Annexation Agreement .Area of Common Responsibi Ii ty .Articles of Incorporation .AsseSSluel1t ,Board of Di r~~ctors .Bylaws .Class B Control Period .Common Area , .Common Expenses .Community Architectural Review
Commi t,tee .. , .Community Associa.tion .Community Declarant .CommunJ.ty Declaration .Community Development District .Development Approvals .Development Order , .District ' .Dlstrict Association .Di strict Declarant .District Declaration .Dlstrict Property .Master Drainage System .Mortgage .Mortgagee .. _.. , .Owner .Person .Plat .Regular Assessment .Special Assessment .Supplemental Declaration .Unit , .Unplatted PaTcel .Votlnq Member .DefIned Terms in Communlty
Water and Sewage Facilities .TJandscaping .Vehicles and Repair .Storage. " .Wells .Mining and Excavation .Signs .Parking .Animals and Pets .Nuisance .Antennas .Tents, Trailers and Temporary
Struci:ures .Drainage .Lakes, Ponds, Retention and Other
Water Areas .Walls and Fences .Communi ty-Wicle Standard .Development; Order .Occupants Bound .Motorized Vehicles .Subdivj,sion of Portion of the
District Property .
Enforcement .
1313131314141414141515
1515
161617171717
17
17
ARTICLE VI - Annexation of Additional Property
Section 1Section 2
Annexa'tion .Residential District .
-ii-
1819
i:
Section 3 Amendment . 19
ARTICLE VII - Assessments
Section 1Section 2Section 3Section 4Section 5
Section 6
Section 7Section 8
Creation of Assessments .Adoption of Budget .Special Assessments .Lien for Assessments .Date of Commencement of
Assessments .Subordination of the Lien to
First Mortgages .Exempt Property .Billing of Assessments by the
Services .Future Easements .Enforcement .Indemnification .Li tigation .Cumulative Effect; Conflict .Severabi 11 ty .Easements of Encroachment .Development and Construction by
District Declarant .Construction Activity by District
Declarant .Community Association Empowered to
Enforce District Declaration ....Wildlife, Wetland Programs and
Other Components of DevelopmentOrder .
ARTICLE IX - Declarant's Rights
26
2627272829293030
30
30
31
31
Section 1Section 2Section 3
Section 4
Assignment of Rights .Development Activities .Approval of Additional Covenants
DECLARATION OF COVENANTS, CONDITIONS, EASEMENTS,RESERVATIONS AND RESTRICTIONS
FOR FAWN RIDGE RESIDENTIAL DISTRICT
THIS DECLARATION OF COVENANTS, CO~IDITIONS, EASEMENTS,RESERVATIONS AND RESTRICTIONS FOR FAWN RIDGE RESIDENTIAL DISTRICT("District Declaration") is made this _18th day of November ,19...91 by The Viera Company, a Florida corporat.ion (herel.nafterreferred to as "District Declarant").
~ 1 I ~ E ~ SET H:
WBEREAS, District Declarant isproperty loca1:ed in Brevard Count.y,property described in Exhl.bi t "A",part hereof (hereinafter referred to
the owner that certa1.n realFlorida, be1.ng all of the
attached hereto and made aas the "D1.strict Property");
WHEREAS, the D1.strict Property 1.s a porbon of the Proper1;ies as that term 1.s defined in that certa1.n Declara·t1.on ofCovenants, Conditions, Easements, Reservations and Restrictionsfor Viera Southeast Community recorded in Official Records Book3022, Page 1576, as amended and restated by that certain FirstAmendment to and Restatement 0': Declaration of Covenants, Conditions, Easements, Reservations and Restrictions for Viera EastCommunity, recorded in Off1.c1.al Records Book .;)225, Page ..i&Zl,both of the Public Records of Brevard County, Florida, as supplemented and amended from time to t1.me (hereinafter referred to asthe "Commun1.t:y Declaration");
WHEREAS, the Community Declara·ti.on ant1.cipates the forma·tionof various Dil,tr1.cts (as defined in the Community Declaration)wi.th1.n the Properti.es as separa·tely denom1.nated residential,commercial, industrial, ofLi.ce, governmental, educational,ins·tit.utional or ot.her use areas subject teo the Communi.ty Decl.aration as provided therein;
WHEREAS, Distri.ct Declarant desires 1:0 designate the District Property as a separately denominated residential Districtsubject: to t.he Community Declara·tion a.s provided therein;
WHEREAS, The Viera Company (f/k/a Duda T"ands, Inc.) , aFlorida corpora'cion, as Declarant under the Communi ty Decl.arati.on("Communi ty Declarant:"), des.i.res to consen·t to the i.mposi tion ofthi.s Di.strict Declarati.on upon the District Property as requiredunder t.he tel-ms of the Community Dec laration; and
81\ 32IJ. 9PG 3209
WHEREAS, District Declarant intends to impose on the District Property mutually beneficial res·trictions under a generalplan of improvement.
NOW, THEREFORE, Dis·trict Dec larant hereby declares that theabove recitals are true and correct, and that the DistrictProperty, and any additional property as is hereinafter subjectedto this District Declaration in accordance with its terms, shallbe held, sold and conveyed subject to the following covenants,condi tions, easements, reservations and restrictions, which arefor the purpose of protecting the value and desirability of, andwhich shall run with, the real property subjected to this District Declaration and which shall be binding on all partieshaving any right, title or interest in the real property subjected ·to ·thhl District Declaration or any part thereof, theirheirs, successors, successors in title and assigns.
ARTICLE rP_e.tJl}.tli_CJ!]'s
SectioJ1-.l. "An}leXalion__J\gree.Jllenj=c" shall mean an amendmentor supplement to this District Declaration which subjects additional property to thi s Di strict Declaration in accordance withthe terms of this District Declaration.
E.§_c...:tj.oll.-.~. "A~e~J~_...Q.CJ!11Ln.CJ!].._l3c~_sponsJlJ_i].i ty" shall mean andrefer to the Common Area, together with those areas, if any,which by the terms of this District Declaration or by contract oragreemerrt become the responsibility of the District Associationto maintain, administer or operate.
S~c:.:t;J.Q.rL_:3.. "ArtiGl.es-.2.L.1..!lS;g~r.P,.)ratt.C>_rl"shall mean and referto the Articles of Incorporation of the District Association asfiled with ·the Secretary of State of t.he State of Florida, asamended from time to time. Attached hereto as Exhibit "B" andincorporated herein by reference is a copy of the Articles ofIncorporation as of the date hereof.
Se.gJ:.;i...9.!L1. "bs~(').~EmEl...-nt" shall be an inclusive term referring to both Regular Assessments and Special Assessmen1:s .
.S_eg.t;i-Q.!L.? ".l~gaK<:L()L.D.ir_e.c.:.to:rfl" shall mean and refer to theBoard of Directors of the District Association.
Secj:;ion.§.. "BYl<;<l:!.!'l" shall mean and refer to the Bylaws ofthe Di strict Associ a tion, as amended [rom time to 1:ime. Attachedhereto as Exhibit "C" and incorporat:ed herein by reference is acopy of the Bylaws as of the date hereof.
SecJ;).qn 7. "~J.ass ILJ:Qlltro),_l'.<Oll'_i_CJg" shall mean and refer tothe first to occur of ·the follol·li.ng,
-2-BK 321+ 9PG 32 I 0
(a) when ~~~~~~x-five percent (J5%) of the Unitspermitted by the Development Order and other Development Approvals for the District Property and -the property which is sUbjectto annexation under the provisions of lehis Declaration, havecertificates of occupancy issued thereon and have been conveyedto Persons other than the District Declarant and Owners holdingtitle solely for the purpose of development and sale;
(b) December 31, 2003_; or
(e) when in its discretion, the District Declarant sodetermines.
Section__.!;',. "gQ.ll'~lI'Qn~~ea" shall mean and refer to all realand personal property and easements and other interests therein,together \-lith the facilities and improvements located thereon, ifany, which the District Associa-tion now or hereafter owns orotherwise holds for the common use and enjoyment of all Owners.The District Association mayor may not own any Common Area infee simple; however, District Declarant (or Community Declarant)may convey Common Area to the District Association in fee simplereleased from any encumbrance securing the repayment of monetaryobligations incurred by District Declarant (or Community Declaran-t), but subject to all easements and other encumbrances then ofrecord (including those created by this Dis-trict Declaration andthe Community Declaration) and sUbject to taxes and assessmentsimposed by the Community Development District, the DistrictAssociation and the Community Association, and ad valorem realproperty taxes for the year of conveyance. The District Association shall accept title to any real esta-te or personal propertyoffered to -the District Association by District Declarant orCommunity Declarant.
12ection 9. ".c;:O!!\!1!Qn _-.-KxpeJlS....El.~" shall mean and inc lude theactual and estimated expenses incurred by the District Association for -the maintenance, repa_lr and operation of the Area ofCommon Responslbi 1.i ty or for the general benefit of all Owners,including, if so determined by the Board. of Directors, anyreasonable reserves, if any, all as may be found to be necessaryand appropriate by the District Association pursuant to thisDistrict Declaration, the Bylaws and the Articles of Incorporation. In the event the Community Associ ation determines theDistri.ct Association has failed to perform its responsibilitiesunder the District Declaration, then the expense of those responsibilities of the District Association performed by the CommunityAssociation shall be deemed Common Expenses. The Common Expensesshall also include, if the Community Association so elects, anyamounts that are assessed by the Communit.y Association pursuantto the Community Declaration.
·3··
B!( 3249PG 32 I I
SectiolL..1...Q. "~9mmu!.1it'L)\r.:f)}!j;'?S:.turaL~-",view COl1).mi ttee" or"ARC" shall mean and refer to the Community Architectural ReviewCommittee established pursuant to the Community Declaration.
Section 11. "Comlnuni.:t:Y.._Assogje'!tton" shall mean and refer toViera East Community Association, Inc., formerly known as VieraSoutheast Community Association, Inc:. , a Florida not for profitcorporation, its successors or assigns.
Section 12. "f,Q.lTImun.i t..L.J!ecl~tt·8nt" shall mean and refer toThe Viera Company, a Florida corporation, or its successors,successors in title or assigns who are designated as the Community Declaran-t under the terms and provisions of the CommunityDeclaration.
§~s:.ti9!L.J,.l. "CQ.lllffiUJ:lJ t.Y_I:J.E's:..l.",..r:.?tion" shall mean and refer tothat certain Declaration of Covenants, Conditions, Easements,Reservations and Restrictions _for Viera Southeast Communi ty,recorded in Official Records Book 3022, Page 1576, Public Recordsof Brevard County, Florida, as amended and restated by FirstAmendment to and Restatement of Dec:laration of Covenants, Conditions, Easements, Reservations and Restrictions for Viera EastCommuni ty, recorded at 0. R. Book -.3.2.25, Page _4.071, Public Recordsof Brevard County, Florida, as supplemented and amended from timeto time.
S~g.t.:LQ.I}._1-4. ".coI1]l1l!lni t:.Y....Dev~lQr;>J!l.ent.-!!.-t.st.:r-ic:i" shall mean andrefer to the Communi ty Development Di strict which the CommunityDeclarant has formed and may form (as all of the foregoing may beamended from time to time) pursuant to Chapter 190, Floric;la_::iiatutes., which Community Development Dis.trict may pertain toall or portions of the District Property and all or portions. ofthe Properties., and which may also pertain to certain realproperty not forming a part of ·the Properties..
S~gtiQn 15. "Il_evelQpm~lt. ..l1J2prClY.als." s.hall mean and refer tothe Development Order and any and all s.ubdivis.ion and othergovernmental permi t.s. and approvals obtained wi t.h respect to theDi s.trict Property or any part thereof, and relevant zoning andcomprehens.ive plan des.ignation for the Dis.trict Property or anypart thereof .
.§e<::tiolL.1-6. "De.y:el.9pme..!1t _Or.9.~r.:" s.ha.ll mean and refer tothat Development Order contained in a Res.olution is.sued byBrevard County, Florida, dated November 13, 1990, and the VieraDevelopment Order, City of Rockledge entered by the City ofRockledge, dated September 19, 1990, as amended by Resolution No.90-244 dated November 21, 1990, both pertaining to the Dis.trictProperty and other property as set forth therein, as same may beamended from time to U.me.
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BK 3249i'G 32 J 2
Section 17. "District." shall mean and refer to the FawnRidge Residenti al denoted as Dis-trict FF on Exhibit "B" to theCommunity Declaration, l~hich shall include the District Property.
Sectio-,,---l~. "District Assgs:.La-t:Ls...I}" shall mean and refer toFawn Ridge District Association, Inc., a Florida corporation, notfor profit, its successors or assigns.
Secti.on 19. "pistx:ict .J)eC:.LarCl.l)j:" shall. mean and refer toThe Viera Company, a Florida corporation, or its successors,successors-in-title or assigns who are designated as the DistrictDeclarant hereunder in a recorded instrument executed by theimmedia-tely preceding District Declarant, provided, however, inno event shall there be more than one District Declarant for theDistrict Property at any given time.
~ect:ion 20. "DistrJ_c..:t:._Q~<::lE.rilti(;m" shall mean and refer tothis Declaration of Covenants, Conditions, Easements, Reservations and Restrictions for Fawn Ridge Residential District, assupplemented and amended from -time to time.
Se.s:j~..t9n 21. "D:j...§trict_p.ropert...Y" shall. mean and refer to thereal property described in Exhibit "A", and such other realproperty as from time to time may be subjected -to the covenants,condi tions and restcici:ions of the Di strict Declarat:lon byannexation as more fully set forth in Article VI hereof.
Ses;t:i,.on .'L2.. "l\1aster DrCl.:LDo?S1.€!~S_YP_t;.€!!,," shall mean and referto all land, easements, structures and other facilities andappurtenances which together consti-tute and comprise the mastersurface water management and drainage system of -the Properties(or portions thereof) and adjacent property as reflected on planstherefor now or hereafter on file with and approved by BrevardCounty, Florida and the st. ,Johns River Water Management Di strict.
Segti..on_:2.l.a deed of trust,security deed.
"Mo.:.t9..'!..g.",-" shall mean and refer to a mortgage,a deed -to secure debt, or any other form of
t-
§~_cti..~Do....1...4.. "-l\1grtgilge"," shall mean and refer to a beneficiary or holder of a Mortgage_
Sectioll 25.. "OV!.!1.€!!:" shall !nean and refer to one (1) or morePersons who hold the record title to any Unit or Unplatted Parcelwhich is part of the District Property, including any builder orbuilding contractor, and the Dis-trict Declarant, but excluding inall cases any party holding an interest merely as security forthe performance of an obligation. If a Unit or Unplatted Parcelis sold under a recorded contract of sale, and the contractspecifically so provides, then the purchaser (rather than the feeowner) will be deemed the Owner.
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SesJ:i9P~26. "Pe~_§.Q1}'T shall meanperson, a corporation, a partnership,trustee or other legal entity.
andan
refer toestate, a
a naturaltrust, a
Section 27. "Plat" shall mean and refer t:o the plat ofViera 'rracEYf'~Pfiase t--=-_ recorded in Plat Book _~, Page _~ ofthe Public Records of Brevard County, Florida, and the plat ofany other portion of the District Property.
Sectio.!L28. "Re..ffilla}:...A:oses.:3.lTI.EO'g:t:" shall mean and refer tothe assessments levied against all Units and Unplatted Parcels inthe District Property to fund Common Expenses in accordance withSection 1 of Article VII of this District Declaration.
Section 29. "§.Qecial As~_esllJ!,~nt" shall mean and refer toassessments levied in accordance with Secti.on 3 of Article VI I ofthis District Declaration.
Secti.on .:LQ. "~lemental Declgratl.()g" shall mean and referto an amendment or supplement to this District Declaration whichimposes expressly or by reference, additional restri.ctions andobligations on the land described therein.
Section 31. "yni t" shall mean and refer to a Lot shown onthe Plat, and any structure thereon, intended for development,use and occupancy as an at·tached or detached residence for asingle fami ly. In the case of a condominium or cooperativedevelopment of single family residences, each unit in the condo·minium or cooperative shall be deemed a Unit hereunder at suchtime as a certificate of occupancy is issued for the condomin.iumor cooperative unit and the appropri ate documents have beenexecuted, delivered and recorded so as to legally establish suchownership structure. Areas on the Plat designated as Tractsshall not constitute Uni ·ts. The Declarant may in its solediscretion amend t.his Distric·t Declaration for the purpose ofmore specifically designating Units in the District without thenecessity of joinder of any oUler Person to said amendment.
Section 32. "1!.l]l)1c.aj::_~ed P'Lrcel" shall mean a portion of theDistrict Property which is not platted or submitted to condomini·urn or cooperative ownership, but intended for development of morethan one Unit, or if platted, is platted into a lot(s) intendedfor development of more than one Unit. Once an Unplatted Parcelor portion thereof is platted into Units or submitted to condominium or cooperative ownership, the Unplatted Parcel or portionthereof so platted or submi·tted shall no longer be deemed anUnplatted Parcel.
Se_ction.J.l. "YQ.1:in~l"1elll]).er" shall mean and refer to therepresentative (or such representative·s alternate if he isunable to a·ttend a meeting of the Community Association) selectedby the Dis·trict Associati.on to be responsible for casting all
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BK 32Ld PG 32 j 4
(
votes of the membership of the Community Association attributableto Uni ts or Unplatted Parcels in the Di strict for all mattersrequiring the vote of membership of 'the Communi ty Association,unless otherwise expressly specified in the Community Declarationor bylaws of the Community Association. The Voting Member of theDis'trict shall be the president of the District Associa'tion,unless a majority of the Board of Directors shall determine toappoint another representative as the Voting Member for theDistrict. The alternate Voting Member shall be the secretary ofthe District Association, unless a majority of the Board ofDirectors shall determine to appoint another representative asthe alternate Voting Member for the District.
5ec"\:ion..34.. DefiI).~_cl._-.1'.erm.s_ in_..~S>!~!!1tmitL-Dec laration.Capi talized terms not otherwi se defi ned in 'the Di strict Decl?lration, but defined in the Community Declaration, shall have themeaning set forth in the Community Declaration unless the contextshall otherwise require.
ARTICLE IIf.rQPE'!J::i;Y_B-.igh:!:~
S~£:tio..n_;1... B-i..ill1.t,"_.9L_.Q-'i.!lE"!..!".'''· Every Owner shall have anon-el(clusive right and easement of enjoyment in and to theCommon Area for the purpose for '",hich it is intended, subject tothis District Declaration as it may be amended from time to time,any easements reserved therein Or granted by District Declarantor Community Declarant, any terms and conditions of the CommunityDeclaration as it may be amended from time to time, and to anyrestrictions or limitations contained in any plat and in any deedconveying such property to the District Association or subjectingsuch property as Common Area 'to the District Declaration. Suchnon-exclusive right or easement is subj ect to (i) 'the right ofthe Dis'trict Association to limit the number of guests of Ownersor Owners who may use the Common Area from t,ime to time; (ii) theright of the District Association 'to promulgate, establish andenforce reasonable rules and regulations pertaining to the use ofthe Common Area; and (J ii) the right of the Di strict Associationto take such steps as are reasonably necessary to maintain,preserve and protect 'the Common Area. Any Owner may delegate hisright of enj oyment in and to ,the Common Area to the members ofhis family, his tenants, guests or invitees, as applicable,subject to reasonabl.e regulatJon by the Board of DIrectors of theDistrict Association and in accordance with procedures it mayadopt. An Owner of a Unit who leases his Unit shall not bedeemed to have delegated such d.ghts to the UnIt's lessee, exceptto the ex-tent provided in the lease. No Owner may exempt himselffrom personal. li abi Ii ty for or exempt hi s Unit or UnplattedParcel from any assessments duly levied by the District Association, or release the Uni t or Unplatt'ed Parcel owned by the Ownerfrom liens, charges, encumbrances and other prOVisions of this
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B/{J 21t 9PG 32 I 5
District Declaration or the rules and regulations of the DistrictAssociation by (a) the volunt.ary waiver of the right, privilegeand easement for the use and enjoyment of the Common Area; or (b)the abandonment of hi s Uni t or Unpla'tted Parcel.
