Declaration of Covenants, Conditions, and Restrictions

Rules and Regulations By-Laws

This Declaration Of Covenants, Conditions, And Restrictions (“Declaration”) is made this 10th day of August, 2005, by Cornerstone at Hunters Creek, L.P., a Pennsylvania limited partnership (“Declarant”).

Recitals

1. Declarant is the fee simple owner of land located in the Conewago Township, York County, Pennsylvania, which land is shown on the Final Subdivision Plan for The Enclave at Hunter Creek, dated September 7, 2004, and recorded in the Office of the Recorder of Deeds of York County, Pennsylvania in Plan Book Volume SS, Page 859 (the “Plat”).
2. Declarant intends to develop the Property (as defined in Article I(h) of this Declaration) as a residential community and to insure a uniform plan and scheme of development Declarant subjects the Property to the covenants, conditions, restrictions, easements, charges, and liens (collectively, the “Covenants”) set forth in this Declaration to:
   1. insure uniformity in the development of the Lots (as defined in Article I(e) of this Declaration);
   2. facilitate the sale of the Lots by Declarant, its successors and assigns, by assuring purchasers of uniformity;
   3. make certain that the Covenants apply uniformly to all Lots shown on the Plat for the mutual advantage of Declarant, the Record Owners (as defined in Article I(i) of this Declaration), any Mortgagee (as defined in Article I(g) of this Declaration), and all those who may in the future claim title through any of the above;
   4. provide for the benefit of the Record Owners the maintenance of reserved open spaces and common areas, including, but not limited to easements, charges, and liens described in this Declaration; and
   5. create an association to be delegated and assigned the powers of maintaining and administering the Common Area (as defined in Article I(c) of this Declaration) and collecting and disbursing the assessments and charges created pursuant to this Declaration; this Association (as defined in Article I(a) of this Declaration) must be incorporated under the laws of Pennsylvania as a nonprofit corporation, for the purpose of exercising the functions described in this Declaration.

Wherefore, Declarant subjects the Property, including each of the Lots, to the Covenants to be observed and enforced by Declarant, its successors, and its assigns, as well as by all purchasers of Lots, as follows:

Article I

Definitions

The following words when used in this Declaration have the following meanings:

1. “Association” means The Enclave at Hunter Creek Homeowners’ Association, Inc.
2. “Builder” means any person or entity other than Declarant that, in the ordinary course of such person’s business, constructs a dwelling on a Lot and sells or leases it to another person to occupy as such person’s residence.
3. “Common Area” means those areas of the Property designated “Open Space” on the Plat intended to be devoted to the common use and enjoyment of the Record Owners,, including, but not limited to, reserved open spaces, maintenance areas, private streets, if any, parking areas, storm water detention basin, wetland mitigation lots, storm water management facilities, pavilions, the 20′ buffer zone (as shown on the Plat) and any other real property or other facilities in which the Association acquires a right of use for the benefit of the Association and its members, saving and excepting, however, so much of the Property previously conveyed or to be conveyed to York County, Pennsylvania. The Open Space lots are more particularly described in Exhibits “C-1” and “C-2” attached hereto.
4. “Declarant” means Cornerstone at Hunters Creek, L.P. and any successor or assign to whom it expressly (i) conveys or otherwise transfers all of its right, title, and interest in the Property, as an entirety, without reservation of any kind, or (ii) transfers or assigns all of its right, title, and interest under this Declaration or any amendment or modification of this Declaration. ,
5. “Lot” and “Lots” mean those areas of land shown and defined as parcels or plots of ground (exclusive of Common Area except for the purpose of defining “Property” below) and designated by Lot Numbers 1 through 90 on the Plat, as more particularly described on Exhibit A, attached hereto and made a part hereof.
6. “Mortgage” means any mortgage or deed of trust encumbering any Lot or any or all of the Common Area, and any other security interest existing by virtue of any other form of security instrument or arrangement; provided that such mortgage, deed of trust, or other form of security instrument and an instrument evidencing any such other form of security arrangement is recorded in the Office of the Recorder of Deeds of York County, Pennsylvania.
7. “Mortgagee” means the person or entity secured by a Mortgage.
8. “Property” means the property described in Exhibit B, which is attached hereto and made a part hereof, including any additional land that may expressly be made subject to this Declaration by an instrument in writing, duly executed and recorded in the Office of the Recorder of Deeds of York County, Pennsylvania.
9. “Record Owner” means the person, firm, corporation, trustee, or legal entity, or the combination thereof, including contract sellers, holding record title to a Lot in his, her, or its own name, as joint tenants, tenants in common, tenants by entirety, or tenants in co- partnership. If more than one person, firm, corporation^ trustee, or other legal entity, or any combination thereof, holds the record title to any one Lot, whether it is in a real property tenancy or partnership relationship or otherwise, then all of the same, as a unit, are considered a single Record Owner and thus a single Member (as defined in Article IV, Paragraph 1 of this Declaration) of the Association. The term “Record Owner,” however, does not mean any contract purchaser, the owner of any redeemable ground rent issuing out of any Lot, or the holder of any deed of trust or mortgage covering any Lot designed solely for the purpose of securing performance of an obligation or payment of debt. The term “Record Owners” means the Record Owner of each and every Lot.
10. “Structure” means any thing or device the placement of which upon the Property (or any part of the Property) may affect the appearance of the Property (or any part of the Property) including, by way of illustration and not limitation, any building; trailer; garage; porch; shed; greenhouse; bathhouse; coop or cage; covered or uncovered patio; clothesline; radio, television, or other antenna or “dish;” fence; sign; curbing; paving; wall; roadway; walkway; exterior light; landscape, hedge, trees, shrubbery, or other planting; signboard; any temporary or permanent living quarters (including any house trailer); or any other temporary or permanent improvement made to the Property or any part of the Property. “Structure” also means:
    1. any excavation, fill, ditch, diversion, dam, or other thing or device that affects or alters the natural flow of surface waters from, upon, or across the Property, or that affects or alters the flow of any waters in any natural or artificial stream, wash, or drainage channel from, upon, or across the Property, and
    2. any change in the grade of the Property (or any part of the Property) of more than six (6) inches from that existing at the time of first ownership by a Record Owner.

Article II

Covenants, Conditions, and Restrictions

2.0. Architectural Review Committee

The Board of Directors of the Association shall appoint The Enclave at Hunter Creek Architectural Review Committee (the “Architectural Review Committee”). The Architectural Review Committee has all the rights, powers, and duties granted to it by Declarant pursuant to this Declaration.

Each member of the Architectural Review Committee must act and serve during the Development Period and until his or her successor is duly appointed. At any time after the expiration of the Development Period (as defined in Article IV, Paragraph 4.2 of this Declaration), the then-Members of the Association may, upon a majority vote of the Members of the Association, elect new members to or otherwise change the membership of the Architectural Review Committee, so long as the Architectural Review Committee is at all times comprised of at least three (3) members. If a member of the Architectural Review Committee dies or resigns during the Development Period, then Declarant has the sole right and authority to appoint a successor by designating the name and address of such successor. Declarant may relinquish to the Association its right to designate any successor member of the Architectural Review Committee prior to the expiration of the Development Period, in the sole discretion of Declarant.

At any time, or from time to time, during the Development Period and for any reason, Declarant may replace the members of the Architectural Review Committee with other individuals selected by Declarant in its sole discretion. A majority of the members of the Architectural Review Committee shall decide or approve all questions, issues, or applications before the Architectural Review Committee.

Each member of the Architectural Review Committee serves without compensation. Declarant grants to the Architectural Review Committee, its successors and assigns, the right to establish architectural design criteria for the community (the “Design Guidelines”), which shall be made available to all Members of the Association. The Architectural Review Committee may waive any of the Covenants in Paragraphs 2.3 through 2.27 of this Article II as the Architectural Review Committee, in its sole discretion, deems advisable and in the best interest of the Association and all Record Owners.

2.1 Architectural Review

1. Other than construction or development by, for, or under contract with Declarant, no Structure may be constructed on any Lot and no addition (including awnings and screens), change, or alteration to a Structure or to the contour of any Lot (singularly, an “Alteration” and collectively, the “Alterations”) may be made until the plans and specifications described in this Article II, Paragraph 2.1 have been submitted to and approved in writing by the Architectural Review Committee and until all necessary permits and any other governmental or quasi-governmental approvals have been obtained. A Record Owner must submit plans and specifications for the construction of a Structure or an Alteration to the Architectural Review Committee in duplicate and the plans and specifications must include the following:
   1. a schematic and detailed drawing and a written description showing the nature, kind, shape, dimensions, material, floor plans, color scheme, and location of the proposed Structure or Alteration;
   2. the estimated cost to complete the construction of the Structure or Alteration;
   3. the proposed construction schedule; and
   4. a designation of the party or parties to perform the work.

