall be grounds for an action to recover sums due for damages or injunctive relief, or both, maintain- able by the Board of Directors, on behalf of the Association, or, in a proper case, by an aggrieved Owner. Failure by 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. Sec'~i0n 2. Severability. Invalidation of any one of these covenants or restrictions by judgment or court order shall in no way affect any other provisions which shall remain in full force and effect. Section 3. Per.p9tgities. If any of the covenants, conditions, restrictions, or other provisions of this Declara- tion shall be unlawful, void, or voidable for violation of the rule against perpetuities, then such provisions shall continue only until twenty-one (21) years after the death of the last survivor of the now living descendants of Elizabeth, Queen of England. Section 4. Notice of Sa!ef Leasef or Mortgage. In the event an Owner sells, leases, or mortgages the Owner's prop- erty, the Owner will be required to give to the Association, in writing, the name of the purchaser, lessee, or mortgagee of the property and such other information as the Board may reasonably require. Section 5. Amendments. Subject to Article XIII, the covenants and restrictions of this Declaration may be amended by an instrument approved by not less than two-thirds (2/3) of the Class "A" and "B" votes by vote in a meeting or by execution in writing. Any amendment must be properly recorded in the pub- lic records of Fayette County, Georgia. So long as the veto power contained in Article Iii, Section 3, of the By-Laws shall continue, the Declarant may make such amendments as may reason- ably be necessary but which do not affect any substantive rights of any other Owner. So long as the Declarant or its successor has any Lots for sale in the ordinary course of business, its rights to market, sell, advertise, or to use the Common Area or -21- 27'7 Lots for such purposes, as provided in Article II, may not be abridged by amendment without the Declarant's express consent in writing. Section 6. Indemnification. The Association shall in- demnify every officer and director against any and all expenses, including counsel fees, reasonably incurred by or imposed upon any officer or director in connection with any action, suit, or other proceeding (including settlement of any suit or proceed- ing, if approved by the then Board of Directors) to which he may be made a party by reason of being or having been an officer or director at the time such expenses are incurred. The officers and directors shall not be liable for any mistake of judgment, negligence, or otherwise, except for their own individual will- ful misfeasance, malfeasance, misconduct, or bad faith. The officers and directors shall have no personal liability with respect to any contract or other commitment made by them in good faith on behalf of the Association (except to the extent that such officers or directors may also be members of the Associa- tion) and the Association shall indemnify and forever hold each such officer and director free and harmless against any and all liability to others on account of any such contract or commit- ment. Any right to indemnification provided for herein shall not be exclusive of any other rights to which any officer or director, or former officer or director, may be entitled. The Association shall, as a common expense, maintain adequate gen- eral liability and officers' and directors' liability insurance, if reasonably available, to fund this obligation. Article XIII Mortgagee Provisions It is the Declarant's intention that Flat Creek Villas qualify for the possible sale of first mortgages on residences in the development to the secondary mortgage market. The re- quirements contained in this Article are to effectuate that purpose. The following provisions are for the benefit of hold- ers, insurers, or guarantors of first mortgages on Lots in Flat Creek Villas. TO the extent applicable, necessary, or proper, the provisions of this Article XIII apply to both this Declara- tion and to the By-Laws of Flat Creek Villas Homeowners Asso- ciation, Inc. Where indicated, these provisions apply only to "eligible holders," as hereinafter defined. Section 1. Notices of Action. An institutional hold- er, insurer, or guarantor of a first mortgage who provides a written request to the Association (such request to state the -22- 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 Properties 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 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 nol~er of a first mortgage, upon request, is entitled to written notice from the Association of any default in the performance by an Owner of a Lot of any obligation under the Declaration or By-Laws of the Association which is not cured within sixty {6'0) days; (c) any lapse, cancellation, or material modification of any insurance policy maintained by the Association; or (d) any proposed action which would require the con- sent of a specified percentage of mortgage holders. Section 2. Special FHLMC Provision. So long as re- quired by The Mortgage Corporation, the following provisions apply, in addition to and not in lieu of the foregoing. Unless two-thirds (2/3} of the first mortgagees or Owners give their consent, the Association shall not: (a) by act or omission seek to abandon, partition, subdivide, encumber, sell, or transfer the Common Area which the Association owns, directly or