Sectio~_£. Leasing. An Owner shall be allowed to lease hisUni t or Unplatted Parcel, provided that any such lease shallrequire the tenant thereunder to comply with the terms andconditions of the District Declaration, Bylaws, Articles ofIncorporation, Community Declaration, bylaws and articles ofincorporation of the Community Association, and provided furtherthat such lease and tenancy is otherwise in compliance with anyrules and regulations promulgated by the District Association orthe Community Association. No lease of a Unit or UnplattedParcel shall be for a term of less than (3) months, and any suchlease shall be in writing and shall be enforceable by the bistrict Association or Community Association, whether or not sostated in its terms. No Owner may lease his Unit or UnplattedParcel more than twice during any calendar year unless approvedby the District Association. During the term of any lease, Ownershall not be relieved of any obligations under the terms of theDistrict Declaration and Communi t.y Declaration, and Owner shallbe liable for the actions of his tenants which may be in violation of the terms and conditions of the District Declaration,Community Declaration, any rules and regulations thereunder andany other documents set forth above, notwi thstanding the factthat the tenants are also fully liable for any viola·tion of thedocuments and regulations. In the event a t.enant, occupant, orperson living with the tenant '1l01al:es the District Declaration,Bylaws, Articles of Incorporation, the Community Declaration, thebylaws or articles of incorporation of the Community Association,or the rules and regulations of the District Association orCommunity Association, the District Association or CommunityAssociation as appropriate, shall have the power to bring anaction or sui,t against the tenant or occupant and ·the Owner, orany combination of the foregoing, 'to recover sums due for damagesor injunctive relief, or for any other remedy available at law orin equity. The restrictions contained in this section shall notapply to Units or Unplatted Parcels owned by or leased to District Declarant, or by any Mortgagee of a first Mortgage acquiring title by foreclosure or deed in lieu of foreclosure.
Secj:.i.C>.-f!_l. J'imJ'!- Sh"'.!:,E"_X~'2hj.bi.:t;ion. No time sharing plan asthe term is defined in Chapter 721, Flo~ida~tatutes (1991), asamended, or any similar plan of fragmented or interval ownershipof Units or Unplatted Parcels shall be permitted on the DistrictProperty, and no a't'tempt to create same by lease or otherwi seshall be allowed.
Sectj.Qn 4. 1?.oard__of_~~rectQ!?~5l Rights. The Board ofDirectors, in its sole discretion, by resolution may extend
(- permission to selected non-owners of any interest. in the District
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BKJ 249PG 32 I 6
Property, to use portions of the Common Area subject to suchterms and conditions as the Board of Directors may impose.
Sectio.!l_..?. Wi thdravlJ'!.1. District Declarant reserves theright, without prior notice and wi, thout the consent of anyPerson, to amend this District Declaration unilaterally at anytime so long as District Decl8rant owns any land which is sUbjectto this District Declaration, for the purpose of removing certainportions of the Di,strict Property then owned by District Declarant, its affiliates or the District Association from the purview,operat.ion and effect, of this District Declaration. For such anamendment to have effect, the Community Dec laran't must consentthereto and such amendment setting forth the wi thdrawal must befiled in the Public Records of Brevard County, Florida wi.th theconsent of the Community Declarant: attached .
.secti_C<lJ.-P.. AJ!l~n<imex~t., This Article shall not be amendedwi thout the .'ri 1: ten consent of Di s'trict Declarant, unless Di strict Declarant no longer owns any land which is subject to theDistrict Declaration or subject to anneltati,on to the DistrictDeclaration.
ARTICLE IIIQ~Et~~_~t.-A~§Q~iE~~oD
SecttQJLl.· Q!?j~ct..5'-,_PurPo§<'!fl__'!.llcL. F1J.!1ct.ion. The Di strictAssociation has been created and established for the objects andpurposes of and shall have exclusive jurisdiction over and thesale responsibility for the administration, management, operation, regulation, care, maintenance, repair, restoration, replacement, preservation and prot,ection of the Common Area and tothe extent provided by agreement or otherwise of that portion ofthe Area of Common Responsibi 1 i, ty Vlhich is not a part of theCommon Area; the establishment, levy, imposition, enforcement andcollection of all Assessments for which provision is made in thisDeclaration; the payment of all Common Expenses; and the promotion and advancement of the general welfare of the members of theDistrict Association; subject in all cases to the righ1: of theCommunity Association to act in the place and stead of theDistric't Association, in the event the Dis'trict Associ,ation failsto carry out its rights and responsibili1:ies as provided underthe District Declarati.on, the Articles of Incorporation andBylaws; all as more particularly provided in this DistrictDeclaration and in the Articles of Incorporation, Bylaws andrules of regulations of the Distri.c't Associa'tion.
Sect.ion _~. Dut.i..eE_i'l.mL.l'gll'ers, In addi tion to those dutiesand powers conferred by law and those speci.fi.ed and enumerated inthe Articles of Incorporation and the Bylaws, the Di. stric'tAssociation "'hall have such du'ties and powers as are, respectively, imposed and conferred upon i. t pursu,mt to this District
-9·-
8113 249PG 32 I 7
Declaration, including, without limitation, such duties andpowers as may reasonably be implied from, necessary for orincidental to the accomplishment of j:he objects and purposes forwhich the District Association has been created and established.All duties and powers of the District Association shall beexercised by the Board of Directors unless otherwise provided inthis Dis'trict Declaration, the Articles of Incorporation and theBylaws.
Section~. M~mb~~~hiR' Every Owner shall be deemed to havea membership in the District Association. No Owner, whether one(1) or more Persons, shall have more than one (1) membership perUnit or Unplatted Parcel owned. The membership shall not berefused, waived or surrendered, but voting rights and rights ofuse and enjoyment of the Common Area may be regulated or suspended as provided in 'this Dist:rict Declaration, the Articles ofIncorporation, the Bylaws and rules and regulations adopted bythe District Association.
Se~tJ211~. Tranfl.fer_ of_l'<1eml:2!"rship. Membership in theDistrict Association shall be appurtenant to and may not beseparated from the ownership interest of an Owner in a Unit orUnplatted Parcel. The membership of an Owner in the DistrictAssociation shall not be transferred, pledged or alienated in anyway, except 'that such membership shall automatically be transferred and assigned upon the transfer of the ownership interestrequired for membership in the District Association. Owneragrees to immediately notify the District Association upon suchtransfer and to deliver to the District Associati,on the addressof the new Owner, and a copy of j:he deed conveying the Uni t orUnplatted Parcel to the new Owner.
Section~. yotiI!'LJ-li.9:.htl?-' The Di str1c't Associ a tion shallhave two (2) classes of membership, Class "A" and Class "B", asfollows:
(a) Class "A" members shall be all Owners with theexception of the Class "B" member, if any. Voting rightsshall be allocated among Class "A" members as follows: (i)One (1) vote per acre or portion thereof shall be allocatedto an Unplatted Parcel; and (ii) For those portions of theDistrict which are subject to a Pla't, are submitted tocondominium or cooperative ownership and comprised of Uni'ts,or are otherwise designated by District Declarant as a Unit,each Unit shall be allocated one (1) vote.
(b) The Class "B" member shaJ.J. be the Dist.rict Declarant. The Class "B" member shall have _4.Q.5- votes until theClass "B" membershi,p terminates and becomes converted toClass "A" membership. The rights of the Class "B" member,inclUding the ri.ght to approve acti,ons taken under thi sDistrict Declaration and the Bylaws, are specifi.ed elsewhere
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in this District Declaration and the Bylaws. The Class "B"member shall be entitled ·to appoint ·the members of the Boardof Directors during the Class "B" Control Period, as provided in the Bylaws. The Class "B" membership shall terminateand become converted to Cla.ss "A" membership upon theearlier of:
(i) Two (2) years after the expiration of theClass "B" Control Period: or
(ii) When, in i1:s discretion, the District Declarant so determines.
Section '7. I:l}El:t;Ltc::.t:.. The District of which the DistrictProperty forms a part, may have additional lands annexed theretoin accordance with the terms of the Community Declaration, andfurther may be modi.fied subject ·to the terms and r.onditions ofthe Communi.ty Declaration pertaining to designation of Districts(as defined therein) and their reconfiguration. Those portionsof the District not subjected to the terms and conditions of thisDistrict Declaration may, but shall not be obligated to, become apart of the Di strict Property, in the sole eli scretion of theDistrict Declarant. Such annexation of additional property intothe District Property, if any, may be accomplished in accordancewi th the terms and prov:l sions of Article VI hereof, and mayormay not include if so determined .in the sole discretion of theDistrict Declarant and Community Declarant, lands located outsidethe District, all as further provided in Article VI hereof and asprovided in the Community Declaration.
ARTICLE IVMilj,.!!..t§11"m.c:.~
Se CJ:.:hQ.ILJ.. . p i sJTLc::.t~_...J'.§.§2.~..i.1'.t:.:lOn":"',,_._B.e'§J2Q..J:l!3 i !:JLILt.Y . TheD:tstrict Association shall maintain and keep :tn good repair theArea of Common Responsibility, such maintenance to be funded ashereinafter provided. This maintenance shall include, but neednot be limited to, maintenance, repai.r, restoration and replacement, subject to any insurance then in effect, of all landscapingand other flora, structures and improvements si tuated upon orunder the Area of Common Responsibility, including but notlimi.ted to, drainage systems, recreation and open space, utilities, traffic cont.rol devic"s and pedestrian systems, and suchother actions as may be required pursuant to the terms andcondi tions of any agreement of t.he OJ s-trict Association, theDistrict Declaration and the Community Declaration. The Distri.ctAssociation shall also maintain and keep in good repair suchportions of any additional property not included withi.n the Area
~ of Common Responsibi li ty as may bE> dic·tated by this Di stri.ct(
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Declaration, or by a contract or agreement for maintenancethereof by the District Association or by a governmental entityor agency. In the di scharge of its responsibilities, the District Association shaU comply fully with the Development Orderand other Development Approvals to the extent relevant andapplicable to the Common Area or ·the Di strict Associ ation' sdut.ies and responsibilities. Except as otherwi se specificallyprovided herein, all costs associated with maintenance, repairand replacement of the Area of Common Responsibility and additional property (as provided above) shall be a Common Expense tobe allocated among all Units and Unplatted Parcels as part of theAssessments.
The District Association may maintain pr.operty which it doesnot own (in addi tion to those portions of the Area of CommonResponsibiU·ty which it does not own), including, without limitation, property dedicated to the pubU.c, if the Board of Directorsdetermines that such maintenance is necessary or desirable tomaintain the Community-Wide Standard (as defined in the CommunityDeclaration) .
.£e<e.lio!!~. Owner '_",- Resp()!l§ibiJJ.1,y. Each Owner ( and anyowner of a portion of the District Property not within a Unit orUnplatted Parcel) ",hall maintain his or her Unit or UnplattedParcel (or portion of the District Property) and all structures,parking areas, landscaping and other improvemen·ts compri sing theUni t or Unplatted Falccel (or portion of the District Property) ingood repair and in a manner consistent with this District Declaration and any s·tandard established by the Board of Directors,and in any District planning and design criteria, as well as theCommuni ty-Wide Standard, and all. applicable covenants, includingthose contained within the Community Declaration and the DistrictDeclaration, unless such maintenance responsibility is o·therwiseassumed by 01: assigned ·to the District Association.* If any Ownerfails properly to perform his or her maintenance responsibility,t.lle District Association, in its sole discretion, shall have aright of entry upon such Uni t or Unpla·tted Parcel (or portion ofthe Di.strict Property) and may perform such maintenance andassess all costs incurred by the District Association (togetherwith an overhead expense to the District Association of fifteenpercent (15%) of the t~otal amount thereof) against the Unit orUnplatted Parcel (or portion of the Di st.r1ct Property) and theOwner (or owner) thereof j n accordance wi·th Section 3 of ArticleVII of this District Declaration; provided, however, excep·t whenentry is required due to an e>mergency situation, the DistrictAssociation shall afford the Owner (or owner) reasonable noticeand an opportuni ty to cure the problem prior to entry. TheD.istrict Association shall have no obligation ·to perform any suchmaintenance, unless reqUired to do so under the District Declaration or Community Declaration. The determination as to whether aUni t or Unplatted Parcel (or portion of the Dist:rict. Property)and all st:ructures, parking ar.eas, landscaping and other
*Each Owner of a Unit abutting a lake, pond, retention or other water areashall also maintain the grass or sodded areas between such Owner's Unit andthe waterline of such lake, pond, ret~~ion or other water area, regardlessof whether such areas are owned bX the District Association or the CommunityDevelopment District. BK 3t.. [I 9PG 3220
improvements are being maintained in good repair and in a mannerconsi stent with the foregoing shall be made by the Board ofDirectors, except to the extent the ARC may otherwise determineas to the Communi ty-Wi_ de Standard.
Section 3. COrnmunJ ty~~,?_~ociation. If -the District Association fails to perform its maintenance responsibility as requiredherein and in the Community Declaration, -the Community Association shall have a right of entry and may perform same and assessthe cost thereof, all as provided in the Community Declaration.
Section 4:. J:)et~~rnipat:i,.2.!1--"L12i_stric_L?t~nd_ar_g. The Di s-trict Declarant or District Association may establish a standardfor the Di strict as t:o cond'Jct, maintenance or other actlvi tygenerally prevailing throughout the District, which standard, ifestablished, shall at least meet that of the Community-WideStandard. In the event such a standard is established, it may beamended by the District Declarant or District Association and maybe enforced by the District Declarant, Distric-t Association orCommunity Associa-tion. Notwithstanding the foregoing, the ARCshall determine whether the Distl'ict: or any portion thereof, andall structures, parking areas, landscaping and other improvementslocated thereon are being maintained in a manner consistent withthe Community-Wide Standard.
ARTICLE V!l.s_e_R~.§.:t:..rJ ct.i-.Q!ls
The Df-strict Property shall be used only for such purposesas are permitted in the Developmen-t Order and other applicableDevelopment Approval s, subj ect to such further restrictions asmay be set forth in this District Declaration, any SupplementalDeclaration or Annexation Agreement::, and the Community Declaration or other Govenants or deed res-trictions pertaining thereto.
The District Property shall also be subject to such furtherrestrictions as District Declarant may impose under and by virtueof deeds to Owners. Restrictions identified in any such deed asbeing enforceable by the District Association shall be enforceable by the District Association, acting through the Board ofDirectors, in the same manner as if such restrictions were setforth in this District Declaration. In addition, the CommunityAssociation, acting through its board of directors, shall havestanding and power to enforce restr1ctions and standards imposedunder the District Declaration and to enforce deed restrictionson the District Property which may be enfOrced by the DistrictAssociation.
The District Association, acting through Its Board ofDirectors, shall have the authority to make, to enforce, to amend
/-- and to delete standards and restrictions governing the use of the
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BK 32 It 9PG 322 I
District Property in addition to those contained herein, and toimpose reasonable user fees for use of the Common Areas, providedhowever, should such standards and restrictions be in conflictwi th or less stringent than those contained in the CommunityDeclaration, then the terms and conditions of the CommunityDeclaration shall control. During such time as District Declarant owns any land which is subject ·to the District Declaration,any standards and restrictions governing the use of the DistrictProperty made, amended or deleted, shall not apply to the District Declarant and that portion of the District Property ownedby it unless District Declarant consents thereto.
The Board of Directors may delegate its power and authorityto enforce restrictions pursuant to this Article Vto a CovenantsCommi t·tee as provided in the Bylaws.
Rectio!}-.l. W~.teX_.i'nd_S.<'!.w.Cl.~.E.~ci.1itie§.. No individualwater supply system or individual sewage disposal system shall bepermi tted for any porti.on of the Di strict Property, unless soapproved by the ARC.
~e.<::j;ion Z.. k'!.!!dE;.c.'!P.t..!1..9.· Landscaping on any portion of theDis·trict Property and stormwater drainage and retention featureslocated on and serving only a Uni t or Unplatted Parcel shall becontinuously maintained in good, aesthe1cically pleasing conditionby the Owner thereof .
.Sec;t;i,oll..d. y'~h:i.<::les __a.llQ._.R.el'.a;i,r. No inoperative cars,motorcycles, trucks or other types of vehicles shall be allowedto remain either on or adjacent to any portion of the DistrictProper-ty for a continuous period in excess of forty-eight (48)hours; provided, however, thl s provi sian shall no·t apply ·to allYsuch vehicle being kept i.ll an enclosure and not visible from thestreet or any portion of the District; Property or Propert.ies.
Recj;:iol1_4. .StQ.£iEl..€>. Un less speciall y approved by the ARC,no materials, supplies or equipmen·t (except during the construction of improvemen·ts) shall be stored on any portion of theDistrict Property, except inside an enclosed building or behind avisual barri.er approved by ·the ARC screening such areas from theview of adjoining portions of the District Property, the Properties and any street. The foregoing provisions shall not apply tothe Community Declarant or the District Declarant.
l3.~g,t;,,-LCl.!)'...;;'. lieU?,· Without the prior written consent of theARC, no well for ·the production of wnter, whe1:her potable or forirrigation or other limited purposes, shall be dug, used orotherwise permitted on the District Property.
Section 6. l1in-Lllg...-!!l1_q. __}:;'~S'ava:tion. No derrick or otherstructure designed for use in boring for oil or natural gas shall
.... be erected, placed or permi ttecl upon any portion of the Vi strict
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BO 249 PG 3222
Property, nor shall any oil, natural gas, petroleum, rock, gravelor other minerals or substances of any kind be produced orextracted therefrom. No clearing or excavation of any portion ofthe District Property shall occur except in connection with theconstruction approved by the ARC, or maintenance or repair ofimprovements on the District Property.
Section_l.. SigJ,>s. With the exception of one "Eor Sale"sign per Unit or per Unplat'ted Parcel not 'to exceed the sizeestablished by the ARC, no sign of any kind shall be erected onany portion of the District Propert:y without the prior writtenconsent of the ARC. Such restriction on signage shall not applyto the District Declarant as long as the District Declarant ownsproperty within the District Property.