   The Architectural Review Committee’s approval of any Structure or Alterations does not relieve the Record Owner from his, her, or its obligation to obtain any and all permits and approvals necessary for such Structure, Alterations, or other changes.

2. In considering all applications for a Structure or Alterations, the Architectural Review Committee must base its approval or denial of an application on achieving conformity with this Declaration, compliance with applicable law, and consistency with the Design Guidelines. The Architectural Review Committee must consider the extent to which a Record Owner’s proposal shall ensure conformity and harmony in exterior design and
   appearance, based upon, among other things, the following factors:
   1. the quality of workmanship;
   2. nature and durability of materials;
   3. harmony of external design with existing structures;
   4. choice of colors;
   5. changes in topography, grade elevations, or drainage;
   6. the ability of the party or parties designated by the Record Owner to complete the Structure, Alterations, or other changes proposed in accordance with this Declaration, including, without limitation, such factors as background, experience, skill, and quality of workmanship;
   7. the Record Owner’s financial ability to construct the Structure or Alterations;
   8. public health and safety;
   9. the effect of the proposed Structure, Alterations, or other changes on the use, enjoyment, and value of other neighboring properties, or on the outlook or view from adjacent or neighboring properties; and
   10. the suitability of the proposed Structure, Alterations, or changes with the general aesthetic value of the surrounding area.
3. The Architectural Review Committee may refuse to approve any plans or specifications (including grading and location plans) that are not suitable or desirable, in its opinion, for aesthetic or other considerations. Written requests for approval, accompanied by the foregoing described plans and specifications or other specifications and information, as may be required by the Architectural Review Committee from time to time, must be submitted to the Architectural Review Committee by registered or certified mail or in person in which case a written receipt shall be given. The address of the principal place of business of the Association is the address of the Architectural Review Committee.If the Architectural Review Committee fails to approve or disapprove an application within sixty (60) days of receipt of the application, such application is deemed approved. Approval of any particular plans and specifications or design for one (1) Lot is not a waiver of the right of the Architectural Review Committee to disapprove the same or similar plans and specifications, or any elements or features thereof, for another Lot. The Architectural Review Committee may charge a reasonable processing fee for requests to review plans and specifications.
4. Construction of Structures or Alterations based on the plans and specifications approved by the Architectural Review Committee must be commenced within six (6) months following the date of approval and completed within twelve (12) months of commencement of the construction of the Structure or Alterations, or within such other period as the Architectural Review Committee specifies in its approval. If the work is not commenced within six (6) months from the date of approval, then the Architectural Review Committee’s approval of the plans and specifications lapses and compliance with the provisions of this Article II, Paragraph 2.1 is again required. After completion of construction, all Structures or Alterations must be maintained continuously in strict conformity with the plans and specifications approved and all applicable laws.If any Structure is altered, erected, placed, or maintained on any Lot other than in accordance with this Declaration, the approved plans and specifications, and applicable law, then such action is a violation of this Declaration and, promptly after the Association gives written notice of the violation to the Record Owner, that Structure must be removed or restored to its condition prior to such action, and that use must cease, so as to terminate the violation.

   If, within thirty (30) days after receiving notice from the Architectural Review Committee or the Association of the violation, the Record Owner has not taken reasonable steps to terminate the violation or violations, any agent of the Association may enter upon the Lot in question and take such steps as are reasonably necessary to terminate the violation. The cost incurred by the Association of remediating or repairing the violation or violations is a binding, personal obligation of the Record Owner and such cost shall be an Other Assessment on the Lot to be enforced as provided in Article VIII. Upon the failure of the Record Owner to pay such Other Assessment within fifteen (15) days after receipt of the written demand from the Association, the Association may establish a lien upon the Lot in accordance with and subject to the provisions of this Declaration applicable to an assessment lien.

5. Any member of the Architectural Review Committee, upon the occurrence of a violation of this Declaration and after the Association or the Architectural Review ‘ Committee gives written notice of the violation to the Record Owner of the applicable Lot, at any reasonable time, may enter upon and inspect any Lot and the exterior of any Structure to ascertain whether the maintenance, construction, or alteration of such Lot or Structure is in accordance with this Declaration.

2.2. Assignment By Architectural Review Committee

At its election and in its sole discretion, the Architectural Review Committee may assign or transfer all of its rights and powers (including discretionary powers and rights and powers of consent or approval) by an assignment recorded in the minutes of the Association. This assignment or transfer may be made to any one or more corporations or associations or committees of individuals agreeing to accept the same. Any assignment or transfer of rights or powers may be made by the Architectural Review Committee as to the entire Property or as to any part or parts of the Property, and the assignment or transfer may be to different parties for different parts of the Property.

Upon the recordation of the assignment or transfer in the minutes of the Association, the assignee(s) or transferee(s) of such rights and powers may exercise and perform all the rights and powers assigned or transferred by such an instrument in lieu of the Architectural Review Committee, upon and subject, however, to such limitations, conditions, reservations, and provisionsasmaybeimposedbyorsetforthinsuchinstrumentofassignmentortransfer. An instrument assigning or transferring rights and powers may, among other things, provide for future or further assignment or transfer of rights and powers to others by the assignee(s) or transferee(s).

2.3 Land Use

Except as otherwise provided, a Lot may only be used for private and townhouse residential purposes and no Structure of any kind may be erected, altered, or maintained on a Lot except a private, townhouse dwelling for the sole and exclusive use of the Record Owner or other occupant of the Lot. A Lot may not be used for apartments or other types of multiple-family housing units; it being the intention of Declarant that each and every one of the Lots be used solely for a detached dwelling.

2.4 Swimming Pools And Sheds

Swimming pools of any kind are not permitted. Subject to the review by the Architectural Review Committee, and the restrictions in 2.41 below, Sheds shall be permitted.

2.41 Specific Requirements for Sheds

1. to be placed only in the rear yard of the property.
2. to be placed adjacent to the home to minimize visibility from the neighboring homes and from the street.
3. to be kept in good repair.
4. to be closed and secured when not in use.

2.5 Driveways

The Architectural Review Committee must approve all driveways and parking areas, if any.

2.6 Exterior Materials

The Architectural Review Committee must approve in advance all primary exterior materials of any Structure constructed on a Lot.

2.7 Temporary Structures

No Structure of a temporary character, including a trailer, basement, tent, shack, garage, or other outbuildings may be used on any Lot as a residence, either temporarily or permanently.

2.8 Real Estate Sales or Construction Office

Notwithstanding other provisions of this Declaration,’Declarant or Builder may construct, maintain/and operates real estate sales or construction office or a trailer and related signs, including signs identifying Lots by number, on any Lot or in any Structure located on a Lot; provided such office or trailer and signs are used and operated only in connection with the development or initial sale of any Lot or Lots or the initial construction of improvements on any Lot. Declarant or Builder may maintain and operate a real estate sales or construction office or trailer in a model home on a Lot until the sale of the final Lot by Declarant or Builder, as the case may be.

2.9 Traffic View

No Structure, landscaping, shrubbery, or any other obstruction may be placed on any Lot so as to block the clear view of traffic on any street. No planting may be done on any comer Lot that shall exceed three (3) feet in height closer than twenty (20) feet from either street line, except shade trees that must be trimmed so that a clear view may be maintained to the height of eight (8) feet.

2.10 Yards

The area within the front and the sides of a dwelling on a Lot must be kept only as a yard for ornamental or decorative planting of grass, perennials, trees, and shrubbery. No vegetable gardens shall be kept or maintained on the front or side yards of any Lot. No statutes, sculptures, painted trees’, ornaments or replicas of animals or other objects may be affixed to or placed on any Lot or dwelling.

2.11 Fences

Fences shall be permitted; provided, however, that any fence must be approved by the Architectural Review Committee prior to installation. Privacy fences not to exceed six (6) feet in height may be constructed within ten (10) feet of the footprint of the house. Any fence constructed more than ten (10) feet from the footprint of the house may not exceed four (4) feet in height. All fences must be in the back yard of the house constructed on any Lot so that no portion of the fence shall extend into the side or front yard of the house on any Lot. For this purpose, the side and front yards are all portions of the Lot in front of the line created by the back wall of the house.

2.12 No Change in Grading

Record Owners may not, through landscaping, create any excavation, fill, ditch, diversion, dam, or other thing or device that affects or alters the natural flow of surface waters from, upon, or across the Property, or that affects or alters the flow of any waters in any natural or artificial stream, wash, or drainage channel from, upon, or across the Property, or change the grade of the Property (or any part of the Property) by more than six inches from that existing at the time of first ownership by a Record Owner.