indirectly (the granting of ease- ments for public utilities or other similar purposes consistent with the intended use of the Common Area shall not be deemed a transfer within the meaning of this subsection); (b) change the method of determining the obligations, assessments, dues, or other charges which may be levied against an Owner; (c) by act or omission change, waive, or abandon any scheme of regulations or enforcement thereof pertaining to the architectural design or the exterior appearance and maintenance of residences on Lots and of the Common Area (the issuance and amendment of architectural standards and procedures and regu- lations and use restrictions hereunder shall not constitute a change, waiver, or abandonment within the meaning of this subsection); (d) fail to maintain fire and extended coverage insur- ance, as required by this Declaration; or (e] use hazard insurance proceeds for any Common Area losses for other than the repair, replacement, or reconstruction of such property. Nothing contained in Article XIII, Section 2, of this Declaration shall be construed to reduce the percentage vote that must otherwise be obtained under the Declaration for any of the acts set out of this Section. Section 3. payment of Taxes. First mortgagees of Lots may, jointly or singly, pay taxes or other charges which are in default and which may or have become a charge against any Common Area and may pay overdue premiums on hazard insurance policies or secure new hazard insurance coverage on the lapse of a pol- icy for such Common Area. First mortgagees making such pay- ments shall De owed immediate reimbursement therefor from the Association. Section 4. No Priority. No provision of this Declara- tion or the By-Laws gives or shall be construed as giving any Owner or any other party priority over any rights of the first mortgagee of a Lot in the case of a distribution to such Owner of insurance proceeds or condemnation awards for losses to or a taking of Common Area. Section 5. Notice of Default. Notwithstanding any- thing contained herein which might otherwise be construed to the contrary, a first mortgagee, upon request, will be entitled to written notification from the Association of any default in the performance by an Owner of a Lot in which such mortgagee has an interest of any obligation under this Declaration, the By-Laws, or the Articles of Incorporation which is not cured within sixty (60) days. Article"XIV Annexation of Additional Property Section 1. Annexation Without Approval of Class "A" Membership. As the owner thereof, or if not the owner, with the consent of the owner thereof, Declarant shall have the uni- lateral right, privilege, and option, from time to time at any time until January 1, 1988, to subject to the. provisions of this Declaration and the jurisdiction of the Association all or any portion of the improved and unimproved real property described in Exhibit "B" attached hereto and by reference made a part hereof by filing in the Fayette County, Georgia Records, an -24- amendment annexing such property. Such amendment to this Dec- laration shall not require the vote of Class "A" members. Any such annexation shall be effective upon the filing for record of such amendment unless otherwise provided therein. Declarant shall have the unilateral right to transfer to any other person the said right, privilege, and option to an- nex additional property which is herein reserved to Declarant, provided that such transferee or assignee shall be the developer of at least a portion of said real property described in said Exhibit "B", attached hereto, which, at the time of such trans- fer and assignment (or contemporaneously therewith), is sub- jected to the provisions of this Declaration. Any provision to the contrary notwithstanding, the max- imum number of residence units which may be located on said real property described in said Exhibit "B", attached hereto, which is subjected to ~the provisions of this Declaration and the jur- isdiction of t~e Association shall not exceed twenty-four (24), unless the Class "A" members of the Association agree thereto. Section 2. Annexation With Approval of Class "A" Mem- bership. Subject to the consent of the owner thereof, upon the affirmative vote of a majority of the Class "A# members of the Association present or represented by proxy at a meeting duly called for such purpose, the Association may annex real property other than that shown on Exhibit "B" to the provisions of this Declaration and the jurisdiction of the Association by filing for record in the Fayette County, Georgia Records, a supplemen- ~ tary amendment in respect to the property being annexed. Any such supplementary amendment shall be signed by the President and the Secretary of the Association, and any such annexation shall be effective upon filing unless otherwise provided there- in. The time within which and the manner in which notice of any.such meeting of the Class "A" members of the Association, called for the purpose of determining whether additional proper- ty shall be annexed, and the quorum required for the transaction of business at any such meeting, shall be as specified in the By-Laws of the Association. [CONTINUED] -25- IN WITNESS WHEREOF, the undersigned Declarant has exe- cuted this Declaration under seal this 5 day of May 1985 . ' LARRY STINNETT CONSTRUCTION, INC., a Georgia corporation Signe,d, sealed, and deliv- ered before me this ..~ , NOTARY PU~L'IC 5 i " '. '1 -26-