Sect,;L.on 8. f'ji_J::J.~.i]lg__and._G.ar<me.§. Owners shall park only intheir garages or in the driveways serving their Units orUnplatted Parcels or permitted spaces or designated areas onCommon Area as may be directed by the District Association, inwhich parking mayor may not be assigned, subject to such reasonable rules and regulations a.s the Board of Directors may adopt.All commercial vehicles, recreational vehi.cles, buses, trucks,vans, tractors, mobile homes, trailers (ei. ther with or wi thoutwheels), campers, camper trai lers, boats and other watercraft,and boat trailers must be parked enU.rely wi thin a garage unlessoth.El,rwise permi t·ted by the Di strict ASfJociation. No garage may"be altered in such a ma'nner that: the number of automobiles whichmay reasonably be parked therein after the alteration is lessthan the number of automobiles that could have reasonably beenparked in the garage as originally constructed. (This sectionshall not apply t.O construction or similar vehicles or constructiontrailers which may be par)~ed on an Unplatted Parcel or aUni t, but only during such reasonable period of ·time wi thin whichconstruction of improvement:s thereon is occurring.)
Sect:i,glL~. Antrnall'!.....3!.rl_cl.._-.J'"et'I . No animal s, Hvestock, orpoultry of any kind may be raised, bred, kept, or permitted onany portion of the District Property, with the exception of dogs,cats, or other usual and common household pe t:s, whicl1 may be keptor permit·ted in a reasonable number so as not to create a nuisance as de·termined by ·the Di strict: ASflociation, provided sameare not bred for commercial use; and provided, however, thosepets which are permi'tted shall be sheltered inside structures.All dogs, cats and other household pets al.lowed hereunder must beleashed when ou·tside and shal] not be penni'tted to run loose.
/Those pets which, in the sale discretion of the District Association, endanger the health, make objectionable noise, or constitute a nuisance or inconvenience to the Owners of the District.Property may be removed by the Board of Directors and handed overto the appropriate sta,te or coun'ty au'thori ty.
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81< 32[1 9PG 3223
A RESOLUTION TO THE DECLARATION OF COVENANTS OF THE TERM"TRUCK" FOR FAWN RIDGE DISTRICT ASSOCIATION INC.
1. The following is a Board of Directors approved resolution ofthe term "Truck" asused in Fawn Ridge District Association Covenants Article V, section 8.
For purposes o[this section, the term "truck" and "van" shall exclude any so-called"sport utility vehicle, " "minivan, " "(ull-sized ramily van" and "pick-up truck, " provided01 such vehicle has not been modified fOr the purpose o(racing or to unreasonableincrease its ground clearance, (iii such vehicle has not been modified by the temporaryor permanent installation o(anv animal cage, exterior seat or camper body, shell or top(excluding so-called "toppers" on pick-up trucks which do not extend above the roo(lineo[the cab and are not equipped (or camping or overnight use). (iii! Such vehicle does notdisplav any commercial or work-related sign, trademark, service mark or logo. (iv) suchvehicle has not been modified bv the permanent or temporary installation ora tool box.railing carrier. rack or other element (or commercial or work-related use (excludingsuch installations exclusively fOr personal use unrelated to any commercial or workpurpose), (v) such vehicle is not used (or the continual or periodic storage o(any tools.materials. products or goods having a commercial or work-related purpose. and (vii suchvehicle and all exterior body panels. paint and components are in good condition andwell maintained SO that the vehicle is not unsightly to the eye,
2. This resolution shall only extend to the clarification of the term "truck," and does nototherwise change the existing covenants,
Approved by the Board ofDirectors on 14 February 1998.
Thomas J. ShipleySecretary
gect_ioIl.JO. !,!~IJ.§.a}2C_e.. No portion of the District Propertyshall be used, in whole or in part, for the st.orage of anyproperty or thing that will caus" such portion of the DistrictProperty to "ppear to bE' in an l!ncl"an, unsight_ly, unhealthy orunkempt condi__ -tion or tha-t will be obnoxious to the eye; nor shallany substance, thing, or material b" kept upon, nor shall any useor practice be allowed upon any portion of the District Propertythat will emi-t foul or obnoxious odors or that will. cause anynoise or other condition that will or might disturb the peace,quiet, safety, comfort, or 8ereni ty of the occupants of theDistric-t Property or the Propert.ies, or which shall be a sourceof material and unreasona.ble annoyance or discomfort to Owners orthei l' tenants or invi tees, Dr which materially and unreasonablyinterferes with the peaceful possession and enj oyment of theDist:rict Property. No illegal, noxious, or offensive activityshall be carried on or conducted upon any portion of the DistrictProperty. The pursuit of hobbies or other activi·ties, includingspecifically, without limi ting the generality of the foregoing,the assembly and disassembly of mot:or vehicles and other mechanical devices I.,hich might tend to cause di sorderly, unsightly, orunJrempt conditions, shall occur onl y vii thin a garage or othersimilar walled interior area of the District Property and shallnot be visible to view. Notwithstanding the foregoing, construction actiVity which occUrS on the District Property in accordancewith the terms of the District Declaration and the CommunityDeclaration shall be permitted.
S~ct.:i.2.D---.-ll. l',p._tenpas. No exterior television or radioantennas, aerials or satellit" dishes of any kind shall beplaced, allowed, or maintained upon any portion of the DistrictProperty, including any Unit or Unplatted Parcel unless permi-ttedby the ARC and the District Association.
9_ecj:,.1 0 n .Jl. . QJ_Q.the sLiI}~_o;-, Q.~J:J2_~~_Q-"'!1--,,'3...-,~nd T an,ke, . A11clotheslines, garbage cans. above-ground tanks, and other similaritems shall be located or screened so as to be concealed fromview from neighboring Uni ts, Unplatted Parcels or port:ions of theDistrict Property or Properties.
Sect~2n 13, ?w~mmj.nrr-L~Ql~. No above ground swimming poolsshall be erected, constructed or installed on any portion of theDistrict Property.
_fJecti olLl1.'L@j:§-' TJ:9:Ll§'LEl ~~ __T""mRorary structures,Owners or occupan1:s shall not place upon any port:ion of theDistrict Property, any tent or trailer or any structure of atemporary nature, IvJ thout obtain:ing the prior written approvalfrom the Dist.rict Associati.on and the ARC.
storm water from any port:ion ofdrain into or onto contiguous or
drainage easements, retention
-16-
BI{ 3249PG 3224
areas, Common Areas or Areas of Common Responsibility in themanner approved by the ARC and the owner and operator of theMaster Drainage System, if such drainage is part of the MasterDrainage System. I f such drainage is not part of the MasterDrainage System and is not n~quired to be part of the MasterDrainage System, then the manner of its drainage shall be approved by the ARC and the District Declarant (and at such time asDistrict Declarant owns no portion of the District Property, orproperty which can be annexed to the Di strict Property, or atsuch earlier ·time as District Declarant in its sole discretionmay determine, the approval of the District Declarant will not berequired, and the District Association and the ARC shall approvethe manner of drainage). No Owner (other than the DistrictDeclarant) shall be permi·tted ·to alter the grade of or originaldrainage plan for any portion of the District Property, or changethe direction of, obstruct, alter or retard the flow of surface,~ater drainage, nor to erect, plac,," or maintain any structurewhich shall in any way obstruct drainage devices or facilities orimpede their efficient operation unless approved by the ARC andthe owner and operator of the Master Drainage System if suchdrainage is part of the Master Drainage System, or unless approved by the ARC and the District Declaral,.t (and at such time asthe District Declarant owns no portion of the District Propertyor property which can be annexed to the Dist.rict Property, or atsuch earlier time as District Declaran·t in its sole discretionmay determine, the approval D.f the DIst.ric1: Declarani: will not berequired, and the Dis1:rict Association and the ARC shall approvethe manner of drainage), if such drainage is not part of theMaster Drainage System.
~.~ctt9n_l§. J..ak~_s-,-PondsJ__ R.!o!J:.Elli:t:io.!Lil.rLd~:tJ:1_~r WateL..l1reas.Access to and use of lakes, ponds, retenti on and other waterareas within the District Property and not a part of the MasterDrainage System, shall be governed and controlled by the DistrictDeclarant. This shall not be deemed to imply that any of theDistrict Property or the O',rners thereof will have access to orrights to use lakes, ponds, reteni:ion or ot.her water areas withinthe DistrIct Proper·t.y. Docks and o·t.her structures or improvements wi thin lakes, ponds, retention and other wat.er areas wi thinthe District Properi:y shall not be permitted unless approved bythe ARC, and if located on allY of the foregoing which are not apart of the Master Drainage System, by the District Declarant.Fences, walls or l"ndscaping bordering lakes, ponds, retentionand othor water areas ,d thin the Di strict Property shall not beconstructed in such a manner so as to m"t.erially obstruct theview of the .foregoing· as determined by the ARC, and if in relation to lakes, ponds, retention and other water areas not a partof the Haster Drainage System, the District Dec larant. TheDistrict Association may establish rules and regulations relevantto access and use of lakes, ponds, retention and other waterareas wi thin the District Property and not a part of the MasterDrainage Syst.em, which may include, wi thoui: limitation,
--17 -
BI( 3249PG 3225
(
regulation or prohibi tion of sailing, boating or otherwatercrafts (including jet skis or other vehicles containing gas,diesel or other form of cOlnbus·ti.on engines), swimming, fishing,or other water sports or activities. The Distric·t Declarantshall also have the right, but not the ·obligation, tospecifically designate the portions, if any, of the lakes, ponds,retention or other water areas and the corresponding shoreline orbeach areas upon which boats or other vehicles may be stored,docked or launched, or wi thi n which swimming may be permitted.To the extent the rules and regulations of the District Declarantallow access to or use of lakes, ponds, retention or other waterareas, such use shall be at the risk of the Person undertakingsuch activity, and there shall be no obligati.on by the DistrictDeclarant to provide supervi sory personnel or lifeguards. Atsuch time as District Declarant no longe.r owns any property whichis subject ·to this District Declaration or which can be annexedto the District Property, or at such earlier time as DistrictDeclarant in its sole discretion may determine, the rightsreserved ·to District Declarant in this sect.ion shall becomerights of the District AssocIation, to be e,tercised by its Boardof Directors.
Section 17. Wal~s-And_K~~ce~. No fences or walls shall beerected on any portion of the D1 strIct Property unless approvedi.n wri ting by U,e ARC.
Section 18. Residential Dwelli.n~Size. Each residenti aldwelling -constructed on' a unit or'·Unpla·t:.ted Parcel shall have aminimum heated and cooled living area of _1.,..0.00square feet.
Sectj,..on_!.2.. !19torizeg.....Y.~hi(;).. e§.. Motorized vehicles shallnot be used on t:he sidewalks, pathways or Common Areas (unlessthe Common Areas have been specifically designated for use bymotorized vehicles by DistrIct Declarant). Golf carts may usethe foregoing if so determined by District Declarant, but only tothe extent as determined by District Declarant, the intent beingthat such use, if any, shall be limited to reasonable and necessary use for transportation ·to and from any neighboring golfcourse. At such time as District Declarant no longer owns anyproperty which is subject to this District Declaration or whichcan be annexed to the District Property, or at such earlier timeas District Declarant i.n its sale di.scretion may determi.ne, therights reserved to Di st.rict Declarant in ·thi s sec tion shallbecome rights of the District Association, to be exercised by itsBoard of Directors.
Sec;!.i-on_~O. .Q."l::>J.~_._:r"~.levision...l2.y.steI1l' Each Unit orUnplatted Parcel shall. be wired to receive and accept cabletelevision service compatible with· and capable of being connectedto the central. cable television system, if any, which may beinstalled throughout the District Property.
-l.8-
Gil G2!.~ 9PG 3226
,section 2~. Qomm~gity-Wi~~_?t~Lda~g. The District Propertyshall comply wi ththe Community-Wide Standard, the terms andcondi tions of the Community Declara'ti on, and the Planning andDesign Criteria.
,sectioD~,;l.. De:reJoQRn).Em:L.Qr_cl!"J:. Each O'rmer shall comply, atits expense, with the requirements of the Development Order as itrelates to the Unit or Unplatted Parcel owned by it, and eachOwner shall otherwi se cooperate with the Community Declarant,District Declarant, Community Association and District Association in their efforts to comply ,lith the provisions of theDevelopment Order.
Section 23. All provisions of the Dis-trict Declaration and of any rules and regulations or use restrictions promulgated pursuant 'thereto which govern the conductof Owners, shall also apply to all occupants of any portion ofthe Dis'trict Property.
Sect;ion 24. 13ubdiv_i sigD.. __Cl..Uo..r-'~.LoD. o.1:.the District Proper!.y. As long as Dj,strict Declarant owns any land which is subjectto this Declaration or which under the terms of this DistrictDeclaration could be annexed to the District Property, no portionof the District Proper1:y shall be platted, replatted, subdividedor its boundary lines changed, nor shall any portion of a Unit orUnplatted Parcel, less than the whole thereof, be sold, conveyedor transferred except with 'the prior wri tten approval of theDistrict Declarant, which approval may be granted or withheld inthe sole discretion of District Declarant. Thereafter, noportion of the District Property shall be platted, replatted,subdivided or its boundary lines changed, nor shall any portionof a Uni t or Unplatted Parcel, less t.han the whole thereof, besold, conveyed or transferred except wi th the prior writtenapproval of the District Association. Any such subdivision,boundary line c]1ange, platting or replat.ting shall not be inviolation of the applicable subdi.vi sion a.nd zoning regulations,the Development Order or the Development Approvals. DistrictDeclarant, however, hereby expressly reserves the right to plat,replat, subdi.vide or change the boundary lines of any porti.on ofthe District Property aImed by the District Declarant and theright to sell, conveyor transfer any portion of a Unital'Unplatted Parcel less than the whole 'thereof, without notice toor the approval or consent of a.ny Person being required.
Sect_ion 25.. )j:Dforc_~mel}:l:. lnt.he event of the violation ofor the failure to comply wlth the requirements of this Article.and the fallure of the owner of 1:he affect:ed portion of theDistrict Property wi thin ten (lO) days following IHi tten noticeby the District Associati.on of such violn't.ion or non-complianceand the nature thereof, to cure or remedy such violation, thenthe District Association or itf3 duly appointed employees, agents
f' or contractors, shall have 'the right, but no't. the obligation, and
-19-
BK 32Ll 9PG 3227
an easement and license to enter upon the af.fected portion of theDistrict Property, without being guilty of any trespass therefor,for the purpose of curing or eliminating such violation, all atthe sole expense 0_£ the owner thereof. Such costs and expenses,together with an overhead expense to the District Association offifteen percent (15%) of the total amount thereof shall bepayable by the owner of the affected portion of the DistrictProperty to the District Association within ten (10) days afterwritten notice to the owner of the amount thereof, which amountshall become or be treated in the same manner as a SpecialAssessment levied against said portion of the Di strict Property.The District Association may place a lien upon such portion ofthe Di strict Property to recover such costs and expenses, asprovided in Article VII hereof, and the District Association mayseek all other legal and equitable remedies available to it. _Anyrights of the District Association hereunder may also be exercised by the Community Association as further provided in thisDistrict Declaration.
ARTICLE VIbQ,!l~-,sa t .!.cLQ,_O_L))'<:iclLtjs>nal_]_r:QJ.Je rty
Se~ti9~1. An~~x~ti~Q,. As the owner thereof, or if not theowner, with the consent of the owner thereof, Di s-trict Declarantshall have the unila-teral righ-t, privilege, and option, from time-to time at any time to annex to the District Property any additional property (i) which is either abutting the District Property (including additions thereto), which shall include propertieswhich would abut the District Property but for the existence of aroad right-of-way, easement or other similar property grantseparating it from the District Property, or (ii) which is sosituated that its addition will be consistent. with a uniformscheme of development as determined in the sole discretion ofDistrict Declarant. This right of annexation by District Declarant shall exist until District Declarant no longer owns anyproperty wi thin the Di strict Property or wi thin the addi tionalproperty described above which may be the subject of annexationto the District Property. Such annexation shall be accomplishedby filing _in the public records of Brevard County, Florida anAnnexation Agreemen-t annexing such property so as to become partof the District Property and Exhibit "A", thereby submitting sameto the terms of the Distri_ct Declaration, which AnnexationAgreement shall inc lude the \~ritten consent of the Communi.tyDeclarant thereto. Any such annexat:ion shall be effective uponthe filing for record of such Annexation Agreement unless otherwise provided therein. District Declarant or Community Declarantshall have the unilateral ri.ght to transfer to any other Personthe said right, privilege, and option to annex additional property described herein reserved -to District Declaran-t, provided thatsuch transferee or assi.gnee shall be the owner of at least a
--20--
BK 3249PG 3228
portion of the District Property or the additional property whichmay be the subject of annexation to the District Property, andthat such transfer is memorialized in a written, recorded instrument executed by District Declarant. Nothing herein shall obligate District Declarant to annex additional real property intothe District Property.
SectiQl~l,. Resid~nti..al Dj,stris::t. The District Property andany additional property annexed as provided herein (therebybecoming part of the District Property), shall be a part of theFawn Ridge Residential District. The Fawn Ridge ResidentialDistrict may also include other property (i) submitted to theterms and conditions of the District Declaration by an AnnexationAgreement, or (ii) submitted to the 'terms and condi'tions of otherdeclarations of covenants, conditions, easements, reservationsand restrictions and not the District Declaration, providedhowever, the Community Declarant by written consent to suchdeclaration designates such properi:y as part of the Fawn RidgeResidential District, and the governing association for suchdeclaration shall be the District Association. The DistrictAssociation shall be responsible for carrying out its rights andobligations as provided in any declarations pertaining to theFawn Ridge District and may not decline to accept such rights andresponsibi Ii ties as to any property contained 'tli thin the FawnRidge Residential District, The Units wi thin the Fawn RidgeResidential District shall be used for single family residentialpurposes unless otherwise specifically provided in this DistrictDeclaration, any Supplemental Declaration or other declaration ofcovenan'ts, conditions, easements, reservations and restrictionspertaining to property wi,thin the Fawn Ridge Residen'tialDistrict.
§~ctj,on :;1.. Amegc:ll~!lj:. This Article shall notwi thout the wri tten consent of Di strict Dec larant,provisions pertaining to it, Community Declarant.
ARTICLE VI Ibl'l,s_§'fl.,smeDt,5.
be amendedand as to
S~gtio_ll..l. Cri'.atLo.!L_QJ__AJlse,,ssmEl,ll!:£. There are herebycreated Regular Assessments for Common Expenses as may from timeto time specifically be authorized by the District Association tobe commenced at the time and in the manner set forth in Section 5of this Article. Assessments shall be levied on all Units orUnplatted Parcels according to the following formula:
(i) One (1) point per acre or portion thereofshall be assigned to an Unplatted Parcel.
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Bl( 32/;9 PG 3229
(ii) For those portions of the District which aresubject to a plat, are submitted to condominium orcooperative ownership, or are otherwise designated byDistrict Declarant as a Unit, each Unit shall beallocated ten (10) votes per acre or portion thereof.