2.13 Neat Appearance

Record Owners must maintain their Lots and all appurtenances to their Lots in good repair and in a state of neat appearance, including but not limited to the following:

1. seeding, watering, and mowing all lawns and yards;
2. keeping all sidewalks, if any, neat, clean, and in good repair and free of ice and snow;
3. pruning and cutting all trees and shrubbery; and
4. painting (or other appropriate external care) all Structures on the Lot.

In the opinion of the Architectural Review Committee, if any Record Owner fails to perform the duties imposed by this Article II, Paragraph 2.13, then the Association, with the approval of a majority of the Board of Directors, may provide the Record Owner with fifteen (15) days’ written notice to remedy the condition in question. Upon the failure of the Record Owner to remedy the condition, the Association may, through its agents and employees, enter upon the Lot in question and repair, maintain, repaint, and restore the Lot and the improvements or Structures on the Lot. The cost incurred by the Association is a binding, personal obligation of the Record Owner and such cost shall be an Other Assessment on the Lot to be enforced as provided in Article VIII. Upon the failure of the Record Owner to pay such Other Assessment within fifteen (15) days after receipt of the written demand from the Association, the Association may establish a lien upon the Lot in accordance with and subject to the provisions of this Declaration applicable to an assessment lien.

2.14 Nuisances

A noxious or offensive trade or activity may not be carried on any Lot. Nothing may be done or placed on a Lot that may become an annoyance or nuisance to other Record Owners or any adjoining property owners. Without limiting the generality of the foregoing, no speaker, horn, whistle, wind chimes, siren, bell, amplifier, or other sound device may be used on a Lot, except for properly, maintained and operated devices used exclusively for security purposes. Security devices, however, must be set to cease sounding after thirty (30) minutes. Snowmobiles, go-carts, motorbikes, trail bikes, and other loud mechanical recreational vehicles or skateboard ramps may not be run or operated upon any Lot, upon any roadways serving the Property, or in the Common Area.

2.15 Animals

No animals, livestock, or poultry of any kind (including pigeons) may be raised, bred, or kept on any Lot, except that dogs, cats, or any household pets may be kept, provided that (i) they are not kept, bred, or maintained for any commercial purpose; (ii) they are kept so as to avoid becoming a nuisance to the neighborhood or to any adjoining property owners; and (iii) they do not roam unattended on the Property. Household pets do not include miniature pigs, horses, or other hybrid livestock or farm animals. Pets must be registered, licensed, and inoculated as required by law. Record Owners are responsible for the immediate clean up and removal of their pets’ waste from any Lot and the Common Area.

2.16 Vehicles

Other than private passenger vehicles, vans, trucks, or permitted commercial vehicles in regular operation, no other motor vehicles or inoperable, unlicensed, junk or junked cars, or other similar machinery or equipment of any kind or nature (except for such equipment and machinery as may be reasonable, customary and usual in connection with the use and maintenance of any Lot) may be kept on the Property. Motorcycles must be properly licensed and may be kept only in parking spaces specifically designated for motor vehicles.

Commercial vehicles over 3/4 ton rated capacity (“Commercial Vehicles”) may not be parked on any part of the Property, longer than is necessary to perform the business function of that vehicle in the area; it being the express intention of this restriction to prevent the parking of Commercial Vehicles upon the Property. A vehicle is inoperable unless it is licensed, contains all parts and equipment, including properly inflated tires, and is in such good condition and repair as may be necessary for any person to drive it on a public highway.

Commercial Vehicles, trailers, boats, buses, campers, or tractors may not be parked, stored, maintained, or repaired on any Lot. During the construction of a dwelling on a Lot, however, Declarant, and the Builder may maintain Commercial Vehicles and trailers on the Lots or Property for purposes of construction and for use as a field or sales office. Commercial Vehicles, trailers, boats, buses, campers, or tractors may not be parked upon any streets, rights of way or in the Common Area, except in an area, if any, specifically designated by the Architectural Review Committee for such parking. Vehicles of any type may not be repaired on the Property except in emergencies.

2.17 Lighting and Wiring

All exterior lighting on Lots must be directed downward and may not be directed outward from, or extend beyond, the boundaries of any Lot. All wiring on any Lot must be underground. No exterior radio, television, or citizens band radio antennae or other broadcasting or receiving apparatus are permitted upon any Lot; except that television microwave or satellite dishes having a diameter of not more than eighteen (18) inches may be installed with the written approval of the Architectural Review Committee and in the sole discretion of the Architectural Review Committee as to size, type, and location. Exterior Christmas lights and/or ornaments shall be permitted, provided that such lights and/or ornaments are removed no later than January 15th of the year following the holiday.

2.18 Subdivision

A Lot may not be divided or subdivided. No portion of a Lot (other than the entire Lot) may be transferred or conveyed for any purpose; except that transfers of parts of Lots between adjoining Lot owners where the transfer is not for the purpose of creating a new building is permitted. Notwithstanding the foregoing, Declarant may grant any easement or right-of-way to any municipality, political subdivision, public utility, other public body or authority, the Association, Declarant, or any other person for any purpose.

2.19 Signs

Except for entrance signs, directional signs, signs for traffic control or safety, community “theme areas,” signs identifying Lots by numbers posted by Declarant or Builder, or “For Sale” signs (not larger than two (2) feet by three (3) feet), and except as provided in this Article II, Paragraph 9 and Paragraph 20, no signs or advertising devices of any character may be erected, posted, or displayed upon, in, or about any Lot or Structure. The provisions and limitations of this subsection do not apply to any institutional first Mortgagee of any Lot who comes into possession of the Lot by reason of any proceeding, arrangement, assignment, or deed in lieu of foreclosure.

Subject to the following restrictions, a Record Owner may display a sign supporting a candidate in an election or a sign that advertises support or defeat of any question submitted to the voters in accordance with applicable Pennsylvania law. The sign must be placed on the Record Owner’s Lot. No sign may be placed in the Common Area. A sign may not interfere with a motorist’s view of traffic at any intersection or on any road on the Property. Signs may be displayed before and after an election as permitted by Conewago Township and/or York County. If neither Conewago Township nor York County at any time regulate the placement of signs, candidate or question signs may not be displayed more than thirty (30) days before a primary election, general election, or vote on a proposition and may not be displayed more than seven (7) days after a primary election, general election, or vote on a proposition.

2.20 Lease Agreements

All lease agreements for any Lot or Structure must be in writing and submitted to the Board of Directors of the Association for approval. The minimum term of all lease agreements is one year. All lease agreements are subject to this Declaration and must state so clearly. Current copies of any lease must be supplied to the Association. Record Owners who do not reside on their Lot must provide their current addresses and telephone numbers to the Association.

2.21 Trash and Other Materials

Lumber, metals, bulk materials, refuse, or trash may not be kept, stored, or allowed to accumulate on any Lot, except (i) building material used during the course of construction of any approved dwelling or other permitted Structure, and (ii) firewood, which must be cut and neatly stored at least eighteen (18) inches off the ground and twelve (12) inches away from any wooden structure.

Burning of trash is not permitted on any Lot. If trash, recyclable materials, or other refuse is to be disposed of by being picked up and carried away on a regular and recurring basis, containers may be placed in the open on any day that a pick-up is to be made at such place on the Lot as to provide access to persons making such pick-up. At all other times such containers must be stored in such a manner so as not to be visible from the roadway or the other Lots or Common Areas. Trash, recyclable materials, and refuse must be stored and set out for removal in metal or plastic containers covered with a lid.

2.22 Non-Interference with Utilities

A Structure, planting, or other material may not be placed or permitted to remain upon any Lot that may damage or interfere with any easement for the installation or maintenance of utilities, or that may unreasonably change, obstruct, or retard direction or flow of any drainage channels. No poles and wires for the transmission of electricity, telephone, and the like may be placed or maintained above the surface of the ground on any Lot.

2.23 No Hunting

No hunting or discharge of firearms or weapons of any nature whatsoever is permitted on the Property or any Lot.

2.24 No Excavation

No excavation may be made on any Lot except for the purpose of building on that Lot at the time when the building operations are commenced, and no earth or sand may be removed from any Lot except as a part of such operations.

2.25 Tree Removal

Except for Declarant or a Builder, a Record Owner may not remove any healthy tree located on a Lot except with the approval of the Architectural Review Committee.

2.26 Storm Water Facility Maintenance

Upon completion and acceptance of storm water management facilities on the Property, if any, the Association is responsible for the maintenance of such facilities in accordance with the rules and regulations of York County, Pennsylvania.

2.27 Access Easement

The duly authorized employees and representatives of York County, Pennsylvania and/or Conewago Township may enter upon the Property for the purpose of performing necessary inspection, maintenance, and repair to any completed storm water management facility.

Article III

Property Subject to This Declaration and Additions

3.0 Existing Property

The real property that is subject to this Declaration is the Property described in Article I(h) of this Declaration.

3.1 Additions

Except as otherwise provided in this Article III, Paragraph 3.1, additional residential Lots and Common Area may be annexed to the Property with the consent of two-thirds (2/3) of each class of Members. Within five (5) years from the date that this Declaration is recorded in the Office of the Recorder of Deeds of York County, Pennsylvania, Declarant may annex additional land that is adjacent to the Property as shown on the Plat without the approval of the Members. Any annexation becomes effective upon the recording in the Office of the Recorder of Deeds of York County, Pennsylvania of an amendment to this Declaration specifying and describing the annexed land.

3.2 Other

Any other real property or other facilities in which the Association acquires a right of use for the benefit of the Association and its Members shall be subject to this Declaration.

Article IV

Membership and Voting Rights in the Association

4.0 Membership

Every Record Owner of a Lot that is subject to assessment is a member of the Association (“Member”). Membership is appurtenant to and may not be separated from ownership of any Lot that is subject to assessment.

4.1 Classes of Membership

1. The Association has two classes of voting Membership:
   1. Class A. Except for Declarant and the Builder, which shall initially be Class B Members, the Class A Members are all Record Owners holding title to one or more Lots; provided, however, that any Mortgagee or any other person or entity who holds an interest solely as security for performance of an obligation is not a Class A Member solely on account of that interest. Each Class A Member is entitled to one (1) vote per Lot for each Lot owned in all proceedings in which Members..of the Association take action.
   2. Class B. The Class B Members are Declarant and the Builder (if any). Each Class B Member is entitled to three (3) votes per Lot for each Lot owned in all proceedings in which Members of the Association take action.

   Notwithstanding anything in this Declaration to the contrary, the Builder, by accepting a conveyance from Declarant of the legal title to a Lot, grants to Declarant an irrevocable and exclusive” proxy entitling Declarant, at each meeting of the Members held while the Builder holds title to a Lot or Lots, to cast the Builder’s vote or votes in the Association’s affairs on each question that comes before such meeting. Builder’s proxy is given to and relied upon by Declarant in connection with Declarant’s development, construction, marketing, sale, and leasing of any or all of the Property and is coupled with an interest. Builder’s proxy ceases for a Lot when a dwelling has been constructed on the Lot and legal title to the Lot is conveyed to a person who intends to occupy the dwelling as a residence.

2. If more than one person, firm, corporation, trustee, or other legal entity or any combination thereof holds the record title to any Lot, all of the same, as a unit, and not otherwise, act as a single Member of the Association. The vote of any Member comprised of two or more persons, firms, corporations, trustees, or other legal entities or any other combination thereof must be cast in the manner provided for in the Articles of Incorporation or By-Laws of the Association.

4.2 Conversion

The Class B Membership in the Association ceases and is converted to Class A Membership in the Association upon the earlier to occur of (i) July 1,2008; or (ii) at such time as the total number of votes entitled to be cast by Class A Members of the Association equals or exceeds the total number of votes entitled to be cast by the Class B Member(s) of the Association (the “Development Period”). After conversion, Declarant (and the Builder) remains a Class A Member of the Association as to each and every Lot in which Declarant (or the Builder) then holds the interest otherwise required for Class A Membership.

Article V

Declarant’s Reserved Rights and Obligations

5.0 Reserved Rights of Declarant

The Association holds the Common Area conveyed to it and each Record Owner owns its Lot subject to the following reservations for Declarant and Declarant’s successors and assigns:

1. To provide for proper surface water drainage; ingress and egress; and the installation, construction, maintenance, reconstruction, and repair of public and private utilities to serve the Property and the Lots (including but not limited to the mains, conduits, lines, meters, and other facilities for water, storm sewer, sanitary sewer, gas, electric, telephone, cable television, and other public or private services or utilities deemed by Declarant as necessary or advisable to provide service to any Lot) together with the right and privilege of entering upon the Common Areas for such purposes and in making openings and excavations, which openings and excavations shall be restored in-a reasonable period of time, and for such alterations of the contour of the land as may be necessary or desirable to effect such purposes, Declarant has a nonexclusive easement and right-of-way over the following:
   1. those strips or parcels of land designated or to be designated on the Plat as “Storm Drain/Basin Easement,” “Mitigation Easement,” “Grading Easement,” “20′ Waters of the Commonwealth Easement,” “501 Waters of the Commonwealth Easement,” “Utility Easement,” “Drainage and Utility Easement,” “Sewer Easement,” “Drainage and Sewage Easement,” “Wetland Area,” and “Common Open Space,” or otherwise designated as an easement area over any road or Common Area on the Property;
   2. the 10-foot wide strips of land running along the front, rear, side, and other Lot lines of each Lot; and
   3. the 20-foot buffer zone shown of the Plat.

   Within the aforesaid easement areas, no Structure, planting, or other material may be placed or permitted to remain that may damage or interfere with the installation and maintenance of utilities or change the direction of the flow of drainage channels or obstruct or retard the flow of water through drainage channels. The reserved easement areas on each Lot and all improvements on each Lot, except improvements for which a public authority or utility company is responsible, must be maintained continuously by the Record Owner of the Lot.

2. Declarant has a nonexclusive easement and right-of-way in, through, over, and across the Common Area for the storage of building supplies and materials and for all other purposes reasonably related to the.completion of construction and development of the Property and homes on the Lots and the provision of utility services and related services and facilities. Declarant may assign the rights described in this Article V, Paragraph 5.0(b) to one or more Builders.
3. The designation of streets, avenues, roads, courts, and places upon the Plat is for the purpose of description only and not dedication. Declarant has the nonexclusive right to use the streets, avenues, roads, courts, and places shown on the Plat or constructed on the Property. Declarant reserves the right to grade, re-grade, and improve the streets, avenues, roads, courts, and places, including the creation or extension of related slopes, banks, or excavation, and the construction and installation of drainage structures. Declarant further reserves the bed, in
   fee, of all streets, avenues, and public highways on the Property, as shown on the Plat.
4. Declarant reserves the right to grant easements, rights-of-way, and licenses to any person, individual, corporate body, or municipality to install and maintain pipelines, underground or above-ground lines, with all necessary appurtenances for public utilities, or quasi-public utilities, or to grant such other licenses or permits as Declarant deems necessary in, over, through, upon, and across any and all of the roads, streets, avenues, alleys, and open space and in, over, through, upon, and across each and every Lot in the easement area set forth in this Declaration or as shown on the Plat.
5. Declarant reserves the.right to dedicate any of the roads, streets, alleys, rights-of-way, or easements, including easements in the areas designated as “Open Space,” to public use. No road, street, avenue, alley, right-of-way, or easement may be laid out or constructed through or across any Lot or Lots except as set forth in this Declaration, or as shown on the Plat, without the prior written approval of the Architectural Review Committee.
6. Declarant reserves the right at or after the time of grading of any street or any part of a street to enter upon any abutting Lot and grade a portion of that Lot, provided such grading does not materially interfere with the use or occupancy of any Structure built on the Lot. Declarant is not under any obligation or duty to do any grading or to maintain any slope.
7. Declarant reserves the right to enter on any Lot during normal business hours for the purpose of mowing the lawn and trimming such greenery as Declarant deems appropriate, but Declarant is under no obligation to do so.
8. Notwithstanding any other provision of this Declaration, Declarant reserves the right to use the entire Property other than those Lots conveyed to Record Owners, including any Common Area that may have previously been conveyed to the Association, for all purposes necessary or appropriate to the full and final completion of construction of all improvements that Declarant desires to construct on the Property, including the construction of homes on the Lots. Declarant may assign its rights under this Article V, Paragraph 5.0 (h) to one or more Builders. Specifically, none of the provisions of Article II concerning architectural control or use restrictions applies to any aspect of Declarant’s or Builder’s activities or construction, and, notwithstanding any provisions of this Declaration, none of Declarant’s or Builder’s construction activities or any other activities associated with the development, marketing, construction, sales management, or administration of the community may be deemed noxious, offensive, or a nuisance.
9. Declarant reserves the right to store materials, construction debris, and trash during the Development Period on the Property without keeping same in containers. Declarant shall take reasonable steps and shall ensure that any Builder takes reasonable steps to avoid unduly interfering with the beneficial use of the Lots by Record Owners.
10. No right is conferred upon any Record Owner by the recording of any plat relating to-the development of the Property. Declarant expressly reserves unto itself the right to make amendments to any plat or plats as is advisable in its best judgment and as is acceptable to public authorities having the right to approval thereof.