The percentage of the total assessment to be levied ona particular Unit or Unplatt:ed Parcel shall be computed bydividing t.he total points assigned to that Unit or UnplattedParcel subject to the Assessment. by the total points for allUnits and Unplatted Parcels in the District Property subject tothe Assessment. The percentage of the total assessment for eachUnit or Unplatted Parcel subject to assessment shall be computedannually by the District Associat.ion. The Assessment for a Unitor Unplatted Parcel shall be arrived at by multiplying the totalbudget amount or total assessment adopted by the Board of Directors (as it may be amended from time to time) by the applicablepercentage of the total assessment computed for such Unit orUnplatted Parcel. Upon annexation of addi t.ional property intothe District Property, Assessments shall be recomputed under theabove formula.
Special Assessments shall be levied as provided in Section 3of this Article VlI. Each Owner, by acceptance of a deed orrecorded con·tract of sale to any portion of the Di strict Property, is deemed to covenant and agree ·to pay these Assessments.All Assessments, together with interest at a rate not to exceed·the highest rate allowed by Florida law as computed from the datethe delinquency first occurs, penal·ties, late charges, processingor other fees, costs, expenses and reasonable attorneys' andparalegals' fees, shall be a. charge on the land and shall be acontinuing lien upon the Unit or Unplatted Parcel against whicheach Assessment is made.
All Assessments, together with interest, penalties, latecharges, processing or other fees, costs, expenses and reasonableattorneys' and paralegals' fees, shall also be the personalobligation of the Person who was 1:he Owner of such Unit orUnplatted Parcel at the time the Assessment arose, and hisgrantee shall be joint.ly and severally liable for such portionthereof as may be due and payable at the time of conveyance,except no firs·t Mortgagee who obtains ·ti tle to a Unit orUnplatted Parcel pursuant ta foreclosure of a first Mortgage, orpursuant ta a deed in lieu of foreclosure of a first Mortgage,shall be liable for unpaid Assessments wh:ich accrued pr:ior tosuch acquisition of title.
The District Association shall, upon demand at any time,furnish to any Owner liable far any type of Assessment a certificate in wri ting setting forth whether such Assessment has been
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Bi< 3249PG 3230
paid as to any particular Unit or Unpla-tted Parcel. Such certificate shall be conclusive evidence of payment to the DistrictAssociation of such Assessment therein stated to have been paid.The District Association may require the advance payment of areasonable processing fee for the issuance of such certificate.
Assessments shall be paid in such manner and on such datesas may be fixed by the Board of Directors which may include,without limitation, acceleration of the entire Assessment in theevent of delinquent payments, including without limitation in thecase of the Regul"r Assessment, acceleraj:ion of payment of theRegular Assessment for the entire fi seal year, and accelerationof paymen-t of the full amount of any Special Assessment. TheBoard of Directors may in its sole discretion grant an option forthe Regular Assessment to be paid in installments rather thanannually in ad',rance, subj ect to an addi tional processing fee andinterest being due if such option is elected. Unless the Boardof Directors otherwise provides, the Regular Assessment shall bepaid in quarterly installments.
No Owner may waive or otherwise exemp-t himself from liability for the Assessments provided for herei n by non··use of theCommon Area or abandonment of -the Unit or Unplatted Parcelagainst wbJ_chthe Assessments are made. The obligation ·to payAssessments is a separate and independent covenant on the part ofeach Owner. No diminution or abatement of an Assessment orset-off against an Assessment shall be claimed or allowed byreason of any alleged failure of the District Association to takesome action or perform some function required to be taken orperformed by -the Distric-t Associ,'\tion under this District Declaration, or for inconvenienc", or discomfort arising from themaking of repairs or improvements Hhich are the responsibility ofthe District Association, or from any action taken to comply withany law, ordinance, order or directive of any municipal or othergovernmen-tal au thori ty.
So long as the District Declarant has an option unilaterallyto subj ect addi ti_onal property to thi s D.i_ strict Declaration inaccordance with Article VI hereof, District Declarant may elect,in 1 ieu of paying Assessments on its unsold Units or UnplattedParcel.s, to pay the difference between the amount of Assessmentslevied on all 11ni ts and Unplatted Parcels subject to assessment(except District Decl.arant' s unsold Units or Unplatted Parcels)and the amoun1: of actual expenditures required during the fiscalyear by the District Association. Hoy/ever, District Declaran-tmay exclude from such amount the portion of any reserves whichwould otherwi se be attribub.hle -leo Un1 ts or Unplatted Parcelsouned by the District Declaran1:. This obligation may be sa-tisfied in the form of a cash subsidy or by "in kind" contributionsof services or mateLials, or a combination of these. Suchservices or materials may be furn.i.shed by any party designated byDistrict Declarant and the value of such services shall be
BIC 3249PG 323 I.. 2,3--
established by District Declarant or by a written statement ofthe service or material provider.
The District Association ,is specifically authorized to enterinto subsidy contracts or contracts for "in-kind"contribution ofservices or materials or a combination of services and materialswith District Declarant or other ent.i ties for the payment of someportion of the Common Expenses.
Secti<?D.-.2.. AdoJ.ltion_of .-~IJQqet. It shall be the duty of theBoard of Directors at least sixty (60) days before the beginningof each fiscal year, to prepare and adopt a budget for theDistrict Association covering the estimated Common Expensesduring the coming fiscal year. The budget may, but shall not berequired to, include a capital contribution establishing areserve fund in accordance wi th a capital budget separatelyprepared. If so proposed, such capital budget shall take intoaccount the number and nature of replaceable assets, the expectedlife of each asset, and the expected repair or replacement costof each asset. The Board of Directors shall set the capitalcontribu'tion, if any, in an amount sufficient to permit theDistrict Association to meet tJle projected capital needs, asshown on the capital budget, wi th respect to amount and timing,by Regular Assessments over the period of the budget. The Boardof Directors shall mail to each Owner, publish in a ne,'tlspaper oflocal circulation, or post on the District Property, a copy ofthe adopted budget and a notice of the amount of the RegularAssessment to be levied against each Unit or Unplatted Parcel forthe following fiscal year, calculated as prOVided in Section 1 ofthis Ar'ticle, at least thirty (30) days prior to the beginning ofthe fiscal year. Such budget and Regular Assessment shall becomeeffective upon adoption of the budget by the Board of Directors.
Notwi ths tanding 'the foregoing, however, in the event theBoard of Directors fails for any reason so to adopt the budgetfor any year, then and un'til such time as the budget shall havebeen adop'ted by the Board of Di rectors, the bUdget in effect forthe immediately preceding year shall, with an increase of tenpercent (10%) or such lower amount as is determined by the Boardo,f Directors, continue for the current year.
In the event that the Board of Directors shall determineduring any fiscal year that ·the Regular Assessment establishedfor such fiscal year 1s or w111 become inadequate or insufficientto meet all Common Expenses and reserve amounts, if any, for suchfiscal year for whatever reason, the Board of Directors shall beenti tIed to immediately determine the approximate amount of thedeficiency or inadequacy of the Regular Assessment for suchfiscal year, adopt an amendment to the budget to cover suchdeficiency, and levy supplement.al or revised Regular Assessmentsfor such fiscal year, calculated as provided in Section 1 of thisArticle. Such amendment to the bUdget and such supplemental or
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BI( 32I{ 9PG 3232
revised Regular Assessments shall become effective upon adoptionby the Board of Directors. The Board of Direct.ors shall furnishnotice of such amendment to the budget and such supplemental orrevised Regular Assessments in the same manner provided in thefirst paragraph of this Section.
Sec~ion ~. ~pecia~Asse~~me~t~. In addition to the RegularAssessments authorized in Section 1 of this Article, the DistrictAssociation may levy and collect a Special Assessment or SpecialAssessments from time to time for any purpose directly related 'tothe dischaJ:ge of the District Association's duties and obligations pursuant to ·this District Declaration. The obligation topay Special Assessments shall be computed on the same basis asfor Regular Assessments. Special Assessments shall be payable insuch manner and at such times as determined by the Board ofDirectors, and may be payable in installments extending beyondthe fiscal year in which 'the Special Assessment is approved, ifthe Board of Di rectors so determines. I f the Di strict Declarantis subsidizing the Regular Assessmen'ts as provided in Section 1of this Article at the time of such Special Assessment, theDistrict Declarant may determine in its di scretion whether itdesires to subsidize the Special Assessment in the same manner asprovided in Section 1, or pay same based on t.he Units andUnplatted Parcels it owns.
After the District Association has mal led written notice toan Owner of a Unit or Unplatted Parcel at such Owner's last knownaddress, specifying the noncompliance of such Unit or Unpla'ttedParcel with the terms and conditions of the District Declaration,,the District Association may levy and collect a Special Assessment against any Owner individually and against such Owner's Unitor Unplatted Parcel to reimburse the District Association forcosts and expenses incurred in bringing an Owner and his Unit orUnplatted Parcel into compliance wi th the provi sions of thisDistrict Declaration (inclUding without limitation an overheadexpense of fifteen percent (15%1 of the total costs and expensespayable to t.he District AssocIa'tion).
Secti.9A-'!. .I,:i...~Il---l:9X_As_~~§~Il1~}·lt§.. The Di strict Associationshall, at any time followl.ng the expiration of ten (101 daysafter the due date of an Assessment, be enti,tled to cause a claimof lien for such delinquent Assessments ·to be fi led among thePublic Records of Brevard County, Florida. Any such claim oflien shall, among other things. state and ide,ntify the Unit orUnplatted Parcel against. whic,h the lien is claimed, the name ofthe Owner of the Unit or Unplatt.ed Parcel as provided in thebooks and records of the District Associat.ion, and the amount ofthe lien at the time of fi ling and such additional i'tems as maybe secured by the lien. Such lien may be executed by any officerof the District Association or by the management agent or attorney for the District Association. ~ copy of the claim of lien
,~. shall be furnished 'to the Owner against whose property the lien
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81< 32 1.1 9FG 3233
is filed. The paymen·t of all Assessments established, made,levied and imposed by the District Association pursuant to thisDistrict Declaration, as well as any Assessments .'h.ich may becomedue on or after the recorda.tion of such lien together withinterest, penal ties, processing or other fees, late charges,costs, expenses, and reasonable attorneys' and paralegals' feesassociated with the collection thereof (whether suit be broughtor not), shall be secured by the lien. Upon recording of anotice or claim of lien on a.ny Unit or Unplatted Parcel, thereshall exist a perfected lien for unpaid Assessments prior andsuperior to all other liens, except (a) all taxes, bonds, assessments, and other levies which by lal1 would be superior thereto;(b) the li.en or charge of any first Mortgage of record (meaningany recorded Mortgage wi th fi.rst priority over other .Mortgages)made in good faith and for va.lue; and (c) the lien for CommunityAssociation Assessments as provi.ded in the Community Declaration.Such lien may be enforced by suit, judgment or foreclosure in thesame manner mortgage liens are forE,closed.
The District Association shall have the power to bid for theUni t or Unplatt.ed Parcel at foreclosure sale and to acquire andhold, lease, mortgage and convey the same. During the period inwhich a Unit or Unplatted Par.cel is owned by the Distric·t Association following foreclosure: (a) no Assessment shall be assessedor levied on it; and (b) each other Unit or Unplatted Parcelshall be charged, in addition to its usual Assessment, its prorata share, based upon its percentage of total assessments inSection 1 of this Article, of ·the Assessment that would have beencharged such Unit or Unplatt:ed Parcel had i·t not been acqUired bythe District Association as a result of foreclosure.
Suit to recover a money jUdgment for unpaid Assessments,interest, penal·U.es, processing or other fees, la·te charges,costs, expenses and reasonable at.torneys· and paralegals' feesshall be maintainable without foreclosing or wai.ving the liensecuring ·the same. I f there are 'Uul tiple Owners of a Uni t orUnplatted Parcel, each OI11"1er shall be jointly and severallyliable for any Assessments made agains·t such Uni·t or UnplattedParcel. The remedies herein provided for the collection andenforcement of Assessments and the foreclosure oE the lientherefor shall be cumulative and not alternat.ive and may bebrought separately or simul taneously as separate counts in thesame action.
Section 2.. Dai§~--S'j'__COll1}1l",ns:_em~llL~~_~s_~§_sslll§_nts. TheAssessments provided EoI' herein shall commence as to each Unit orUnplatted Parcel on the first day of the first month following(i) the dat:e of conveyance of the fi. rst Uni t or Unplatted Parcelby Dist:rict Declarant, or (ii) the effective date of the firstbudget, whichever is later. The first Regular Assessment shallbe adjusted according to the number of days remaining in the
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BK 32L~ 9PG 3234
fiscal year at the time Regular AssE!ssments commence as to theUnit or Unplatted Parcel.
_Section_i?. l'L\!p-",_rd:LnJ,\ti2.1L oC tl1.e Li'?-!L_:l:.9_]irst- Mortgages.The lien of Assessments, including interest, penalties, processing or other fees, late charges, costs, expenses and reasonableattorneys' and paralegals' fees, shall be subordinate to the lienof any first Mortgage upon any Unit or Unplatted Parcel. Thesale or transfer of any Unit or Unplatted Parcel shall not affectthe Assessment lien or the personal liability of the Owner ofsuch Unit or Unplatted Parcel for payment of the Assessment.However, the sale or transfer of any Unit or Unplatted Parcelpursuant to jUdicial or nonjudicial foreclosure of a firstMortgage shall extinguish the lien of such Assessments (but notthe personal liability of the prior Owner for said unpaid Assessments) as to payments which became due prior 1:0 such sale ortransfer. No foreclosure, sale or transfer shall relieve suchUnit or Unplatted Parcel from the personal obligation or liability for the payment of any Assessments (including the right tofile a lien for nonpayment thereof) for any Assessments thereafter accruing or becoming due. When a Mortgagee holding a firstMortgage of record or other purchaser of a Unit or UnplattedParcel obtains title pursuant to remedi.es under the Mortgage, orby deed in lieu of foreclosure such Mortgagee or purchaser, itssuccessors and assigns shall not be liable for the share of theCommon Expenses or Assessments of the District Associationchargeable to such Unit or Unplatted Parcel which became dueprior to the acquisi tion of ti tIe to such Unit or UnplattedParcel by such acquirer. Such unpaid share of Common Expenses orAssessments shall be deemed to be Common Expenses collectiblefrom Owners of all the Units or Unplatted Parcels, including suchacquirer, its successors and assigns.
pec:tioI!--.Z. Ex_emPL_]tgp,<'.rtX. Notwithstanding anythingherein to the contrary, the following property shall be exemptfrom the payment of Assessments:
(a) All Common Area under i:his Distric·t Declaration orunder the Community Declaration;
Districtwithin a
(b) The Areas of CommonDeclaration or under the
Unit or an Unplatted Parcel;
Responsibility underCommunity Declaration
thisnot
(c) All propertygovernmental authority orlimitation, public schools,any; and
dedicated to and accepted by anypublic u'l:ility, including, withoutpubUc streets and public parks. if
(d) All real property not wi thin a Unit or anUnplatted Parcel ,,,hieh is part of the Master Drainage System.
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BI( 32 LI 9PG 3235
(e) Tracts 1 through _5 on the Plat.
Sect~on~. Bi:Uin<;LC!..L~-"':.E>._'??ll,-e.l1.ts-'p~]:J.eCommunity Association. In the event the Community Association bills the DistrictAssociation for the combined !\ssessmen-ts due - the CommunityAssociation with respect to Units and Unplatted Parcels wi thinthe District as provided in the Community Declaration, theDistrict Association shall so notify the Owners by mailing,publishing in a nell'spaper of local cj_rculation, or posting on theDistrict Property, and such notice shall set forth the amount duefrom each O'o'lner and the due da-te for such payment. Such Community Association assessment shall be deemed an Assessment and maybe collected by the District Association in the same manner asAssessments.
ARTICLE VIIIggn.§'ra),._ P!:9vi.sior1)'>'
pection....l. ]:erm. The covenants and restrictions of thisDistric-t Declaration shall run wit:h and bind -the District Property, and shall inure to the benefit of and shall be enforceable bythe District Declarant, Community Declarant, District Association, Community Associat:ion, or Owners, their respective successors and assigns, for a term of forty (40) years from the datethis District Declaration is recorded in the Public Records ofBrevard Count_y, Florida, after which time they shall be automatically extended for successive periods of ten (10) years, unlessan instrumelrt in writing, signed by eighty-five percent (85%) ofthe then Owners, has been recorded within the year preceding thebeginning of each successive period of ten (10) years, agreeingto change said covenan-ts and restric:tions, in whole or in part,or to terminate the same, i.n which case this District Declarationshall be modified or terminated as speci.fied therein.
SectJ.9.!!-._ 2. F,:..'!!3.3!}'!Ien-t.s_:tC!..J:'......JJ:t.Ui.tieJ'l._.a,nd Other......_Se.rvices.There is hereby reserved unto District Declarant, so long asDistrict Declarant owns any property which is subject to thisDistrict Declaration or which under the terms of this DistrictDeclaration could be annexed to the Di stri <;t Property, and itsdesignees for each of the following, (which may include, I~i-thout
limitation, Brevard County, Florida, any other governmentalenti ty or any utili-ty service provider), blanket non-exclusiveeasements upon, across, over, and under all of the Common Area,Tracts _ through __ on the Plat, and, to the extent shown on thePlat, over other portions of the District Property, for ingress,egress, installing, replacing, repairing and maintaining cabletelevision systems, master television antenna systems, fiberoptic lines, security and similar systems, roads, walkways,bicycle pathways, lakes, ponds, wetlands, drainage systems,street lights, signage, and all utilities, including, but notlimited to, water, sewer, surface water management systems,
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B!( 32L} 9PG 3236
including the Master Drainage System, meter boxes, telephones,gas, and electrici ty; provided, the exerci se of this easementshall not unreasonably interfere with the use of any Unit orUnplatted Parcel and, except in an emergency, entry into any Unitor Unplat·ted Parcel shall be made only after reasonable notice tothe Owner or occupant thereof. Such L'eservation shall be subjectto any specific approval right of the Community Declarant thatmay be required by the Community Declaration.
Section 3. F~ture Ea~e~ent? There is hereby reserved toDistrict Declarant, together with the right to grant and transferthe same, the right, power and pri,vilege to, at any time hereafter, grant to itself, the District Association, Brevard County orany other parties such other further and additional easements asmay be reasonably necessary or desirable, in the sale opinion andwi thin the sale di scretion of Di strict Declarant, for the fu·tureorderly development of Faym R.idge Residential District inaccordance wi th the obj ect.s and purposes set forth in thi sDistrict Declaration. It is expressly provided, however, that nosuch further or additional easement shall be granted or createdover and upon any Uni·t Or Unplatted Parcel pursuant to theprovisions of this Section if any such easement shall unreasonably interfere with the presen·tly contemplat.ed or future use anddevelopment of that particular Unit or Unplat.ted Parcel. Theeasements contemplated by thi s Section may include, wi thoutlimitation, such easements as may be required for utility,drainage, road right-of-way, signage and other purposes reasonably related to the orderly development of the Fawn RidgeResidential Di s'trict in accordance with the obj ects and purposesspecified in this District Declaration. Such further or additional easements may be hereafter created, granted or reserved byDistrict Declarant wi thout t.he necessity for the consen·t orjoinder of the Owner of the particular portion of the DistrictProperty over which such further or additional easement is9ranted or required, provided however, such creation. grant orreservation shall be subject to any approval of the CommunityDeclarant that may be required by the Community Declaration.