5.1 Incorporation by Reference: Further Assurances

All grants made to the Association for the Common Area and all grants made for any Lot incorporates the reservations set forth in this Article V of this Declaration, whether or not specifically set forth in such instruments. At the request in writing of Declarant or its successors and assigns, any other person must execute, acknowledge, and deliver such further assurances of this reservation as may be necessary.

Article VI

Common Area

6.0 Grant of Common Area

Declarant must convey the Common Area to the Association free and clear of all encumbrances but subject; however, to non-monetary title exceptions and this Declaration. The Association must accept the Common Area that is part of the Property not later than the date the first Lot is conveyed to a Record Owner (other than the Builder). The Covenants are imposed upon the Common Area for the benefit of Declarant, the Association, and the Record Owners and their respective personal representatives, successors, and assigns. The Association shall hold the Common Area subject to the reservations set forth in Article V and subject to the Covenants set forth in this Declaration.

6.1 Member’s Right of Enjoyment

Every Member of the Association has a nonexclusive right and easement for the use, benefit, and enjoyment, in common with others, in and to the Common Area. This nonexclusive right and easement is appurtenant to and passes with the title to every Lot, subject to the restrictions set forth in this Article VI. Except as otherwise permitted by the provisions of this Declaration, the Common Area must be retained in its natural state and no Structure or improvement of any kind may be erected, placed, or maintained on or in the Common Area. Structures or improvements designed exclusively for community use, shelters, benches, chairs, or other seating facilities, fences and walls, walkways, playground equipment, game facilities, drainage and utility structures, and grading and planting may be erected, placed, and maintained on or in the Common Area for the use, comfort, and enjoyment of the Members. No portion of the Common Area may be used exclusively by any Record Owner or Record Owners for personal gardens, vegetable gardens, storage facilities, or other private uses.

6.2 Nuisance

Noxious or offensive activity may not be carried on upon the Common Area, including any activity that is or may become an annoyance or nuisance to the neighborhood.

6.3 Maintenance Obligations of the Association

The Association must improve, develop, supervise, manage, operate, examine, inspect, care for, repair, replace, restore, and maintain (in good repair and safe condition) the Common Area and any area dedicated to a public or governmental entity if such entity fails to properly maintain such area at its own cost and expense. The Association shall levy against each Member a proportionate share of the aggregate cost and expense required for the care, maintenance, and improvement of the Common Area. The proportionate share of each Member is to be determined based on the ratio created by dividing the number of Lots owned by the Member by the number of Lots then laid out or established on the Property. No portion of the Common Area may be conveyed or transferred to another entity except as provided in Article VI, Paragraph 6.4 (e) below and only if the transferee has the authority and the obligation to manage such Common Area for its intended purpose.

6.4 Restrictions

The right of each Member to use the Common Area is subject to the following:

1. Any rule or regulation set forth in this Declaration and, further, any rule or regulation adopted by the Association for the safety, care, maintenance, good order, and – cleanliness of the Common Area.
2. The right of the Association, in accordance with its Articles of Incorporation and By-Laws, to borrow money or to mortgage all or part of the Common Area for the purpose of improving the Common Area in a manner designed to promote the enjoyment and welfare of the Members.
3. The right of the Association to take such steps as are reasonably necessary to protect the property of the Association against mortgage default and foreclosure
4. The right of the Association to suspend a Member’s voting rights and rights to use of the Common Area after notice and a hearing for any period not to exceed sixty (60) days for any infraction of any of the published rules and regulations of the Association or of this Declaration.
5. The right of the Association to dedicate or transfer all or any part of the Common Area to any public or municipal agency, authority, or utility for use as open space or recreational space consistent with the purpose of this Declaration and subject to such conditions as may be agreed to by the Members. No dedication or transfer of all or a portion of the Common Area, however, is effective unless (i) two-thirds (2/3) of the Class A Members (excluding Declarant if Declarant is a Class A Member) of the Association consent to such dedication or transfer at a meeting of the Members duly called for such purpose, and (ii) if ingress or egress to any Lot is through the Common Area, then any such dedication or transfer must be subject to an easement given in favor of the Lot.
6. The right of the Association, acting by and through its Board of Directors, to grant licenses, rights-of-way, and easements for access or for the construction, reconstruction, maintenance, and repair of any utility lines or appurtenances, whether public or private, to any municipal agency, public utility, Declarant, or any other person. No such license, right-of-way, or easement may be unreasonably and permanently inconsistent with the rights of the Members to the use and enjoyment of the Common Area.

All of the restrictions set forth in this Article VI, Paragraph 6.4 inure to the benefit of and are enforceable by the Association and Declarant, or either of them and their respective successors and assigns against any Member or any other person violating or attempting to violate the same either by action at law for damages or suit in equity to enjoin a breach or violation, or enforce performance of any term, condition, provision, rule or regulation. Further, the Association or Declarant may abate summarily and remove any such breach or violation by any Member at the cost and expense of such Member.

6.5 Delegation of Right of Use

Any Member may delegate its right to the use and enjoyment of the Common Area to family members who reside permanently with such Member and to its tenants, invitees, and guests, all subject to such reasonable rules and regulations that the Association may adopt and uniformly apply and enforce.

6.6 Rules and Regulations

Each Record Owner must fully and faithfully comply with the rules, regulations, and restrictions applicable to use of the Common Area, as such rules, regulations, and restrictions are from time to time adopted by the Association for the safety, care, maintenance, good order, and cleanliness of the Common Area. Further, each Record Owner must comply with the Covenants imposed by this Declaration on the use and enjoyment of the Common Area.

Article VII

Encroachments

7.0 Encroachments

Upon application to and approval by the Board of Directors, a good and valid easement shall be created for the benefit of a Record Owner (and that Record Owner’s successors and assigns) if any Structure or any part of a Structure encroaches, in a minor way, upon an adjoining Lot or any Structure or part of a Structure encroaches, in a minor way, upon any Common Area regardless of whether this encroachment is attributable to
construction, settling, or shifting of the Structure or any other reason beyond the control of the Board of Directors of the Association or any Record Owner.

7.1 Easement

Any easement created pursuant to Paragraph 7.0 of this Article VII shall remain in full force and effect so long as the encroachment continues. The conveyance or other disposition of a Lot includes and is subject to any easement arising under the provisions of this Article VII without specific or particular reference to that easement.

Article VIII

Covenant for Assessment

8.0 Covenant for Assessment

Each Record Owner (by acceptance of a deed conveying any Lot to it, whether or not so expressed in such deed or other conveyance), other than Declarant and Builder, covenants and agrees to pay the Association the following: (i) in advance, an annual assessment equal to the Member’s proportionate share of the sum required by the Association, as estimated by the Board of Directors (the “Annual Assessment”), (ii) in advance, any and all special assessments or charges, for capital improvements (the “Special Assessment”), (iii) any and all other assessments required by this Declaration (the “Other Assessment”), (iv) fees established by the Board of Directors, and (v) fines, penalties, interest, costs, reasonable attorney’s fees and other charges (collectively, “Charges”) as may be assessed pursuant to this Declaration.

8.1 Creation of Lien and Personal Obligation for Assessments

The Annual Assessment, any Special Assessment, any Other Assessment, fees, and Charges, shall be a charge on the land, and shall be a continuing lien upon each Lot against which each such assessment is made. Each such assessment, fee or Charge shall also be the personal obligation of the Record Owner holding title to any Lot at the time when the assessment, fee or Charge fell due or was payable. The personal obligation for any delinquent assessment, fee and/or Charge, together with interest and costs of collection, however,” don’t pass to the Record Owner’s successor or successors in title (other than as a lien on the land), unless expressly assumed by such successor or successors.

The lien of any assessment levied upon any Lot (and any penalties, interest on assessments, late charges, or the like) is subordinate to and in no way affects the rights of the holder of a mortgage or deed of trust made in good faith for value received; except that such subordination only applies to assessments that have become due prior to a sale or transfer of the Lot pursuant to foreclosure or any proceeding in lieu of foreclosure. The sale or transfer of a Lot does not relieve the purchaser of the Lot from liability for any assessments thereafter becoming due, nor from the lien of any such subsequent assessment, which lien shall have the same effect and be enforced in the same manner as provided in this Article VIII.