SectiQn_1. ~~%Q~cemen~. Every Owner and every occupant ofa Unit or Unplatted Parcel shall comply strictly with the covenants, conditions, and restrictions !let forth in the DistrictDeclaration and associa·ted documents, and in 1'.he deed ·to the Unitor Unplatted Parcel, if any. The District Association, CommunityAssociation, Community Declarant, District Declarant, or an Ownershall have the right individually, collectively or in any combination to enforce the covenants, conditions, restrictions andother provi-sions of this Distri-ct Declaration or seek. such otherrelief as may be avai 1able as a result of a breach of suchcovenants, conditions, restrictions and other provisions of theDistrict Declaration, by 8.ny proceeding at law or in equity.Failure to enforce any such provision shall in no event be deemed
/~ a waiver of the right to do so t.hereafter, The right to enforce
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BK 321·1 9 fG 3237
the Di strict Declaration shall include, wi thout limitation, anaction to recover sums due for damages or an action for injunctive relief, or both, maintainable by the District Association,Community Association, Community Declarant, District Declarant,or an Owner. In addition, the District Association or theCommunity Association may impose per diem penalties for failureof an Owner to comply with this District Declaration and associated documents after notice of such noncompliance and the elapsing of a stated time period within which to cure such noncompliance. Such penal ties shall be due and payable upon impositionand shall be secured, collected and otherwise treated in the samemanner as Assessments. The Community Association or CommunityDeclarant shall have the right, but not the obligation, to takeall actions that the District Association or District Declarantmight otherwise take under the provisions of this DistrictDeclaration, including the right to enforce the terms of theDistrict Declaration. Costs, expenses and reasonable attorneys'and paralegals' fees, whether suit be brought or not, includingthose resulting at all trial and appellate levels, incurred bythe preva.iling party in any action to enforce any provision ofthis District Declaration or to seek such other relief as may beavailable as a result of a breach of such covenants, conditions,restrictions and other provisions of the District Declaration,the Articles of Incorporation, Bylaws, and rules and regulationsof the District Association, and any similar associated documentsthereunder, or deed restrictions on the District Property,including without limi tation actions to recover sums due fordamages or ac·tions for injunctivo relief, shall be the personalobligation of the nonprevailing party.
Se~~~QD~. Jn~~mDi~icati2D. The District Association shallindemnify every officer, director, committee member and employeeof the District Association against any and all costs and expenses, including reasonable attorneys' and paralegals' fees, reason-ably incul:"red by or imposed upon such officer, director, committee member or employee in connection with any action, suit, orother proceeding (including se·ttlement of any suitor proceeding,if approved by the then Board of Directors) to which he may be aparty by reason of being or having been an officer, director,committee member or employee of the District Association, Suchofficers, directors, committee members and employees shall not beU.able for any mi stake of jUdgment, negligent or otherwise,except for their own individual willful m.isfeasance, malfeasance,misconduct, or bad fai th, The officers and di rectors of theDistrict I\ssociaU.on shall have no personal liabi li ty withrespect to any contract or other commitment made by them, in goodfaith, on behalf of the District, Association (except to theextent they may also be members of the District Association), andthe District Association shall indemnify and forever hold eachsuch officer and director free and harmless against any and allliability to others on account of any such contract or commitment. Any right ·to indemnification provided for herein shall not
-30-
Bt< 32LI 9PG 3238
be exclusive of any other rights '1:0 which any such officer,director, committee member, or employee, or former officer,director, committee member or employee may be entitled. TheDi strict Associa'tion shall, as a Common Expense, maintain adequate general li abi li ty and officers' and di rectors' li abi li tyinsurance to fund this obligation, if such insurance is reasonably available.
SectioXLQ. ];.itig!!tion. During the Class B Control Period,no judicial or administrative proceeding shall be commenced orprosecuted by the District Association unless approved by amaj ori ty of the Board of Directors. Thereafter, no judicial oradministrative proceeding shall be commenced or prosecuted by theDistrict Association unless approved by a vote of seventy-fivepercent (75%) of the Board of Directors. This Section shall notapply, however, to (a) actions brought by the District Association to enforce the provisions of this District Declaration orassociated documents, or such other reJ,lef as may be available asa result of a breach of such covenants, conditions, restrictionsand other provisions of the Distric't Declaration or associateddocuments, or under any deed restrictions imposed on Units orUnplatted Parcels or ot.her portions of the Di strict Property,which shall include, without limi,tation, actions to recover sumsdue for damages or actions for injunctive relief, (including,without limitation, the foreclosure of liens), (b) the impositionand collection of Assessments as provided in Article VII hereofor in the Community Declaration, (c) proceedings involvingchallenges to ad valorem taxation, or (d) counterclaims broughtby the District Association in proceedings instituted against it.(This Section shall not apply to the undertaking of any defenseof the Di stric,t Association in proceedings insti tu'ted againstit.) This Section shall not be amended unless such amendment ismade by 'the District Declarant or after the Class B ControlPeriod, is approved by the percentage votes and pursuant to thesame procedures necessary to institute proceedings as providedabove.
~_ectiC!-,,-7_. ,t;:gm_uljl.t;i.ve_l"):£eC"t_L_<::.QnJ1.ict. The covenants,restrictions, and provisions of this District Declaration shallbe cumulative 'tli th those of (i) the Community Declaration andassociated documents thereunder, and (ii) any deed restrictions;and the District Association may, but shall not be required to,enforce those documents described in (i) and (i i); provided,however, in the event of conflict between or among such covenantsand restrictions, and provisions of any articles of incorporation, bylaws, rules and regulations, policies, or practicesadopted or carried out pUrS1.1ant thereto, those of the Di strictDeclaration and the District Association or any deed restrictionsshall be subject and subordinate to those of the CommunityDeclaration and the Communit.y Association. The foregoing priorities shall apply, but not. be limited t.o, the liens for assessments created in favor of the Community Associa'tion.
-31-
81< 32LI 9PG 3239
Section 8.. Severability. Invalidation of anyone of thecovenants or restrictions contained in the District Declarationby judgment or court order shall in no way affect the validity ofany other provisions contained in the District Declaration, whichshall remain in full force and effect.
Sectio.!1_.2.. Easements of E:l1..<:'roachment. There shall bereciprocal appurtenant easements of encroachment for so long assuch encroachment shall exist due to the unintentional placementof improvements as a result of minor inaccuracies in surveying,construction or reconstruction, or settling or shifting of theimprovements constructed, reconstructed, or altered thereon (inaccordance with the terms of the Community Declaration and theDistrict Declaration).
SectLClll__.lQ. Deve lOP!!l~QL...an.(:L.. Q<:m"tJ::uction _P..Y Di strict.R.eclarant. Nothi.ng se·t forth in this District Declaration shallbe deemed, ei ther expressly or impliedly, to limit the right ofDistrict Declarant to change, alter or amend its development planor plans for the District Property or the Development Order orDevelopment Approvals, subject to the terms and conditions of theCommuni ty Declaration, or to construct such improvements as theDistrict Declarant deems advisable prior to ·the completion of thedevelopment of all of ·the Dist:rict Property. District Declarantreserves the right to alter its development and constructionplans and designs as it deems appropria-te from time to time.Nothing in this District Declaration shall be construed torequire District Declarant, its successors in interest or assignsto develop any of the District Property, or to develop it in anymanner whatsoever.
Sec t i Q.~l. Con.s t J:".ll_9J:t.2_I1._l\.<::.t 1. VLt.LJ?Y--.P_tE!.t..J:' i c t De c 1 ax.ant.Notwithstanding anything to the contrary set forth herein, Ownersof Units and Unplatted Parcels (and owners of any other portionof the District Property) acknowledge that District Declarant mayundertake certain construction or related activi ties for thepurpose of marketing, sale, development and improvement of theDistrict Property or portions thereoE. As a result, certainportions of the District Property may experience disturbance orinconvenience from time to time from such activities, however noOwner (or owner of any other portion of ·the District Property)shall be entitled to seek relief against the District Declarantfor any reason related thereto.
Sec ti.9_I1._12 _ ~o!11.!l!l:l.ni tr_A."',,.9_~ tEl t i .Cl.!:!.--.J<;lTl120~"_l:'..~.t<L-EI!%0 rc EE.Dtstrict__De<;:.lara_tioI1._ The Community Association is herebyauthorized and empowered, but shall not be obU.gated so to act,to enforce -the covenants, conditions and restrictions of theDigtrict Declaration or deed restrictions pertaining to theDistrict Property, and shall have a reasonable right of entry forpurposes thereof, provided however, the Community Associationshall so notify the owner of such portion of the District
-32-
81{ 321, 9PG 3211 a
Property in noncompliance. The Community Association shall alsohave the right to exercise any other rights granted to theDistrict Association under the t.erms and conditions of thisDistrict Declaration, the Bylaws and the Articles ofIncorporation. Any costs, expenses, reasonable -attorneys' andparalegals' fees (as well as a fifteen percent (15%)administrative overhead factor) incurred by the CommunityAssociation as provided hereunder shall be deemed a SpecialAssessment under Section 3 of Article VI I I of the CommunityDeclaration against such portion of the District Property innoncompliance, and shall be subject to collection and such otherterms as provided therein and in Article VI I I of the CommunityDeclaration.
Sectio~ 13. Wildlife,~~tL~~d Psograms and other Componentsof Development Order. The Community Declarant, District Declarant, Community Association or District Association, may in thefuture implement wildlife or wetland programs or other componentsof the Development Order, and this District Declaration may beamended by District Declarant, without the joinder or consen-t ofany Person being required, for the purpose of defining andimplementing such programs, and if deemed appropriate by DistrictDeclarant, for -the purpose of defining certain responsibilitiesand obligations of the Community Association, District, DistrictAssociation, District Property or portions thereof, and Owners inregard thereto.
ARTICLE IXI2ecl-~I.anL,,--Right~
§~ctioI1,-.l. ~!3_~:Lgnl1Le_I1:LS'f_Big:J::1J;~. Any or all. of the obligations of District Declarant may be transferred to other Personsincluding, without limitation, the District Association, providedthat the transfer shall not reduce an obligation nor enlarge aright beyond that contained herein; provided further, no suchtransfer shall be effective unless it is in a written instrumentsigned by District Declarant and duly recorded i,n the publicrecords of Brevard County, Florida.
l'iegti,on 2,. I>,evel()p-"~,~1J; Activi I;ies. Notwi thstanding anyprovisions contained in 'the District Declaration or relateddocuments -to the contrary, it shall be expressly permi ssible forDistrict Declarant, its sales agents, sales representatives,contractors and other designees to maintain and carryon uponportions of the Common Area, Units, Unplatted Parcels, or otherportions of the District Property owned by District Declarant,such facilities and activities as, in the sole opinion of District Decla.rant, may l1e reasonably required, convenient orincidental to the construction or sale of Units or UnplattedParcels, including, but no-t limited to, business offices, signs,
,~ model units, and sales offices, and siting of construction
-33-
8:<32 L, 9PG 324 I
trailers, construction equipment and materials thereon, andDistrict Declarant, its sales agents, sales representatives,contractors and other designees shall have an easement for accessto and use for such purposes and of such facilities.
Section l. &;>proval of Adeli t_ional Covenants and Plats ofthe District Property. So long as District Declarant continuesto have rights under this Article, no Person shall record anyplat, declaration of covenants, conditions and restrictions, ordeclaration of condominium or similar instrument, affecting anyportion of the Di stric't Property owned by such Person withoutDistrict Declarant's review and written consent thereto, and anyattempted recorda'tion without compliance herewith shall result insuch plat, declaration of covenants, conditions and restrictions,or declaration of condominium or similar instrument, being voidand of no force and effect unless subsequently approved byrecorded consent signed by District Declarant,
Section 4. Amendment. This Article may not be amendedwithout the express written consent of District Declarant;provided, however, the rights contained in this Article shallterminate upon the earlier of (a) twenty·-five (25) years from thedate this District Declaration is recorded in the public recordsof Brevard County, Florida, or (b) upon recording by DistrictDeclarant of a written statement that all sales activi ty ofDistrict Declarant has ceased.
ARTICLE X.i\I~ensJ.l\1~n_t.
District Declarant reserves t:he right to amend this DistrictDeclaration unilaterally at anytime, without prior notice andwi thou't the consent of any Person, for any purpose including,without limitation, withdrawal of certain portions of the Dis'tric't Property then owned by Di stric t Declarant, its affi liatesor 'the District Association from the provisions of this DistrictDeclaration, or a change in the uses permitted for the DistrictProperty under this District Declaration, by recordation of anamendment: in the public records of Brevard County, Florida.Notwi thstanding the foregoing, any such amendment shall requirethe prior ,·rri tten approval of the Communi t,y Declarant. Covenantsand restricti,ons which may be included in any amendment, include,wi'thout limitation, any amendments that may be required toimplement provi sions of the Development Order and DevelopmentApprovals, requirements for insurance and repair of the CommonArea and Units or Unplatted Parcels, the formation of an architectural review commi ttee for new construction and modificationsor alterations to improvements wi thin the District Property,rights and obligations in respect to condemnation, rights andobligations of the District I\ssociation, including the right to
(' promulgate rules and regulations (i,ncluding without limitation
-34-
BK 32Li 9PG 3242
providing for fines, payment of which may be secured by Assessment liens), and providing enforcement powers, reservation ofaddi tiona I easements over the Di strict Property, and certainprovisions required by the Federal National Mortgage Association,The Federal Home Loan Mortgage corporation, the Veterans Administration, and the Department of Housing and Urban Development, andany other federal or state governmental entity or agency.
This District Declaration may also be amended by the affirmative vote or written consent, or any combination thereof, ofOwners representing seventy-five percent (75%) of the total votesof the Di.strict Association. However, the percentage of votesnecessary to amend a specific clause shall not be less than theprescribed percentage of affirmative votes required for action tobe taken under that clause.
If an Owner consents to the amendment of this DistrictDeclaration, it will be conclusively presumed that such Owner hasthe authori ty so to consent and no contrary provi sion in anyMortgage or contract between the Owner and a third party willaffect the validity of such amendment.
No amendment shall remove, revoke or modify any right orprivilege of District Dec larant, Communi ty Declarant, CommunityAssociation or District Association without the written consentof such party or the assignee of such party's right or privilege.No amendment may impair the validity or priori.ty of the lien ofany Mortgage held by any Mortgagee or impair the rights grantedto Mortgagees herein wi thout the prior written consent of suchMortgagees.
By acceptance of a deed of conveyance "to a Unit or UnplattedParcel or other portion of the Di strict: Property, each Ownerthereof "thereby gives its full, irrevocable and unqualifiedconsent on behalf of itself, its mortgagees, and itssuccessors-in-title to the amendment of this District Declarationin the manner provided in this Article.
-35-
BK 32L! 9PC 32 L~ 3
IN WITNESS WHEREOF, the undersigned District Declarant hasexecuted this District Declaration this 18th day of November,1992.
The foregoing instrument was acknowledged before me this
18th day of November, 1992 by PERRY J. READER and R. MASON BLAKE,
Executive Vice President and Assistant Secretary, respectively,
of THE VIERA COMPANY, a Florida corporation, on behalf of the
corporation. They are personally known to me and who did not
take an oath.
(NOTARIAL SEAL)
BETI'Y A. DEESEStale 01 FloridlI
lIrc:omm. ElID.IIIn:b l'.rc:omm.' CC1.1~
BI( 32119PG 3245
Notary Public, State of FloridaMy Commission No. Is:My Commission Expires:
EXHIBIT "A"
(Land Initially Submittedto the District Declaration)
Ell( 32l:. 9PG 32ll· 6
THE VIERA COMPANY (f/lt/a Duda Lands, Inc.) , a Floridacorporation (the "Declarant"), the Declarant under that~ certainDeclaration of Covenants, Conditions, Easements, Reservations andRestrictions for Viera Southeast Community, recorded in OfficialRecords BOOK 3022, Page 1576, as amended and restated by theFirst Amendment to anel Restatement of Declaration of Covenants,Condi tions, Easements, Reservations and Restrictions for VieraCommuni ty recorded in Official Records Book. 3225, Page 4701, bothof the Public Records of Brevard County, Florida, as the same mayhave been amended or otherwise modified ("Declaration") herebyjoins in the execution of the within and foregoing Declaration ofCovenants, Conditions, Easements, Reservations and Restrictionsfor Fawn Ridge Residen·tial District for the purpose of consentingthereto as required by Article X. Sect.ion 3 of the Declaration.
IN WITNESS WHEREOF, THE VIERA COMPANY (f/k/a Duda Lands,Inc.) has caused these presents to be executed by i·ts undersignedofficers thereunto duly authorized on this .1..El.tI:>- day of No".embeI.-,19.22
DudaSigned, sealed and deliveredin the presence of,
The foregoing instrument was acknowledged before me this
18th day of November, 1992 by PERRY J. READER and R. MASON BLAKE,
Executive Vice President and Assistant Secretary, respectively,
of THE VIERA COMPANY, a Florida corporation, on behalf of the
corporation. They are personally known to me and who did not
take an oath.
(NOTARIAL SEAL)
BElTY A. DEESESlate of FlorIda
..,CGmn. Ellll.1IIn:lI17,..canm..CC1.1.
B/, 32Li 9PG 3248
EXHIBIT "A"
DESCRl:PTl:ON:
A· parcel, of land lying in Secti:m.e 10 and ll, Township 26 South,Range 3b East, Brevard County,·?lorida, peing more fullyde~cribed as follows,
Begin at the northeast corner of "aid section 10; thenceS;00058'4S"E., Glong the east line vf the Northeast 1/4 of saidSection 10, a distance of.. lll.55 feet; ·thencedeparting saiq eastline, S.45036'Ol"E., a distance of 569.46 feet; thence$.00°58'45"1::., parallel with said east line, a distance of 401~33feet; thence S.440 23'S9"W·., a distance of 561.98 feet to a pointon said.".east line of the Northeast 1/4; thence 5.000S8' 4S'E;,along said east line, a distance of 38S.33 feet; thence departingsaid east line, S.~2044'lO"W., a distance of 11~~.11 feet; thenceN.83015'37"W., a· dlstance of 260.16 feet; thence N~04054'34"E.~ adistance of 553.74 feet; thence N. 60 029' 46 'W., a distance of.190.72 feet to the point-ai-curvature of a 375.00 foot radiuscircUlar curve COncave northeasterly; thence No~thwesterly, alongthe arc of said curVe, through a central angle of 21°52'52", an·arc distance of 143.21 feet to the point-of-tangency; thenceN.38 0 36'54"W., a dlstGnce of 123.08 feet to the· no.rtheGst cornerof tp.e lands now or formerly owned by. the First BaI?tist Church ofMelbourne, .said point also beinq on a circular curve concaVe tothe. south and having a chord bearing of N. 85°20' 40"W.; thence .
. along the northerlY line of said lands, the following three (3)courses to wit,
Westerly, along an arc of said curVe r through a central angle of53 0 19'27", an arc distance of 475.58 feet to a point-at-tangenoy;S.67 0 59'36'H., a distance of 423.20 feet·to a pOint-at-curvature·of. a 50.00 foot radius cirCUlar cUrve concaVe to the southeast·Southwesterly, along an arc of said curve, through a central 'angle of 90°00' 00", an·'arc distance of 78.54 feet to a point-oftangency, saiq point being on the easterly right-at-way line ofMurrell Road, a,',120.00 toot wide right-of-way per O.R. Book 2953,Page 2101 <;It the l'ublic Records of Brevard COunty, Florida;·.thence N~ 22000 '.24"W., along said easterly right-ai-way lim;, adistance Of 180.01 £eet to a point on the west line of the landsdesc~ibed in O.R. Book· 2952, Page 1046 of said Public Records,said point being the point-of-curvature of a'50.00 foot radius·circular curve concave· to the north and having a chord bearing of5.67000'38'E.; ~thence along the southerly and easterly lines ofsaid lands per O.R. BooK 2952, Page 1046 the~tollowing five (5)courses· to wit;· southeasterly, departing said easterly right-of-'·way line and along an arc of said curve, through a central angle
. of 90 0 00' 29", ~n arc distance of 78.55 feet to a point-oftangency; N.67059'08"E~, a distance of 423.32 feet to a point-ofcurvature of a· ·960, 00 foot radiUS circular curve concave to the
..so\,\th; Easterly, along an arc of said curve,;·through a centralangle of 19°01'19", an arc distance of 318.72 teet to a point-of-tangertcy; N. 87°00' 27"2 of a distance of 221.13. feet; : .N.02059'33"W., a dista~ceof 692.95 feet to·a point on the.northline of said Northeast 1/4 of Section 10; thence N. 86039'Ol"E.,Glong.said north linn, a distance of 1620.78. feet to the Point~
of:-Beginning.
con~aining 69.66 acres! ~are Ot less.
Bl< 3249PG 3249
UNSU IT ABlFOR
MICROF IlM
EXHIBIT "B"
ARTICLES OF INCORPORATIONOF
FAWN RIDGE DISTRICT ASSOCIATION, INC.
By these Articles of Incorporation, the undersignedSubscriber forms a corporation not for profit in accordance withChapter 617, Florida statutes, and pursuant to the followingprovisions ("these Articles");
The name of the corporation shall be FAWN RIDGE DISTRICTASSOCIATION, INC. For convenience, the corporation shall bereferred to in this instrument as the "District Association."
The District Association shall exist perpetually unless anduntil dissolved according to law. Corporate existence of theDistrict Association shall commence upon the filing of theseArticles with the Florida Department of State.
ARTICLE III
DEFINITIONS
Unless the context otherwise requires, all capitalized termsherein shall have the same meaning as set forth in theDeclaration of Covenants, Conditions, Easements, Reservations andRestrictions for Fawn Ridge Residential District. recorded or tobe recorded in the Public Records of Brevard County, Florida, asit may be amended or supplemented from time to time ("DistrictDeclaration") , which pertains to the property described inExhibit nAn attached hereto and incorporated herein by reference,and such additional property as may be annexed thereto inaccordance with the terms of the District Declaration.
PRINCIPAL QFFIC~
The principal office of the District Association is locatedat 7380 Murrell Road, Suite 201, Melbourne, Florida 32940, and
may be changed from time to time by a majority of the Board ofDirectors.
ARTICLE V
REGISTERED OFFICE AND AG~~~
R. Mason Blake, whose address is 7380 Murrell Road, Suite201, Melbourne, Florida 32940, is hereby appointed the initialregistered agent of the District Association and the registeredoffice shall be at said address.
ARTICLE VI
PURPOSE AND POWERS OF THE DISTRICT ASSOCIATION
The District Association shall not pay dividends and no partof any income of the District Association shall be distributed toits members, directors or officers. The District Association isformed to provide for, among other things, the improvement,maintenance, preservation and architectural control of theDistrict Property and to promote the recreation, health, safetyand welfare of the Owners. The District Association shall haveall the powers of a nonprofit corporation organized under thelaws of the State of Florida, subject only to such limitationsupon the exercise of such powers as are expressly set forth inthese Articles, the Bylaws, or the Distric't Declaration. TheDistrict Association shall have the power and duty to do any andall lawful ·things which may be authorized, assigned, required orpermitted to be done by the District Declaration, anySupplemental Declaration, these Articles and the Bylaws, and todo and perform any and all acts which may be necessary or properfor, or incidental to, the exercise of any of the duties orpowers of the District Association for the benefit of the Ownersand for the maintenance, administration and improvement of theDistrict Property, Areas of Common Responsibility and CommonAreas. The duties and powers of the District Association shallbe exercised by the Board of Directors unless provided otherwisein the District Declaration, these Articles of Incorporation orthe Bylaws, and shall include, without limitation, the following:
(a) To fix, levy, collect and enforce payment of, by anylawful means, all charges, fines or Assessments pursuant to theterms of the District Declaration, these Articles or the Bylaws;to pay all expenses in connection therewith and all office andother expenses incident to the conduct of the business of theDistrict Association, including all licenses, taxes orgovernmental charges levied or imposed against the property ofthe District Association;
(b)control,
To acquireown, hold,
(by gift,improve,
purchase orbuild upon,
otherwise), manage,operate, maintain,
81\3 2I{ 9PG 325 I
-2-
convey, sell, lease, transfer, dedicate for public use orotherwise dispose of real or personal property subjected to theDistrict Declaration or any other property for which the DistrictAssociation by rule, regulation, District Declaration or contracthas a right or duty to provide such services;
(c) To borrow money, and as provided in the DistrictDeclaration or Bylaws, mortgage, pledge, deed in trust orhypothecate any or all of its real or personal property assecurity for money borrowed or debts incurred;
(d) To dedicate, sell or transfer all or any part of theCommon Area to any public agency, authority or utility;
(e) Toaffecting anybe authorized
enforcepropertyto do so
covenants, condi tions, or restrictionsto the extent the District Association mayunder the District Declaration or Bylaws;
(f)promote,District
To engage in activities which will actively foster,and advance the common interests of all owners of theProperty;
(g) To enter into, make, perform, or enforce contracts ofevery ltind and description, and to perform all other actsnecessary, appropriate, or advisable in carrying out any purposeof the District Association, with or in association with anyother association, corporation, or other entity or agency, publicor private;
(h) To adopt, alter, and amend or repeal such Bylaws as maybe necessary or desirable for the proper management of theaffairs of the District Association; provided, however, suchBylaws may not be inconsistent with or contrary to any proVisionsof these Articles of Incorporation or the District Declaration;
(i) To maintain, repair, replace and operate portions ofthe District Property and Areas of Common Responsibilityconsistent with the obligations imposed upon or assumed by theDi strict Associ ation for maintenance, repai r, replacement andoperation pursuant to the District Declaration, these Articles,the Bylaws, or separate agreement;
(j) To accept jurisdiction over, and the powers and dutiesimposed with respect to, any additional property which may becomepart of the District Property or which may otherwise be SUbjectedto the jurisdiction of the District Association as provided i.nthe District Declaration. The District Association shall acceptas members, all owners of property hereafter subj ected to thejurisdiction of the District Association as prOVided in theDistrict Declaration; and
-3-
BI( 32Lf 9fG 3252
(k) To sue and be sued and appear and defend in all actionsand proceedings in its corporate name to the same extent as anatural person.
The foregoing enumeration of powers shall not limit orrestrict in any manner the exercise of other and further rightsand powers which may now or hereafter be allowed or permitted bylaw; and the powers specified in each of the paragraphs of thisArticle VI are independent powers, not to be restricted byreference to or inference from the terms of any other paragraphor provisions of this Article VI.
AR';I.'ICLE VI I
MEMBERSHIP
7.1 Membership. Each Owner, including the DistrictDeclarant, shall be a member of the Association. No Owner,whether one ( I) or more Persons, shall have more than one ( I)membership per Unit or Unplatted Parcel owned. Any person orenti ty who holds any interest merely as a security for theperformance of any obligation shall not be a member. TheDistrict Association membership of each Owner shall beappurtenant to the Unit or Unplatted Parcel giving rise to suchmembership, and shall not be transferred except upon the transferof title to said Unit or Unplatted Parcel and then only to thetransferee of title thereto. Any prohibited separate transfershall be vo-id. Any transfer of title shall operate automaticallyto transfer the membership in the District Associationappurtenant thereto to the new Owner thereof. The membership ofan Owner shall not be refused, waived or surrendered, but votingrights and rights of upe and enjoyment of the Common Area may beregulated or suspended as prOVided in these Articles ofIncorporation, the District Declaration, the Bylaws and the rulesand re~llations of the District Association.
7.2 Jurisdiction of District Association. The DistrictAssociation and each member thereof must accept as members thoseowners subject to the jurisdiction of the District Association asprovided in the District Declaration.
ARTICLE VI II
VOTING RIGHTS
8.1 Votinq Riqhts. The voting rights of members in theDistrict Association shall be as set forth in the DistrictDeclaration and Bylaws, as the same may be amended from time totime.
-4-8[( 32 li 9PG 3253
8.2 Multiple Owners. Each vote in the District Associationmust be cast as a single vote, and fractional votes shall not beallowed. In the event that joint or multiple Owners are unableto agree among themselves as to how their vote or votes shall becast, they shall lose their right to vote on the matter inquestion. If any Owner or Owners cast a vote on behalf of aparticular Unit or Unplatted Parcel, it shall thereafter beconclusively presumed for all purposes that he was or they wereacting with the authority and consent of all other Ownersthereof. In the event more than the appropriate number of votesare cast for a particular Unit or Unplatted Parcel, none of saidvotes shall be counted and said votes shall be deemed void.
ARTICLE IX
BOARD OF DIRECTORS
The business and affairs of the District Association shallbe managed by a Board of Directors. The initial Board ofDi rectors shall be compri sed of three (3) members, but may beenlarged by a majority of the Board of Directors to as many asfive (5) members during the Class B Control Period. Thereafterthe number of directors on the Board of Directors may be no lessthan three (3) members and may be increased upon approval of amajority of the members, provided that there shall always be anodd number of directorships created. Anything in these Articlesto the contrary notwithstanding, during the Class B ControlPeriod the 'Declarant shall be entitled to designate the membersof the Board of Directors of the District Association. The namesand addresses of persons who are to act in the capacity ofdirector until appointment or election of their successorspursuant to these Articles and the Bylaws are:
Name Addre3_'"
Perry J. Reader 7380 Murrell Road, Suite 201Melbourne, Florida 32940
John R. Maloy 7380 Murrell Road, Suite 201Melbourne, Florida 32940
R. Mason Blake 7380 11urrell Road, Suite 201Melbourne, Florida 32940
Within thirty (30) days after termination of the Class BControl Period, the members shall elect all directors of theBoard of Directors for staggered terms as provided in the Bylaws.The method of election and term of office, removal and filling ofvacancies of the Board of Directors shall be as set forth in the
.-- Bylaws.
-5-
BK 32 L~ 9PG 325L}
The Board of Directors may delegate such operating authorityto such companies. individuals or committees as it. in itsdiscretion may determine.
ARTICLE X
OFFICERS
The affairs of the District Association shall beadministered by the officers designated in the Bylaws. Theofficers shall be elected by the Board of Directors at the firstmeeting, and they shall serve at the pleasure of the Board ofDirectors. The names and addresses of the officers who shallserve until their successors are designated by the Board ofDirectors are as follows:
Office
President
Secretary
Treasurer
Name Address
Perry J. Reader 7380 Murrell Road. Suite 201Melbourne. Florida 32940
R. Mason Blake 7380 Murrell Road. Suite 201Melbourne, Florida 32940
Jane S. Jens 7380 Murrell Road. Suite 201Melbourne. Florida 32940
ARTICLE XI
INDEMNIFlc:ATIO~
The District Association shall indemnify every officer,director. committee member and employee of the DistrictAssociation against any and all costs and expenses, includingreasonable attorneys' and paralegals' fees. reasonably incurredby or imposed upon such officer, director, committee member oremployee in connection with any action. suit, or otherproceeding, or appeal therefrom (including settlement of any suitor proceeding, if approved by the then Board of Directors) towhich he may be a party by reason of being or having been anofficer, director, committee member or employee of the DistrictAssociation. Such officers, directors, committee members andemployees shall not be liable for any mistake of judgment,negligent or otherwise, except for their own individual willfulmisfeasance. malfeasance. misconduct. or bad faith. The officersand directors of the District Association shall have no personalliability with respect to any contract or other commitment madeby them, in good faith, on behalf of the District Association(except to the extent they may also be members of the DistrictAssociation), and the District Association shall indemnify and
Bl{ 32LI. 9PG 3255 -5-
"
forever hold each such officer and director free and harmlessagainst any and all liability to others on account of any suchcontract or commitment. Any right to indemnification providedfor herein shall not be exclusive of any other rights to whichany officer, director, committee member, or employee, or formerofficer, director, committee member or employee may be entitled.The District Association shall, as a Common Expense, maintainadequate general liability and officers' and directors' liabilityinsurance to fund this obligation, if such insurance isreasonably available.
ARTICLE XII
The Bylaws of the District Association shall be adopted bythe Board of Directors and may be altered, amended or rescindedin the manner provided by the Bylaws.
ARTICLE XIII
AMENDMENTS
During the Class B Control Period, the District Declarantmay unilaterally amend these Articles. Thereafter these Articlesmay be amended only by the affirmative vote (in person or byproxy) or w~itten consent, or any combination thereof, of membersrepresenting a majority of the total votes of the DistrictAssociation. However, the percentage of votes necessary to amenda specific clause shall not be less than the prescribedpercentage of affirmative votes required for action to be takenunder that clause. No amendment shall be effective until filedwith the office of the Secretary of State of Florida. Acertified copy of each amendment shall be recorded in the PublicRecords of Brevard County, Florida. Notwithstanding anything tothe contrary set forth herein, the District Declarant mayunilaterally amend these Bylaws at any time to include anyprovisions which may be required by the Federal National MortgageAssociation, -the Federal Home Loan Mortgage Corporation, theVeterans Administration, and the Department of Housing and UrbanDevelopment.
No amendment may remove, revoke, or modify any right orprivilege of District Declarant or the Class "B" member withoutthe written consent of District Declarant or the Class "B" memberas appropriate, or the assignee of such right or priVilege. Noamendment may impair -the validity or priority of the lien of anyMortgage held by a Mortgagee or impair the rights granted toMortgagees herein without the prior written consent of suchMortgagees.
BK 32 LI 9PG 3256-7-
The name and address of the Subscriber to these Articles ofIncorporation is as follows:
Name
R. Mason Blake
Address
7380 Murrell RoadSuite 201Melbourne. FL 32940
ARTICLE XV
NO~?TOCK CORPORATION
The District Association is organized on a nonstock basisand shall not issue shares of stock evidencing membership in theDistrict Association; provided. however, that membership in theDistrict Association may be evidenced by a certificate ofmembership which shall contain a statement that the DistrictAssociation is a corporation not for profit.
IN WITNESS WHEREOF, the undersigned Subscriber has causedthese presents to be executed as of the 18th day of November19--2.-2.
The foregoing instrument was acknowledged before me
this 18th day of November, 1992 by R. MASON BLAKE, who is
personally known to me and did not take an oath.
BETTY A. DEESEStale 01 Florida
IIyc.mm. Exp. Marcl117, 1996Comm.' ce 186513
(NOTARIAL SEAL)
BKJ 249PG 3258
CERTIFICATE DESIGNATING REGISTERED AGENT FORSERVICE OF PROCESS
Pursuant to Chapters 48 and 617, Florida Statutes, thefollowing is submitted in compliance with said Acts.
FAWN RIDGE DISTRICT ASSOCIATION, INC., desiring to organizeas a corporation under the laws of the State of Florida, with itsregistered office at 7380 Murrell Road, Suite 201, Melbourne,Florida 32940, has named R. Mason Blake located at the aboveregistered office, as its Registered Agent to accept service ofprocess within this state.
ACCEPTANCE OF REGISTERED AGENT
HAVING BEEN NAMED AS REGISTERED AGENT AND TO ACCEPT SERVICEOF PROCESS FOR THE ABOVE STATED CORPORATION AT THE PLACEDESIGNATED IN THIS CERTIFICATE, I HEREBY ACCEPT THE APPOINTMENTAS REGISTERED AGENT AND AGREE TO ACT IN THIS CAPACITY. I FURTHERAGREE TO COMPLY WITH THE PROVISIONS OF ALL STATUTES RELATING TOTHE PROPER AND COMPLETE PERFORMANCE OF MY DUTIE, AND I AMFAMILIAR WITH AND ACCEPT THE OBL.IQA ONS OF POSITION ASREGISTERED AGENT. ./ ~
arne: R. Mason BlakeRegistered Agent
Date:_-L12lr/J )V _
-10-
SK] 249PG 3259
EXHIBIT ATO FAWN RIDGE DISTRICT ASSOCIATION. INC.
ARTICLES OF INCORPORATION
(R:071/5212.DOC)
-11-
EXHIBIT "e"
BYLAWS OFFAWN RIDGE DISTRICT ASSOCIATION, INC.
TABLE OF CONTENTS
ARTICLE I - NAME, PRINCIPAL OFFICE, AND DEFINITIONS
"Governing Body; Composition" ."Directors During Class "B" Control"."NUlnber of Directors" ."Nomination of Directors'· ."Election and Term of Office ."Removal of Directors and Vacancies"."Organizational Meetings" ."Regular Meetings" ."Special Meetings" _ " ."Waiver of Notice" , . , .. , , .."Quorum of Board of Directors", "."Colnpensa"tion" .
"Fiscal Year" ."Parliamentary Rules" ."Conflicts" ."Books and Records" .IINotices" ."Amendment II •• ••••••••••••••••••••••••
-ii-
181818181919
BK 32Lf 9PG 326 2
BYLAWS OFFAWN RIDGE DISTRICT ASSOCIATION, INC.
Article I
Section 1.shall be FAWNAssociation") .
Nam~.
RIDGEThe name of the District
DI STRICT ASSOCIATION, INC.Association
("District
Section 2. Principal Office. The principal office of theDistrict Association in the State of Florida shall be located inBrevard County. The District Association may have such o1:heroffices, either wi thin or outside the State of Florida, as theBoard of Directors may determine or as t.he affairs of theDistrict Association may require.
Section 3. Definitions. The words used in these Bylawsshall halle the same meaning as set forth in the Declaration ofCovenants, Conditions, Easements, Reservations and Restrictionsfor Fawn Ridge Residential District, recorded or to be recordedin the public records of Brevard County, Florida, assupplemented, restated, renewed, extended or amended, from timeto time ("District Declaration"), unless the context shallotherwise require.
Section 4. 90rporate Seal. The seal of the corporationshall bear the name of the District Association, the word"Florida", and the year of incorporation.
Article II
District Association:Mem1?~sh!p_,-~leeti!!9_>-.2110 r..l!..l!!........Y0 1eA~~,,_oxi e1'.