8.2 Use of Assessments

The assessments and charges levied by the Association must be used exclusively for the purpose of promoting the recreation, health, safety, and welfare of the residents of the community, and in particular for the following purposes:

1. the improvement and maintenance, operation, care, services, and facilities related to the use and enjoyment of the Common Area, including fees paid to any management agent;
2. the cost and expense to lease any property that is a part of the Common Area, including, but not limited to, lease payments, insurance, taxes, and fees.
3. the payment of taxes on the Common Area (except to the extent that proportionate shares of such public charges and assessments on the Common Area may be levied against all Lots laid out on the Property by the tax collecting authority so that the same is payable directly by the Record Owners thereof, in the same manner as real property taxes are assessed or assessable against the Lots);
4. the payment of insurance premiums on the Common Area;
5. the costs of repair, replacement, and additions to the Common Area and improvements thereon;
6. the cost of obtaining, planting, and maintaining Common Area and street trees throughout the community;
7. the costs of utilities and other services that may be provided by the Association for the community as may be approved from time to time by a majority of the Members of the Association;
8. the cost of labor, equipment, materials, management, and supervision incurred or expended in performing all of the foregoing; and
9. the cost of funding all reserves established by the Association, including a general operating excess and a reserve for replacements.

8.3 Annual Assessment

1. Until January 1 of the year immediately following the conveyance of the first Lot to a Record Owner other than Declarant or the Builder, the maximum annual assessment is $600.00 for each Lot.
2. From and after the date that the first Lot is conveyed to a Record Owner other than Declarant or the Builder, the maximum annual assessment may be increased each year by the Board of Directors of the Association by not more than 20% of the maximum annual assessment for the previous year without a vote of the Membership of the Association.
3. Except as set forth in this Article VIII, Paragraph 8(a), Declarant and the Builder, if any, are exempt from any assessment provided in this Declaration.
4. The Board of Directors of the Association may fix the Annual Assessment or a Special Assessment against each Lot at any amount not in excess of the maximum. Subject to the limitations set forth in Article VIII, Paragraph 8.7 (a), the Association may change the maximum and the basis of the assessments fixed by Article VIII, Paragraph 4 for any period provided that any such change has the assent of two-thirds (2/3) of each class of Members of the Association, voting in person or by proxy, at a meeting duly called for such purpose.

8.4 Special Assessments

In addition to the Annual Assessment, the Association may levy in any assessment year a Special Assessment, applicable for that year only, for the purpose of defraying, in whole or in part, the cost of any construction, reconstruction, repair, or replacement of any capital improvement located on the Common Area, including fixtures and personal property related to the Common Area or to meet any other deficit of the Association or any emergency or unforeseen expenses of the Association; provided that a Special Assessment must first be approved by two-thirds (2/3) of the votes of each class of the Members of the Association, voting in person or by proxy at a meeting duly called for such purpose.

8.5 Other Assessments

The Association may levy, from time to time, in any assessment year an Other Assessment against a Record Owner for costs attributable to a failure to comply with a provision of this Declaration that specifically allows for Other Assessments.

8.6 Notice and Quorum for Actions

Written notice of a meeting of Members of the Association called for the purpose of taking any action authorized under Paragraphs 8.2, 8.3, and 8.4 of this Article VIII must be sent to all Members not less than thirty (30) days and not more than sixty (60) days in advance of the meeting. At the first such meeting called for any particular purpose, the presence at the meeting of Members or of proxies, entitled to cast 60% of all of the votes of each class of Members entitled to be cast at such a meeting is necessary to constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same notice requirements, and the required quorum at any subsequent meeting, must be one-half of the required quorum at the preceding meeting provided that no subsequent meeting may be held more man sixty (60) days following the preceding meeting.

8.7 Commencement Date Of Annual Assessments And Due Dates

1. The Annual Assessment for a Lot commences on the earlier of (i) the date the Lot is conveyed to any person or entity other than Declarant or a Builder, or (ii) the date a Use and Occupancy. Permit is issued by the proper authorities of York County, Pennsylvania to Declarant or a Builder. The Annual Assessment is due on the first day of the first month after the earlier of (i) the date the Lot is conveyed to any person or entity other than Declarant or a Builder, or (ii) the date a Use and Occupancy Permit is issued by the proper authorities of York County, Pennsylvania to Declarant or a Builder.
2. The due date of any Special Assessment shall be fixed in the resolution authorizing such Special Assessment.
3. The due date of any Other Assessment or Charge shall be within fifteen (15) days after receipt of the written demand for such from the Association.

8.8 Duties of the Board of Directors

1. The Board of Directors shall determine the amount of the Annual Assessment annually, but may do so at more frequent intervals if necessary. Upon resolution of the Board of Directors, installments of the Annual Assessment may be levied and collected on a quarterly, semi-annual, or annual basis rather than on the monthly basis provided for in this Article VIII. Any Member may prepay one or more installments of the Annual Assessment levied by the Association, without premium or penalty.
2. The Board of Directors shall prepare or cause to be prepared an annual operating budget for the Association that must provide for the management, operation, and maintenance of the Common Area. The Board of Directors of the Association must make reasonable efforts to fix the amount of the Annual Assessment against each Lot for each assessment period at least thirty (30) days in advance of the beginning of that period. Before or at the start of the Annual Assessment period, the Board of Directors must prepare a roster of the Lots and the Annual Assessment applicable to each, which list shall be kept in the office of the Association and be open to inspection by any Record Owner upon reasonable notice to the Board of Directors. The Board of Directors must send written notice of the Annual Assessment to all Members of the Association.The failure by the Board of Directors, before the expiration of any assessment period, to fix the amount of the Annual Assessment for that or the next period is not a waiver of the provisions of this Article or a release of any Member from the obligation to pay the Annual Assessment, or any installment of the Annual Assessment, for that or any subsequent assessment period; but the Annual Assessment fixed for the preceding period continues until a new Annual Assessment is fixed. No Member becomes exempt from liability for the Annual Assessment by abandoning a Lot owned by that Member, or by abandoning that Member’s right to the use and enjoyment of the Common Area.
3. Upon written demand at any time, the Association must furnish to any Record Owner liable for an assessment a certificate (in writing) signed by an officer of the Association setting forth whether the assessments have been paid. Such certificate is conclusive evidence of payment of any assessment listed in the notice as having been paid. A charge not to exceed $25 may be levied in advance by the Association for each certificate requested.

8.9 Nonpayment of Assessment

Each Record Owner (by acceptance of a deed conveying any Lot to it, whether or not so expressed in such deed or other conveyance), other than Declarant and Builder, covenants and agrees that the Association shall have the authority to pursue its rights, against any Record Owner delinquent in the payment of any assessments authorized in Article VIII. If any assessment is not paid within fifteen (15) days after the due date (“Date of Delinquency”), then such assessment shall be deemed delinquent and the Association shall move to assert any and all lien rights against the Record Owner’s Lot for such assessment together with such interest and cost of collection thereof, including reasonable attorney’s fees. In addition to such lien rights, the personal obligation of the then Record Owner to pay such assessment shall remain the personal obligation of the then Record Owner and shall not pass to the Record Owner’s successor or successors in title (other than as a lien on the land), unless expressly- assumed by such successor or successors. If the assessment is not paid by the Date of Delinquency, the assessment shall bear interest from the Date of Delinquency at the higher of (i) the rate of 18% per annum, or (ii) the maximum rate of interest allowable by Pennsylvania law, and is subject to a late charge of $15, or 10% of the assessment, whichever is greater. If an assessment is not paid within 30 days after its due date, then the entire balance of the assessment for the calendar year and interest on the entire balance of the assessment for the calendar year is immediately due and payable.

The Association may bring an action at law against the Record Owner personally obligated to pay the assessment, and, without waiving any other right, foreclose the lien against the Lot in the same manner and subject to the same requirements as are specified by the law of Pennsylvania for the foreclosure of mortgages or deeds of trust containing a power of sale or an assent to a decree. Added to the cost of an equity action to foreclose the lien against a Lot shall be the reasonable costs of preparing and filing the complaint for the foreclosure of the lien, and, in the event that judgment is obtained, that judgment must include interest on the assessment as above provided and attorneys’ fees to be fixed by the court together with the cost of the action. No Record Owner may waive or otherwise escape liability for an assessment by non-use of the
Common Area or abandonment of that Record Owner’s Lot.

8.10 Subordination of Lien to Mortgage

The lien of an assessment is subordinate to the lien of any first mortgage(s) or deed(s) of trust placed upon the Lot; provided, however, that the sale or transfer of any Lot pursuant to mortgage or deed of trust foreclosure, or any proceeding in lieu thereof, extinguishes the lien of an assessment as to payments that became due prior to the sale or transfer. The sale or transfer does not relieve a Lot from liability for any assessments thereafter becoming due, nor from the lien of any future assessment.