Section 1. !'1~.lllben,hip. The Di strict Associ ation shall havetwo (2) classes of membership, Class "A" and Class "B", as morefully set forth in the District Declaration, the terms of whichpertaining -to membership are specifically incorpora·ted herein byreference. Meetings of the District Association shall be of themembers of the District Association and the members shall casttheir votes as provided in the District Declaration on thosematters requiring a vote of the membership of the DistrictAssociation. Notwi thstanding the foregoing, as to all matterspertaining to the Community Association related to voting by theDistrict, the Voting Member of the Distri.ct as defined in theDistrict Declaration shall be responsible for casting all votesof the membership of the Dis·trict Association on all mattersrequiring the vote of the membership of the District Association,
BK 324 9PG 3253
unless otherwise expressly specified in the Community Declarationor the Bylaws of the Community Association. Such Voting Membershall be entitled to exercise such votes as he in his discretion,deems appropriate.
Section 2. Place of Meetings. Meetings of the DistrictAssociation shall be held at the principal office of the DistrictAssociation or at such other sui table place convenient to themembers as may be designated by the Board of Directors eitherwithin the District Property or as convenient thereto as possibleand practical.
Section 3. Annual ,_Me~tings. Annual meetings of theDistrict Association shall be set by the Board of Directors so asto occur in February of each year or wi thin thirty (30) daysthereafter if so determined by the Board of Directors, providedthe first meeting of the District Association occurs no earlierthan one year after the District Association is incorporated.
Section 4. §pecial Meetings. The President may callspecial meetings. In addition, it shall be the duty of thePresident to call a special meeting of the District Associationif so directed by resolution of a maj ori ty of a quorum of theBoard of Directors. In addition, after the Class "B" ControlPeriod has terminated, it shall be the du'ty of the President tocall a special meeting of the District Association if a petitionis signed by members representing at least ten percent (10%) ofthe total votes of the District Association requesting a specialmeeting. The notice of any special meeting shall state the date.time and place of such meeting and the purpose thereof. Nobusiness shall be transacted at a special meeting except asstated in the notice.
Section 5. Notice of Meetings. Written or printed noticestating the place, day and hour of any mee'ting of the membersshall be delivered. either personally or by mail, to each memberentitled to vote at such meeting, not less than ten (10) nor morethan fifty (50) days before the date of such meeting, by or atthe direction of the President or the Secretary or the officersor persons calling the meeting. When required by statute orthese Bylaws, the purpose or purposes fOl" which the meeting iscalled shall be stated in the notice.
If mailed, the notice of a meeting shall be deemed to bedelivered when deposited in the United States mail addressed tothe member at his address as it appears on the records of theDistrict Association, with postage thereon prepaid.
Section 6. Waiver of Notice. Waiver of notice of a meetingof the members shall be deemed the equivalent of proper notice.Any member may. in wri ting, waive notice of any meeting of themembers, either before or after such meeting. Attendance at a
8X 3249PG 326 It-2-
meeting by a member shall be deemed a waiver by such member ofnotice of the time, date and place thereof and of the businesstransacted thereat (if notice of same is required by sta'tute orby these Bylaws), unless such member specifically objects 'to lackof proper notice at the time the meeting is called to order, orin the case where the business transacted thereat is required tobe contained in the notice, such member specifically objects toproper notice before such business is pu't to a vote.
Section 7. Adjournment of ~e~tings. If any meeting of theDistrict Association cannot be held because a quorum is notpresent, members who are present at such meeting, either inperson or by proxy, representing a majority of the votes of thosemembers present may adjourn the meeting to a time not less thanfive (5) nor more than thirty (30) days from the time. theoriginal meeting was called. At the reconvened meeting, if aquorum is present, any business which might have been transactedat the meeting originally called may be transacted. If a timeand place for reconvening the meeting is not fixed by those inattendance at the original meeting or if for any reason a newdate is fixed for reconvening the meeting after adjournment,notice of the time and place for reconvening the meeting shall begiven to members in the manner prescribed for regular meetings.
The members present at a duly called or held meeting atwhich a quorum is present may continue to do business untiladjournment, notwithstanding the withdrawal of enough members toleave less than a quorum, provided that members or their proxiesrepresenting at least twenty-five percent (25%) of the totalvotes of the District Association remain in attendance, andprovided further that any action taken is approved by members ortheir proxies representing at least a majority of the number ofvotes of the District Association required to constitute aquorum.
Section 8. Voti..!1SI. The voting rights of the members shallbe as set forth in the District Declaration as supplemented andamended from time to time, and such voting rights provisions arespecifically incorporated herein.
Section 9. Destgnation of_VotiQg Rep~~?entati~~. If a Unitor Unplatted Parcel is owned by one person or entity, its rightsto vote shall be established by the record title to the Unit orUnplatted Parcel. If a Unit or Unplatted Parcel is owned by morethan one person or entity, the person entitled to cast the votesfor the Unit or Unpla'tted Parcel shall be designated by acertificate signed by all of the record Owners (as defined in theDistrict Declaration) of the Unit or Unplatted Parcel and filedwith the Secretary of tl'le District Associati.on. If a Unit orUnplatted Parcel is owned by a general or limited partnership,the person entitled to cast the votes for the Unit or UnplattedParcel shall be designated by a certificate of appointment signed
(
by one of the general partners and filed with the Secretary ofthe District Association. If a Unit or Unplat"ted Parcel is ownedby a corporation, the person entitled to cast the votes for theUnit or Unplatted Parcel shall be designated by a certificate ofappointment signed by the president or vice president of thecorporation and filed with the Secre"tary of the DistrictAssociation. If a Unit or Unplatted Parcel is owned in trust,the person entitled to vote for the Uni t or Unplatted Parcelshall be designated by a certificate of appointment signed by thetrustee of record for the trust and filed wi"th the Secretary ofthe District Association. Such certificates shall be valid untilrevoked or until superseded by a subsequent certificate or untila change in the ownership of the Unital' Unplatted Parcelconcerned. A certificate designating the person entitled to castthe votes of a Unit or Unplatted Parcel may be revoked in writingby any Owner thereof. Provided, however, that no Unit' orUnplatted Parcel shall vote in excess of the voting rightsallocated to that Unit or Unplatted Parcel in the DistrictDeclaration.
Section 10. ~oval or Disapproval of Matters. Wheneverthe decision of an Owner is required upon any matter, whether ornot the subject of a District Association meeting, such decisionshall be expressed by the same person who would cast the votes ofsuch Owner if at a District Association meeting, unless thejoinder of record Owners is specifically required by the DistrictDeclaration, the Articles of Incorporation of the DistrictAssociation or these Bylaws.
Section 11. Restraint Upon Assignment of Shares in Assets.The share of a member in the funds and assets of the DistrictAssociation cannot be assigned, hypothecated or transferred inany manner except as an appurtenance to that member"s Unit orUnplatted Parcel.
Section 12 Proxies. A member may authorize another personto act for him by proxy. Such proxy must be executed by themember or his attorney in fact. No proxy shall be valid afterthe expiration of eleven (11) months from the date thereof unlessotherwise provided in the proxy. Every proxy shall be revocableat the pleasure of the member executing it and shall expire uponthe transfer of title to the Unit or Unplatted Parcel giving riseto the voting right.s to which the proxy pertains. The authorityof the holder of a proxy to act shall not be revoked by theincompetence or death of the member who executed the proxyunless, before the authority is exercised, written notice of anadjUdication of such incompetence or of such death is received bythe District Association officer responsible for maintaining thelist of members.
Section 13. JI:l..,!jQ..ri ty. As used in these Bylaws, the term"majority" shall mean those votes, owners, or other group as the
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BK 324 9PG 326 6
context may indicate totaling more than fifty percent (50%) ofthe total number.
Section 14. Quorum. Except as otherwise provided in theseBylaws or in the District Declaration, ·the presence i.n person orby proxy of the members representing a majority of the totalvotes in the District Association shall constitute a quorum atall meetings of the District Association. Any provision in theDistrict Declaration concerning quorums is specificallyincorporated herein.
Section 15. Condu.ct qj_JIl.5'etings. The President, or in hi sabsence the Vice Presiden"t, shall preside over all meetings ofthe District Association. and "the Secretary shall keep theminutes of the meeting and record in a minute book .allresolutions adopted at the meeting, as well as a record of alltransactions occurring at the meeting.
Section 16. Action Without A Meeting. Any action requiredby law to be taken at a meeting of the members or any actionwhich may be taken at a meeting of the members, may be takenwithout a meeting if written consent setting forth the action sotaken is signed by all of the members entitled to vote withrespect to the subject matter thereof, and any such consent shallhave the same force and effect as a unanimous vote of themembers.
ArU.cle I II
A. Composition and Selection.
Section 1. GoverninJl Body; Composition. The affairs of theDistrict Association shall be governed by the Board of Directors,each of whom shall have one (1) vote. Except with respect todirectors appointed by the District Declarant, the directorsshall be members or spouses of such members; provided, however,no person and his or her spouse may serve on the Board ofDirectors at the same ·time. In "the case of a member which is acorporation, partnership, or other legal entity, the persondesignated in writing by certificate filed with the Secretary ofthe District Association as the voting representative (pursuantto Article II, Section 9 hereof) of such corporation, partnershipor other legal entity, shall be eligible to serve as a director.
Section 2. pir~ctors Duri..lliI Class "B" C.ontrol. During theClass "B" Control Period (as defined in the DistrictDeclaration), all members of the Board of Directors shall beappointed by the Distri.ct Declarant acting in its sole discretionand shall serve at the pleasure of the District Declarant.
-5-BK 3249PG 3267
Section 3. Number of Directors. During the Class "B"Control Period the number of directors on the Board of Directorsshall be not less than three (3) nor more than five (5).Thereafter the number of directors on the Board of Directors maybe increased upon approval of a majority of the members, providedthat there shall always be an odd number of directors. Theinitial Board of Directors shall consist of three (3) membersappointed by the District Declarant. The District Declarant mayappoint additional directors in its sole discretion to the Boardof Directors from time to time to replace directors appointed byit, to fill vacancies of directors appointed by it, or to filladditional positions on the Board of Directors due to itsexpansion.
Section 4. Nomination of Directors. Except with respect todirectors entitled to be selected by the 'District Declarant asprovided in Section 2 of this Article, nominations for electionof directors to the Board of Directors shall be made by aNominating Committee. The Nominating Committee shall consist ofa Chairman, who shall be a member of the Board of Directors, andtwo (2) or more members of the District Association appointed bythe Board of Directors. The Nominating Committee shall beappointed by the Board of Directors not less than thirty (30)days prior to such annual meeting of the members at which membersother than the District Declarant are entitled to elect membersto the Board of Directors. Members of the Nominating Committeeshall serve a term of one (1) year or until their successors areappointed. The Nominating Committee shall make as manynominations for election to the Board of Directors as it shall inits di scretion determine, but in no event less than -the number ofpositions to be filled. Nominations shall also be permitted fromthe floor. All candidates shall have a reasonable opportunity tocommunicate their qualifications to the members and to solicitvotes.
Section 5. Election and Term_ of Office. Wi thin thirty (30)days after termination of the Class "B" Control Period, theDistrict Association shall call a special meeting at which themembers shall elect all directors of the Board of Directors. Amajority of the directors shall be elected to serve a term of two(2) years, and the remaining directors shall be elected to servea term of one (1) year. Upon the expiration of the initial termof office of each such director, a successor shall be elected toserve a term of two (2) years. Thereaft.er, all di rectors shallbe elected to serve two (2) year terms.
by the members shall hold office until their respectivesuccessors have been elected. Directors may be elected to serveany number of consecutive terms.
Section 6. Removal of Directors and Vacancies. Except forDistrict Declarant-appointed directors, a director may beremoved, with or wi·thout cause, by mmbers representing a majorityof the votes of members at the meeting called for such purpose.Any director elected by members other than the District Declarantwhose removal is sought, shall be given notice prior to anymeeting called for that purpose. At such meeting as the directoris removed, a successor shall be elected by the members to fillthe vacancy for the remainder of the term of such director. Anydirector appointed by the District Declarant may only be removedby the District Declarant, in its sole discretion, and. theDistrict Declarant shall be enti tledto appoint a director tofill the vacancy created.
Any director elected by the members who has three (3)consecutive unexcused absences from Board of Directors meetingsor who is delinquent in the payment of any assessment or othercharge due the District Association for more than thirty (30)days may be removed by a maj ori ty of the directors present at aregular or special meeting at which a quorum is present, and asuccessor may be appointed by the Board of Directors to fill thevacancy for the remainder of the term. The foregoing shall notapply to directors appointed by District Declarant to the Boardof Directors.
Except in the case of directors appointed by DistrictDeclarant, in the event of the dea·th, disability or resignationof a director, a vacancy may be declared by the Board ofDirectors, and it may appoint a successor. Any directorappointed by the Board of Directors shall serve for the remainderof the term of the director who vacated the posi·tion. In theevent of death, disability or resignation of a director appointedby the District Declarant, the District Declarant shall beentitled to appoint a director to fill the vacancy created, andsuch director shall serve for the remainder of the term of thedirector who vacated the position.
Section 7. orgapizaiional Meeti~~. The first meeting ofthe Board of Directors following each annual meeting of theDistrict Association shall be held within ten (10) daysthereafter at such time and place as shall be fixed by the Boardof Directors.
Section 8. Regular Meetin9.-~. Regular meetings of the Boardof Directors may be held at such time and place as shall bedetermined from time to time by a majority of the directors, but
81< 32/·} 9PG 3269-7-
at least four (4) such meetings shall be held during each fiscalyear with at least one (I) meeting occurring per quarter. Noticeof the time and place of -the meetings of the Board of Directorsshall be communica-ted to directors not less than four (4) daysprior to the meeting; provided, however, notice of a meeting neednot be given to any director who has signed a waiver of notice ora written consent to holding of the meeting.
Section 9. ~ecial Meetings. Special meetings of the Boardof Directors shall be held when called by written notice signedby the President or by any two (2) di rectors of the Board ofDirectors if the Board of Directors is three members or by anythree (3) directors of the Board of Directors if the Board ofDirectors is five members. The notice shall specify the time andplace of the meeting and the nature of any special business to beconsidered. The notice shall be given to each director of - theBoard of Directors by one of the following methods: (a) bypersonal delivery; (b) written notice by first class mail,postage prepaid; (c) by telephone communication, either directlyto the director or to a person at the director's office or homewho would reasonably be expected to communicate such noticepromptly to the director; or (d) by telegram, telecopy, chargesprepaid. All such notices shall be given at the director'stelephone number or sent to the director's address as shown onthe records of the District Association. Notices sent by firstclass mail shall be deposited into a United States mailbox atleast ten (10) days before the time set for the meeting. Noticesgiven by personal delivery, telephone, telecopy or telegraphshall be delivered, telephoned, faxed or given to the telegraphcompany at least seventy-two (72) hours before the time set forthe meeting.
Section 10. Waiver of Notice. The transactions of anymeeting of the Board of Directors, however called and noticed orwherever held, shall be as valid as though taken at a meetingduly held after regular call and notice if (a) a quorum ispresent, and (b) either before or after the meeting each of thedirectors not present signs a written waiver of notice, a consentto holding the meeting, or an approval of the minutes. Thewaiver of notice or consent need not specify the purpose of themeeting. Notice of a meeting shall also be deemed given to anydirector who attends the meeting without protesting before or atits commencement about the lack of adequate notice.
Section 11. ~~orum of Board of Directors. At all meetingsof the Board of Directors, a maj ori ty of the di rectors shallconsti tute a quorum for the -transaction of business, and thevotes of a majority of the directors present at a meeting atwhich a quorum is present shall constitute the decision of theBoard of Directors. A meeting at which a quorum is initiallypresent may continue to transact business, notwithstanding thewi thdrawal of directors, if any action taken is approved by at
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BX 324'.3 PG 3270
least a majority of the required quorum for that meeting. If anymeeting of the Board of Directors cannot be held because a quorumis not present, a majority of the directors who are present atsuch meeting may adjourn the meeting to a time not less than five(5) nor more than thirty (30) days from the date the originalmeeting was called. At the reconvened meeting, if a quorum ispresent, any business which might have been transacted at themeeting originally called may be transacted without furthernotice.
Section 12. <::ompensation. No director shall receive anycompensation from the Di strict Association for acting as suchunless approved by members representing a majority of the totalvotes of the District Association at a regular or special meetingof the District Association; provided any director may. bereimbursed for expenses incurred on behalf of the DistrictAssociation upon approval of a majority of the other directors.
Section 13. Conduct of Meeting~. The President shallpreside over all meetings of the Board of Directors, and theSecretary shall keep a minute book of meetings of ·the Board ofDirectors, recording therein all resolutions adopted by the Boardof Directors and all transactions and proceedings occurring atsuch meetings. Meetings may be conducted by telephone and shallbe considered as any other meeting, provided the directorsparticipating in the meeting are able through telephoneconnection to hear and to be heard.
Section 14. Open Meetin@. Subject to the provisions ofSection 15 of this Article, all meetings of the Board ofDirectors shall be open to all members, but members other thandirectors may not participate in any discussion or deliberationunless permission to speak is requested on his or her behalf by adirector. In such case, the President may limit the time anymember may speak.
Section 15. Actio}1 '''1i thou·t a Formal_J~e~ti-ill1. Any action tobe taken or that may be taken at a meeting of the Board ofDirectors may be taJten without a mee·ting if a consent in writing,setting forth the action so taken, shall be signed by all of thedirectors of the Board of Directors., and such consent shall havethe same force and effect as a unanimous vote.
C. Powers and Duties.
Section 16. Powers. The Board of Directors shall beresponsible for the affairs of the District Association and shall
directed to be done and exercised e}tclusively by the membershipgenerally.
The Board of Directors shall delegate to one of its membersthe authority to act on behalf of the Board of Directors on allmatters relating to the duties of the managing agent or manager,if any, which might arise between meetings of the Board ofDirectors.
The Board of Directors shall have exclusive jurisdictionover and the sole responsibility for the Distric"t Association'sadministration. management, operation, regulation, care,maintenance, repair, restoration, replacement, preservation andprotection of the Common Area and Area of Common Responsibility;the establishment, levy, imposition, enforcement and collectionof all assessments for which provision is made in the DistrictDeclaration; the promotion and advancement of the generalinterests of the members of the District Association; all as moreparticularly provided in the District Declaration, Articles ofIncorporation, these Bylaws and the rules and regula"tions of theDistrict Association.
In addition to the duties imposed by the DistrictDeclaration, the Articles of Incorporation and these Bylaws or byany resolution of the District Association that may hereafter beadopted, the Board of Directors shall have the power to and shallbe responsible for the following, by way of explanation, but notlimitation:
(a) preparation and adoption of annual budgets inwhich there shall be established the contribution of each Ownerto the Common Expenses;
(b) making assessments to defray the Common Expenses,establishing the means and methods of collec"ting suchassessments, and establishing the period of the installmentpayments of assessments; prOVided, unless otherwise determined bythe Board of Directors, the Regular Assessment shall be payablein equal quarterly installments, each such installment to be dueand payable in advance on the first day of January, April, Julyand October of each year;
(c) providingmaintenance of all. ofResponsibility;
forthe
the operation, care, upkeep, andCommon Area and Area of Common
(d) designating, hiring and dismissing the personnelnecessary for the maintenance, operation, repair and replacementof the District Association, its property, Common Area and Areaof Common Responsibility, and where aPPJ:opriate, prOViding forthe compensation of such personnel and for the purchase of
8X 32l~ 9PG 32rio-
equipment, supplies and materials to be used by such personnel inthe performance of their duties;
(e) collecting the assessments, depositing theproceeds thereof in a bank depository which it shall approve, andusing the proceeds to administer the District Association;provided, any reserve fund may be deposited, in the directors'best business jUdgment, in deposi-tories other than banks;
(f) making and amending rules and regulations;
(g) opening of bank accounts on behalf of the DistrictAssociation and designating the signatories required;
(h) making or contracting for the malting of repa~rs,
addi tions and improvements to or alterations of the Common Areain accordance with the District Declaration and these Bylawsafter damage or destruction by fire or other casualty;
(i) enforcing by legal means the provisions of theDistrict Declaration, these Bylaws, and the rules and regulationsadopted by it and bringing any proceedings which may beinsti tuted on behalf of or against -the Owners concerning theDistrict Association;
(j) obtaining and carrying insurance againstcasualties and liabilities, as provided in the DistrictDeclaration or as otherwise determined to be appropriate by theBoard of Directors, and paying the premium cost thereof;
(k) paying the cost of all services rendered to theDistrict Association or its members and not chargeable directlyto specific Owners;
(l) keeping books with detai led accounts of thereceipts and expenditures affecting the District Association andits administration, specifying the maintenance and repairexpenses and any other expenses incurred;
(m) malting available to any prospective purchaser of aUnit or Unplatted Parcel, any Owner, any first Mortgagee, and theholders, insurers, and guarantors of a first Mortgage on any Unitor Unplatted Parcel, current copies of the District Declaration,the Articles of Incorporation, the Bylaws, rules and regulationsgoverning the Unit or Unplatted Parcel., and all other books,records, and financial statements of the District Association;
(n) permitting utility suppliers to use portions ofthe Common Area reasonabl.y necessary to the ongoing developmentor operation of the District Property; and
-11--
BI{ 32If 9PG 3273
,'.. '
(0) entering into contracts, granting easements orperforming other rights, obligations or duties of the DistrictAssociation set out in the District Declaration, includingwithout limitation, the right to enter into any cable televisionagreement.
Section 17. Management Agent.
(a) The Board of Directors may employ for the DistrictAssociation a professional management agent or agents at acompensation established by the Board of Directors to performsuch duties and services as the Board of Directors shall authorize. The Board of Directors may delegate to the managing agentor manager, subject to the Board of Directors' supervision, allof the powers granted to the Board of Directors by these Byl~ws,
other than the powers set forth in subparagraphs (a), (b), (f),(g), (i) and (0) of Section 16 of this Article. The DistrictDeclarant, or an affiliate or other related entity of theDistrict Declarant, may be employed as managing agent or manager.
(b) No management contract may have a term in eXCessof one (l) year and must permi t termination by ei ther partywithout cause and without termination fee on ninety (90) days' orless written notice.
Section 18. Accounts and Reports. The following managementstandards of performance will be followed unless the Board ofDirectors by resolution specifically determines otherwise:
(a) accrual accounting, as defined by generallyaccepted accounting principles, shall be employed;
(b) accounting and controlsgenerally accepted accounting principles;
should conform to
(c) cash accounts of the District Association shallnot be commingled with any other accounts;
(d) no remuneration shall be accepted by the managingagent from vendors, independent contractors or others proVidinggoods or services to the District Associ ation, whether in theform of commi ssions, finder' s fees, service fees, prizes, giftsor otherwise; any thing of value received shall benefit theDistrict Association; provided, nothing herein shall prohibit themanaging agent from earning commissions for service performed bythe managing agent in leasing Units on behalf of Owners of suchTTnirl::l·
(f) financial reports shall be prepared for theDistrict Association at least quarterly containing:
(i) an income statement reflecting all income andexpense activity for the preceding period on an accrual basis;
(ii) a statement reflecting all cash receipts anddisbursements for the preceding period;
(iii) a variance report reflecting the status ofall accounts in an "actual" versus "approved" budget format;
(iv) a balance sheet as of the last day of thepreceding period; and
(v) a delinquency report listing all Owners whoare delinquent in paying the installments of assessments at thetime of the report and describing the status of any action tocollect such installmen·ts which remain delinquent (an installmentof an assessment shall be considered to be delinquent on thefifteenth (15th) day after the installment is due unlessotherwise determined by the Board of Directors); and
(g) an annual report consisting of at least thefollowing shall be distributed to all members within one hundredtwenty (120) days after the close of the fiscal year: (1) abalance sheet; (2) an operating (income) statement; and (3) astatement of changes in financial position for the fiscal year.The annual· report referred to above shall be prepared on anaudited or reviewed basis, as determined by the Board ofDirectors, by an independent public accountant; provided, duringthe Class "B" Control Period, the annual report. need only includecertified or reviewed financial statements.
Section 19. Borrowing. The Board of Directors shall havethe power to borrow money for the purpose of maintenance, repairor restoration of the Common Area without the approval of themembers of the District Association. The Board of Directorsshall also have the power to borrow money for other purposes;provided, the Board of Directors shall obtain the approval ofmembers representing a majority of the total votes of theDistrict Association in the event that the proposed borrowing isfor the purpose of modifying, improving or adding amenities andthe total amount of such borrowing exceeds or would exceed fivepercent (5%) of the budgeted gross expenses of the Di strictAssociation for that fiscal year. Notwithstanding anything tothe contrary contained in the District Declaration, these Bylawsor the Articles of Incorporation, during the Class "B" ControlPeriod, no mortgage lien shall be placed on any portion of theCommon Area owned by the District Association without theaffirmative vote or wri tt.en consent, or any combination thereof,
BX 32 l~ 9PC 3275-13-
of members representing at least a majority of the total votes ofthe District Association other than District Declarant.
Section 20. Right? of the Dist~ict Associatio~. Withrespect to the Common Area, Areas of Common Responsibility, orother areas of responsibility of the District Association, and inaccordance with the Articles of Incorporation, these Bylaws andthe District Declaration, the Board of Direc'tors on behalf of theDistrict Association shall have the right to contract with anyPerson for the performance of various duties and functions.Wi thout limiting the foregoing, this right shall entitle theBoard of Directors on behalf of the District Association to enterinto common management, operational or other agreements withtrusts, condominiums, cooperatives or Districts and other ownersor associations, both wi thin and wi thou't the Properties. ?uchagreements shall require the consent of a majority of alldirectors of the District Association.
Section 21. Enforcement. The Board of Directors shall havethe power to impose reasonable fines, which shall constitute alien upon the property of the violating Owner, and to suspend anOwner's right to vote, if any, or to use the Common Area or Areasof Common Responsibility for violation of any duty imposed uponsuch Owner under 'the District Declaration, the Articles ofIncorporation, these Bylaws or any rules and regulations dulyadopted hereunder; provided, however, nothing herein shallauthorize the District Association or the Board of Directors tolimit ingress and egress to or from a Unit or Unplatted Parcel orto suspend'an Owner's right to vote, if any, due to nonpayment ofassessments. In the event that any occupant of a Unit orUnplatted Parcel violates the District Declaration, Articles ofIncorporation, Bylaws or a rule or regulation and a fine isimposed, the District Association may proceed against theoccupant or ,the Owner of such Unit or Unplatted Parcel or both,to pay the fine upon notice from the District Association. Thefailure of the Board of Directors to enforce any provision of theDistrict Declaration, Articles of Incorporation, Bylaws or anyrule or regulation shall not be deemed a waiver of the right ofthe Board of Directors to do so thereafter.
(a) No'tice. Prior to imposi tion of any sanctionhereunder, the Board of Directors or its delegate (or theCovenants Committee, if any) shall serve the alleged violatorwith written notice by mail, hand delivery or other delivery atthe address of the alleged violator contained in the records ofthe District Association, or if no address of the allegedviolator is on record, then by pos'ting wri tten notice at the siteof the alleged violation describing (i) the nature of the allegedviolation, (ii) the proposed sanction to be imposed, (iii) aperiod of not less than ten (10) days within which the allegedviolator may present a written request to the Board of Directors(or the Covenants Committee, if any) for a hearing; and (iv) a
BK 321~ 9FG 3276-14-
statement that the proposed sanction shall be imposed ascontained in the notice unless a challenge is begun wi thin theperiod of time provided in (iii) for requesting a hearing. If atimely challenge is not made, the sanction stated in the noticeshall be imposed. The sanction may include, without limitation,sanctions that will automatically be imposed by the DistrictAssociation in the event the violation is not abated or recurswithin a stated period from the alleged violation. Copies ofnotices and proof of notice shall be placed in a record book ofthe District Association kept for this purpose. Proof of noticeshall be deemed adequate if a copy of the notice, together withstatement of the date and manner of delivery, is entered by theofficer, director or agent who delivered such notice, or if thealleged violator requests a hearing within the time period statedin the notice.
(b) Hearinq. I f a hearing is requested in a timelymanner, the hearing shall be held in executive session affordingthe Owner a reasonable opportunity to be heard. The minutes ofthe meeting shall contain a written statement of the results ofthe hearing and the sanction, if any, imposed. The Board ofDirectors (or the Covenants Committee, if any) may, but shall notbe obligated to, suspend any proposed sanction if the violationis cured wi thin a period of time specified by the Board ofDirectors (or the Covenants Committee, if any). Such suspensionshall not constitute a waiver of the right to sanction futureviolations of the same or other provisions and rules by anyPerson.
(c) Appeal. Following a hearing, if held before theCovenants Committee, the violator shall have the right to appealthe decision to the Board of Directors. To perfect this right, awritten notice of appeal must be received by the manager,President or Secretary of the District Association wi thin ten(10) days after the hearing date. The deci sion of the Board ofDirectors shall be final.
(d) Additional Enforcement RiE~ts. Notwithstandinganything to the contrary herein contained, the DistrictAssociation, acting through the Board of Directors, may elect toenforce any provision of the District Declaration, the Articlesof Incorporation, these Bylaws, or the rules and regulations ofthe District Association by self-help (specifically including,but not limited to, the towing of vehicles that are in violationof parking rules and regulations) or by suit at law or in equityto enjoin any violation, to recover monetary damages, or to seekany other appropriate remedy, or any combination of theforegoing, without the necessity of compliance wi-th the procedureset forth above. In any such ac-tion, to the maximum extentpermissible, the Owner or occupant responsible for the violationof which abatement is sought shall pay all costs, includingreasonable attorneys' and paralegals' fees incurred by the
Bi( 32!} 9PG 3277-15··
District Association, whether suit be brought or not, andincluding those incurred on appeal, if any. (In the event theoccupant is responsible for the violation of which abatement issought, the District Association may seel{ recovery of theforegoing against the Owner or occupant or both.)
Article IV
Section 1. Officers. The officers of the DistrictAssociation shall be a President, Vice President, Secretary andTreasurer, to be elected from among the members of the Board ofDirectors. The Board of Directors may appoint such otherofficers, including one or more Assistant Secretaries and one ormore Assistant Treasurers, as it shall deem desirable, suchofficers to have the authority and to perform the dutiesprescribed fLoom ·time to time by the Board of Di rectors. Any two(2) or more offices may be held by the same, person, except theoffices of President and Secretary.
Section 2. Electio!:!...-Term of Office, and Vacancies. Theofficers of the District Association shall be elected annually bythe Board of Directors at the first meeting of the Board ofDirectors following each annual meeting of the DistrictAssociation, as herein set forth in Article III. A vacancy inany office arising because of death, resignation, removal, orotherwise 'may be filled by the Board of Directors for theunexpired portion of the term.
Section 3. RenlOval. Any officer may be removed by theBoard of Directors whenever in its judgment the best in·terests ofthe District Association will be served thereby.
Section 4. Powers and Duties. The officers of the DistrictAssociation shall each have such powers and duties as generallypertain to their respective offices, as well as such powers andduties as may from time to time, specifically be conferred orimposed by the Board of Directors. The President shall be thechief executive officer of the District Association. TheTreasurer shall have primary responsibility for the preparationof the budget as provided for in the District Declaration and maydelegate all or part of the preparation and notification dutiesto a finance commi t·tee, management agent, or both.
Sec·tion 5. ;Resig.!l.'!:.tio!l. Any officer may resign at any timeby giving written notice to the Board of Directors, the Presidentor the Secretary. Such resignation shall take effect on the dateof the receipt of such notice or at any later time specifiedtherein, and unless otherwise specified therein, the acceptanceof such resignation shall not be necessary to make it effective.
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Section 6. ~greements, Contracts> Deeds, Leases, Checks,~tc. All agreements, contracts, deeds, leases, checks, and otherinstruments of the District Association shall be executed by atleast two (2) officers or by such other person or persons as maybe designated by resolution of the Board of Direc"tors.
Article V
Section 1. General. Committees are hereby authorized toperform such tasks and to serve for such periods as may beprovided for in the District Declaration, these Bylaws, theArticles of Incorporation or designated by a resolution adoptedby a majority of the directors of the Board of Directors presentat a meeting at which a quorum is present. Such committees shallperform such duties and have such powers as may be provided inthe District Declaration, the Articles of Incorporation, theseBylaws and the resolution of the Board of Directors. In theevent of conflict in the terms of any of the foregoing, theDistrict Declaration, Articles of Incorporation, Bylaws andresolutions of the Board of Directors (in that order) shallprevail. Each committee shall operate in accordance with theterms related thereto, the rules adopted by the Board ofDirectors and the terms and provisions of the DistrictDeclaration, the Articles of Incorporation and these Bylaws.
Section 2. Covenants Committee. In addition to any othercommittees which may be established by the Board of Directorspursuant to Section 1 of this Article, the Board of Directors mayappoint a Covenants Commi"ttee consi sting of at least three (3)and no more than five (5) members. Acting in accordance with theprovisions of the District Declaration, these Bylaws andresolutions the Board of Directors may adopt, the CovenantsCommittee, if established, shall be the hearing tribunal of theDistrict Association for violations of the District Declarationand shall conduct all hearings held pursuant to Article I II,Section 21 of these Bylaws.
Article VI
Indemnifica.tiol}
The District Association shall indemnify every officer,director, committee member and employee of the DistrictAssociation against any and all costs and expenses, includingreasonable attorneys' and paralegals' fees, reasonably incurredby or imposed upon such officer, director, committee member oremployee in connection with any action, suit. or other proceeding(including settlement of any suit or proceeding. if approved bythe then Board of Dj.rectors) to which he may be a party by reason
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of being or having been an officer, director, committee member oremployee of the District Association. Such officers, directors,committee members and employees shall not be liable for anymistake of judgment, negligent or otherwise, except for their ownindividual willful misfeasance, malfeasance, misconduct, or badfaith. The officers and directors of the District Associationshall have no personal liability with respect to any contract orother commitment made by them, in good faith, on behalf of theDistrict Association (except to the elctent they may also bemembers of the District Association), and the DistrictAssociation shall indemnify and forever hold each such officerand director free and harmless against any and all liability toothers on account of any such contract or commitment. Any rightto indemnification provided for herein shall not be exclusive ofany other rights to which any officer, director, committeemember, or employee, or former officer, director, committeemember or employee may be entitled. The District Associationshall, as a Common Expense, maintain adequate general liabilityand officers' and directors' liabi Ii ty insurance to fund thi sobligation, if such insurance is reasonably available.
Article VII
Miscellaneous
Section 1. Fiscal Year. The fiscal year of the DistrictAssociation shall be the calendar year.
Section 2. Parliamentary Rules. Except as may be modifiedby Board of Directors' resolution, Robert's Rules of Order(current edition) shall govern the conduct of DistrictAssociation proceedings when not in conflict with Florida law,the Articles of Incorporation, the District Declaration or theseBylaws.
Section 3. Conflicts. I f there are conflicts between theprovisions of Florida law, the Articles of Incorporation, theDistrict Declaration, and these Bylaws, the provisions of Floridalaw, the District Declaration, the Articles of Incorporation andthe Bylaws (in that order) shall prevail.
Section 4. ~2_~ks and Records.
(a) Lnspection by Members _and Mortgagees. TheDistrict Declaration, Articlesof Incorporation and Bylaws,membership register. books of account, and minutes of meetings ofthe members, the Board of Directors, and committees shall be madeavailable for inspection and copying by any Mortgagee, member ofthe District Association or by his or her duly appointedrepresentative, at any reasonable time and for a purposereasonably related to his or her in-terest as a member, at the
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office of the District Association or at such other place withinthe District Property as the Board of Directors shall prescribe.
(b) Rules for In~p~ction. The Board of Directorsshall establish reasonable rules with respect to:
(i) notice to be given to the custodian of therecords;
(ii) hours and days of the week when such aninspection may be made; and
(iii) payment of the cost of reproducing copies ofdocuments requested.
(c) Inspection by Directors. Every director of theBoard of Directors shall have the absolute right at anyreasonable time to inspect all books, records, and documents ofthe District Association and the physical properties owned orcontrolled by the Distric·t Association. The right of inspectionby a director of the Board of Directors includes the right tomalte extracts and a copy of relevant documents at the expense ofthe District Association.
Section 5. Notices.. Unless otherwise provided inBylaws, all notices, demands, bills, statements orcommunications under these Bylaws shall be in writing andbe deemed to have been duly given if delivered personallysent by United States Mail, first class postage prepaid:
theseothershallor if
(a) if to a member, at the address which the memberhas designated in writing and filed with the Secretary or, if nosuch address has been designated, at the address of the Unit orUnplatted Pa.rcel of such member; or
(b) if to the District Association, the Board ofDirectors, or the managing agent, at the principal office of theDistrict Association or the managing agent, if any, or at suchother address as shall be designated by notice in writing to themembers pursuant to this Section.
Section 6. Amendment. During the Class B Control Period,the District Declarant may unilaterally amend these Bylaws.Thereafter these Bylaws may be amended only by the affirmativevote (in person or by proxy) or written consent, or anycombination ·thereof, of members representing a maj ori ty of the'total votes of the Disl:rict Association. However, the percentageof votes necessary to amend a specific clause shall not be lessthan the prescribed percentage of affirmative votes required foraction to be taken under that clause. The amendment shall beeffective upon adoption and a copy thereof shall be recorded inthe pUblic records of Brevard County, Florida. Notwithstanding
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anything to the contrary set forth herein, the District Declarantmay unilaterally amend these Bylaws at any time to include anyprovisions which may be required by the Federal National MortgageAssociation, the Federal Home Loan Mortgage Corporation, theveterans Administration, and the Department of Housing and UrbanDevelopment.
No amendment may remove. revoke. or modi fy any right orprivilege of District Declarant or the Class "B" member withoutthe written consent of District Declarant or the Class "B" memberas appropriate, or the assignee of such right or privilege. Noamendment may impair the validity or pri.ori ty of the lien of anyMortgage held by a Mortgagee or impair the rights granted toMortgagees herein without the prior written consent of suchMortgagees.
IN WITNESS WHEREOF ,the members of the Board of Directorsand Distri.ct Declarant have executed and adopted these Bylaws ofFawn Ridge District Associat· n, Inc. this 18th day ofNovember 19~~