8.11 Enforcement of Lien

The Association may establish and enforce the lien for any assessment hereunder, pursuant to Pennsylvania law. The lien may be established and enforced for damages, interest, costs of collection, late charges permitted by law, and attorneys’ fees provided in this Article VIII or awarded by a court for breach of any of the Covenants described in this Declaration.

8.12 Exempt Property

The Common Area and all Lots owned by the Association or dedicated to and accepted by a public authority are exempt from all assessments.

8.13 Reserves for Replacement

1. The Association must establish and maintain a reserve fund (the “Reserve Fund”) for repairs and replacements of the Common Area by the allocation and payment monthly to the Reserve Fund of an amount to be designated from time to time by the Board of Directors. Any money deposited in the Reserve Fund is a common expense of the Association and may be deposited with any banking institution, the accounts of which are insured by an agency of the United States of America or may, in the discretion of the Board of Directors, be invested in obligations of or fully guaranteed as to principal by the United States of America.
2. The Association may establish other reserves for other purposes as the Board of Directors may from time to time consider necessary or appropriate. The proportionate interest of any Member in any reserves is considered an appurtenance of that Record Owner’s Lot and may not be separated from the Lot to which it appertains and is deemed to be transferred with a Lot.

8.14 Initial Capital Contribution

At settlement for each Lot, the sum equal to two (2) months of the then-current Annual Assessment shall be collected from each prospective Member (other than the Builder and Declarant) as a “working capital payment.” Such funds may be used to meet unforeseen expenditures or to purchase any additional equipment or services, and for such other purposes as the Board of Directors may determine. Declarant may not utilize the working capital funds to defray any of its expenses (other than expenses associated with the organization and operation of the Association), reserve contributions, or construction costs or to make up any budget deficits while it is in control of the Association.

Article IX

Executive Board; Declarant’s Rights; Special Declarant Rights

9.0 Control

Subject to the provisions below, Declarant’s control of the Association will extend from the date of the first conveyance of a Unit to a person other than Declarant for a period of not more than seven (7) years, provided, however, that notwithstanding the foregoing, Declarant’s control shall terminate regardless no later than the earlier of sixty (60) days after conveyance of seventy-five (75%) percent of the Units which may be created to Unit Owners other than Declarant of two (2) years after all Declarants have ceased to offer Units for sale in me ordinary course of business, or two (2) years after any development right to add new Units was last exercised.

9.1 Until the 60th day after conveyance of twenty-five (25%) percent of the Units
which may be created to Unit Owners other than Declarant, Declarant shall have the right to appoint and remove any and all officers and members of the Executive Board. Declarant may not unilaterally remove any members of the Executive Board elected by Unit Owners other than Declarant.

9.2 Not later than sixty (60) days after conveyance of twenty-five (25%) percent of the Units which may be created to Unit Owners other than Declarant, at least one (1) member and not less than twenty-five (25%) percent of the members of the Executive Board shall be elected by Unit Owners other than Declarant. Not later than sixty (60) days after conveyance of fifty (50%) percent of the Units which may be created to Unit Owners other than Declarant, not less than thirty-three (33%) percent of the members of the Executive Board shall be elected by Unit
Owners other than Declarant.

9.3 Not later than the termination of any period of Declarant control, the Unit Owners shall elect an Executive Board of at least three (3) members, at least a majority of whom shall be Unit Owners, provided that the Executive Board may consist of two (2) members, both of whom shall be Unit Owners, if the Planned Community consists of two (2) Units. The Executive Board shall elect the Officers and the Board and Officers shall take office upon election.

9.4 Declarant Rights

Declarant reserves unto himself all Special Declarant Rights as defined in the Act.

Article X

Insurance and Casualty Losses

10.0 Types of Insurance Maintained by the Association

The Board of Directors must obtain the following types of insurance:

1. Insurance on all insurable improvements on the Common Area against loss or damage by fire or other hazards, including extended coverage, vandalism, and malicious mischief in an amount sufficient to cover the full replacement cost of such improvements in the event of damage or destruction;
2. A public liability insurance policy covering the Association, its officers, directors and managing agents having at least $1,000,000 limit per total claims that arise from the same occurrence, including but not limited to liability insurance for the recreational facilities located in the community, if any, or in an amount not less than the minimum amount required by applicable law, ordinance, or regulation; and
3. Workers’ compensation insurance, if and to the extent required by law;
4. Fidelity bond or bonds covering all directors, officers, employees, and other persons handling or responsible for the funds of the Association, in such amounts as the Board of Directors deems appropriate.

10.1 Premiums for Insurance Maintained by the Association

Premiums for all insurance arid bonds required to be carried under Article IX, Paragraph 10.0 or otherwise obtained by the Association on the Common Area are an expense of the Association. Premiums on any fidelity bond maintained by a third party manager are not an expense of the Association.

10.2 Damage and Destruction of Common Area

1. Immediately after any damage or destruction by fire or other casualty to all or any part of the insurable improvements on the Common Area, the Board of Directors, or its agent, shall proceed with the filing and adjustment of all claims arising under the insurance maintained by the Association and obtain reliable estimates of the cost of repair or reconstruction of the damaged or destroyed improvements. Repair or reconstruction means repairing or restoring the improvements to substantially the same condition in which they existed prior to the fire or other casualty.
2. Any damage or destruction to insurable improvements on the Common Area shall be repaired or reconstructed unless at least 75% of the Members present at a meeting of the Members held within ninety (90) days after the casualty decide not to repair or reconstruct, and at least two-thirds (2/3) of the first Mortgagees of all Lots give their prior written approval not to rebuild.
3. If, in accordance with Article X, Paragraph 10.2 (b) the improvements are not to be repaired or reconstructed and no alternative improvements are authorized by the Members, then the damaged Common Area shall be restored to its natural state and maintained as an undeveloped portion of the Property by the Association in a neat and attractive condition. In such event, any excess insurance proceeds shall be paid over to the Association for the benefit of the Property, which proceeds may be used or distributed as determined by the Board of Directors, in its discretion, or as otherwise provided in the Articles of Incorporation or the By-Laws of the Association.

10.3 Repair and Reconstruction of Common Area

If any improvements on the Common Area are damaged or destroyed and the proceeds of insurance received by the Association are not sufficient to pay in full the cost of the repair and reconstruction of the improvements, then the Board of Directors may, without the necessity of a vote of the Members, levy a Special Assessment against all Record Owners to cover the deficiency in the manner provided in Article VIII. If the proceeds of insurance exceed the cost of repair, the excess must be retained by the Association and used for such purposes as the Board of Directors determines.

10.4 Hazard Insurance on Improved Lots

Each Record Owner of an improved Lot must maintain fire and extended coverage insurance or other appropriate damage and physical loss insurance, in an amount equal to not less than 100% of the current replacement value of the improvements on the Lot.

10.5 Obligation of Record Owner to Repair and Restore

1. In the event of any damage or destruction of the improvements on a Lot, the insurance proceeds from any insurance policy on the Lot, unless retained by a Mortgagee of the Lot, must be applied first to the repair, restoration, or replacement of the damaged or destroyed improvements. Any repair, restoration, or replacement must be done in accordance with the plans and specifications for the improvements originally approved by Declarant or the Architectural Review Committee; unless the Record Owner desires to construct improvements differing from those previously approved, in which case the Record Owner must submit plans and specifications for the improvements to the Architectural Review Committee and obtain its approval prior to commencing the repair, restoration, or replacement.If any Mortgagee does not permit insurance proceeds to be used to restore the damaged or destroyed improvements, then the Record Owner is still obligated to repair, restore, or replace the damaged improvements, at his, her, or its own expense, promptly and expeditiously. If the Record Owner does not begin to make these repairs, restorations, or replacements within a reasonable period of time after the damage or destruction has occurred, then the Association may have the repairs, restorations, or replacements completed on the Lot. If the Association chooses to proceed in this manner, the cost incurred by the Association in completing the repairs, replacements, or restorations on the Lot is a binding, personal, obligation of the Record Owner and such cost shall be an Other Assessment on the Lot to be enforced as provided in Article VIII.

   Upon the failure of the Record Owner to pay such Other Assessment within fifteen (15) days after receipt of the written demand from the Association, the Association may establish a lien upon the Lot in accordance with and subject to the provisions of this Declaration applicable to an assessment lien.

   If the Mortgagee does not permit insurance proceeds to be used to restore any damaged or destroyed improvements and both the Record Owner and the Association choose not to make the repairs, restorations, or replacements, then the Association may raze the improvements on the Lot and return the Lot to its natural condition free of all debris. The Record Owner shall be personally liable for the costs incurred by the Association in razing the damaged or destroyed improvements and also for any subsequent improvements that must be made to adjacent structures to maintain their integrity and the appearance of the community. If the Association chooses to proceed in this manner, the cost incurred by the Association to raze the improvements on the Lot and maintain adjacent structures is a binding, personal obligation of the Record Owner and such cost shall be an Other Assessment on the Lot to be enforced as provided in Article VIII.

   Upon the failure of the Record Owner to-pay such Other Assessment within fifteen (15) days after receipt of the written demand from the Association, the Association may establish a lien upon the Lot in accordance with and subject to the provisions of this Declaration applicable to an assessment lien.

2. If any Record Owner of an improved Lot fails to maintain the insurance required by Article X, Paragraph 10.4, then the Association may obtain the required insurance and pay any premiums required on behalf of the Record Owner. If the Association chooses to proceed in this manner, the cost incurred by the Association to maintain the required insurance on the Lot is a binding, personal obligation of the Record Owner and such cost shall be an Other Assessment on the Lot to be enforced as provided in Article VIII. Upon the failure of the Record Owner to pay such Other Assessment within fifteen (15) days after receipt of the written demand from the Association, the Association may establish a lien upon the Lot in accordance with and subject to the provisions of this Declaration applicable to an assessment lien.

Article XI

Rights of Mortgagees

11.0 General

1. Regardless of whether a Mortgagee in possession of a Lot is a Record Owner, (i) a Mortgagee in possession of a Lot has all of the rights under the provisions of this Declaration, the Plat, the Articles of Incorporation, the By-Laws, and applicable law that would otherwise be held by a Record Owner, subject to the operation and effect of anything to the contrary contained in its Mortgage, and (ii) the Association and each other Record Owner or person is entitled, in any matter arising under the provisions of this Declaration and involving the exercise of rights to deal with a Mortgagee in possession as if it were a Record Owner.
2. Subject to the operation and effect of the provisions of this Declaration, the Articles of Incorporation, the By-Laws, and applicable law, any Mortgagee in possession of a Lot bears all of the obligations that are borne by a Record Owner; provided, that nothing in the foregoing provisions relieves any Record Owner of any such obligation, or of any liability to such Mortgagee on account of any failure by such Record Owner to satisfy any of the same.

11.1 Inspection Statement And Notice

Upon request to the Association, a Mortgagee is entitled to:

1. inspect the Association’s books and records during normal business hours;
2. receive an annual financial statement of the Association within ninety (90)
   days after the end of any fiscal year of the Association;
3. be given timely written notice of all meetings of the Members and designate a representative to attend all such meetings;
4. be given timely written notice of the occurrence of any substantial damage to or destruction of the Common Area or the Lot securing its Mortgage or if the Common Area is made the subject of any condemnation or eminent domain proceeding or the acquisition thereof is otherwise sought by any condemning authority;
5. be given timely written notice by the Association of the Record Owner’s failure to pay assessments of such Mortgagee’s Lot that is not cured within fifteen (15) days after such default commences, but the failure to give such notice does not affect the validity of the lien for any assessments levied pursuant to this Declaration;
6. be given timely written notice by the Association of a lapse, cancellation, or material modification of any insurance policy maintained by the Association; and
7. be given timely written notice by the Association of any proposed action that requires the consent of a specified percentage of eligible Mortgagees.

Article XII

Miscellaneous

12.0 Term

This Declaration runs with the Property and is binding for a period of thirty (30) years from the date this Declaration is recorded, after which time this Declaration automatically is extended for successive periods often (10) years each.

12.1 Enforcement

1. This Declaration may be enforced by proceedings at law or in equity against any person or persons violating or attempting to violate any Covenant, to restrain the violation, to recover damages, or both. In acquiring title to any Lot in the community, the purchaser or purchasers violating or attempting to violate any Covenant agree to reimburse the Association, any Record Owners, or both for all costs and expenses to which it or they may be put as a result of the violation or attempted violation, including but not limited to court costs and attorneys’ fees.
2. These Covenants inure to the benefit of and may be enforced by the Association or by the Record Owner or Record Owners of any land included in the community and their respective legal representatives, successors, and assigns and all persons claiming by, through, or under them.

12.2 No Waiver

The failure or forbearance by the Association to enforce any Covenant or restriction contained in this Declaration is not and may not be deemed a waiver of the right to enforce that Covenant or restriction.

12.3 Incorporation by Reference On Resale

If a Record Owner sells or otherwise transfers a Lot, the deed purporting to effect such transfer shall be deemed to contain a provision incorporating by reference the Covenants, restrictions, easements, charges and liens set forth in this Declaration, whether or not the deed actually so states.

12.4 Notices

All notices required or provided for in this Declaration must be in writing and hand-delivered or sent by first-class mail. Any notice required to be sent to a Member or Record Owner under the provisions of this Declaration is deemed to be properly sent when mailed by first-class mail, postage paid, to the last known address of the person who appears as Member or Record Owner on the records of the Association at the time of such mailing. Any notice to be sent to the Association should be sent to the resident agent of the Association at the address provided in the Articles of Organization. Any notice to be sent to Declarant should be sent to the following:

Declarant: Gemcraft Homes Forest Hill, LLC
2205 Commerce Road, Suite A
Forest Hill, Maryland 21050

with a copy to:

Jeffrey H. Scherr, Esquire
Kramon & Graham, P.A.
One South Street, Suite 2600
Baltimore, Maryland 21202-3201

Any person may change the address to which notices should be sent by notifying in writing all other parties.

12.5 No Dedication To Public Use

Nothing in this Declaration may be construed as a dedication to public use or as an acceptance for maintenance of any Common Area by any public or municipal agency, authority, or utility and no public or municipal agency, authority, or utility has any responsibility or liability for the maintenance or operation of any of the Common Area.

12.6 Severability

Invalidation of any one of these covenants or restrictions by judgment, decree, or order does not affect any other provision of this Declaration, and the remaining provisions of this Declaration retain their full force and effect.

12.7 Captions and Genders

The captions contained in this Declaration are for convenience only and are not a part of this Declaration and are not intended in any way to limit or enlarge the terms and provisions of this Declaration. Whenever the context requires, the male includes all genders and the singular includes the plural.

12.8 Amendment

1. With Class B Members. Subject to the provisions of Article XI of this Declaration and for so long as there are Class B Members, this Declaration may be amended by an instrument in writing, signed and acknowledged by Declarant and by the President or Vice-President and Secretary or Assistant Secretary of the Association after approval of the amendment by two-thirds (2/3) of the total votes of the Members entitled to be cast either at a meeting duly called for such purpose or with the written consent of the Members in lieu of a meeting.
2. No Class B Members. Subject to the provisions of Article XI of this Declaration, following the conversion of all of the Class B Members, as provided in Article IV, this Declaration may be amended by an instrument in writing, signed and acknowledged by the
   President or Vice-President and Secretary or Assistant Secretary of the Association with the approval of at least two-thirds (2/3) of the Class A Members of the Association at a meeting of the Association duly called for such purpose.
3. Effective. An amendment or modification is effective when executed by the President or Vice-President and Secretary or Assistant Secretary of the Association who certify that the amendment or modification has been approved as required. The amendment must be recorded in the Office of the Recorder of Deeds of York County, Pennsylvania. Unless a later date is specified in any such instrument, any amendment to this Declaration is effective on the date of recording. For the purpose of recording such instrument, each Record Owner, other than Declarant, grants to the President or Vice-President and Secretary or Assistant Secretary of the Association an irrevocable power of attorney to act for and on behalf of each and every Record Owner in certifying, executing, and recording said instrument. Notwithstanding anything to the contrary contained in this Article XII, Paragraph 12.8 in no event may any of Declarant’s rights or privileges under the Articles of Incorporation or By-Laws of the Association or this Declaration be terminated, altered, or amended without Declarant’s prior written consent.

12.9 FHA/VA Approval

If Declarant applies to the Federal Housing Administration or the Veterans Administration for approval for the Property (any portion of the Property) or any Lot for mortgage financing, then, so long as there is a Class B Member, the following actions require the prior approval of the Federal Housing Administration or the Veterans Administration: annexation of additional properties, dedication of Common Area, and amendment to this Declaration.

12.10 Interpretation

This Declaration is to be interpreted according to Pennsylvania law. The paragraph headings or section titles used in this Declaration are for convenience only and should not affect the meaning or interpretation of the contents of this Declaration.