HARBOR VISTA TOWNHOMES

Transcription

1 DRAFT,leatilatAw /ifuhrz 5- fewfigvhamie4/ g Sea- wet & v el; e- - <J Ga Leta, HARBOR VISTA TOWNHOMES HOMEOWNER DOCUMENTS

2 Return to: F. Ronald Mastriana, Esquire Mastriana & Christiansen, P.A N. Federal Highway, Suite 200 Fort Lauderdale, Fl This Instrument Prepared by: F. Ronald Mastriana, Esquire Mastriana & Christiansen, P.A N. Federal Highway, Suite 200 Fort Lauderdale, Fl DECLARATION OF COVENANTS, RESTRICTIONS AND EASEMENTS FOR HARBOR VISTA TOWNHOMES

3 Th Th TABLE OF CONTENTS ARTICLE I DESCRIPTION OF HARBOR VISTA TOWNHOMES '''---; A General Plan of Development \ B Recreational Area , C Common Area 6 D Costs 7 E Private Use 7 F Damage to Common Area 8 n G Common Structural Elements 9 n H Rules and Regulations 10 ARTICLE II ADDITIONS TO THE PROPERTY; CONVEYANCE OF COMMON AREA (-Th A Additions 10 B Designation of Additional Common Area 10 C Disclaimer of Implication 10 D Absence of Obligation 11 E Title to the Common Area 11 ARTICLE III EASEMENTS AND OWNERS' PROPERTY RIGHTS A Owners' Easements of Enjoyment 12 Delegation of Use 13 C Recognition of Existing Easements 13 Easements for Vehicular Traffic 13 E Access Easement 13 F Grant and Reservation of Easements 14 G Assignments 15 ARTICLE V MEMBERSHIP IN THE ASSOCIATION A Membership and Voting Rights 15 B Board 15 C Duration of Association 16 ARTICLE V ASSESSMENTS A Affirmative Covenant to Pay Assessments 16 Establishment of Liens 17 Collection of Assessments 17 D Collection by Developer 18 E Rights of Developer and Institutional Mortgagees to Pay Assessments and Receive Reimbursement 18

4 ,----,, F Determining Amount of Assessments 18 G Assessment Payments 19 H Special Assessments 19 Liability of Owners for Regular Assessments 20 J Guaranteed Assessments During Guarantee Period 20 K Developers Guaranteed Assessment Not the Obligation of Institutional Mortgages 20 Working Capital Contribution 21 Waiver of Use 21 ARTICLE VI REPAIR OBLIGATIONS AND MAINTENANCE A By the Association 21 B By the Owners 23 C Damage to Buildings 25 ARTICLE VII USE RESTRICTIONS (--- A Enforcement 25 (--- B Nuisances 26 C Parking and Vehicular Restrictions 27 c.-- D No Improper Use E Leases 27 c.-- F Animals and Pets 28 G Additions and Alterations 28 c.-- H Increase in Insurance Rates 28 (--- I Slopes and Trees 28 c.-- J Signs 28 K Trash and Other Materials 29 r-- L Temporary Structures 29,---, M Sewage Disposal 29 (--- N Water Supply 29 c.-- O Landscaping 29 P Antennae 30 i-- Q Garages 30 c.-- R Conveyances, Transfer and Encumbrances of Dwelling Units 30 (---. S Clotheslines 31 T Hurricane Season 31 /---, U Developer Exemption 31 ARTICLE VIII INSURANCE AND CONDEMNATION A Casualty Insurance 32 Public Liability Insurance 32 Fidelity Coverage 32 Directors' Coverage 32 E Other Insurance 33

5 F Cancellation or Modification 33 G Flood Insurance 33 H Condemnation 33 I Waiver of Subrogation 33 ARTICLE XI GENERAL PROVISIONS --- A Conflict with Other HARBOR VISTA TOWNHOMES Document 33 m B Notices 33 C Enforcement 34 -Th D Interpretation 34 m E Severability 34 -Th F Certain Rights of Developer , G Disputes as To Use 36 Th H Amendment and Modification 36 I Delegation 37,Th J Term 37,---- K Rights of Mortgages 37 --Th L Approval of Association Lawsuits by Owners 38 M Compliance with Provisions 39,-Th N Covenant Running with the Land , 0 No Public Right or Dedication 39,-Th P No Representations or Warranties 39 Q Association and Developer as Attorney-In-Fact 39 ARTICLE X DEFINMONS A Additional Property , B Amendment(s) , C Areas of Common Responsibility 40,,-----, D Articles 41 (--- E Assessment 41 F Association 41 G Common Area , H Board 41 I Bylaws , J County 41 K Developer 41 L Declaration 42 Th M Director 42 Th N Drainage System 42 O Townhome , P Improvement , Q Institutional Mortgage s, R Institutional Mortgage or Institutional Lender 42 S Interest 42 4

6 Legal Fees 43 Lot 43 Members 43 W Notice and Hearing 43 Operating Expenses 43 Owner 43 Site-Plan 43 Supplemental Declaration 43 BB Harbor Vista Townhomes 44 CC Harbor Vista Townhomes Documents 44 DD Property 44 EE Turnover Date 44 fl ("Th ("Th tth ("Th r"th

7 THIS DECLARATION OF COVENANTS, RESTRICTIONS AND EASEMENTS ("Declaration") is made this day of, 2004 by Harbordale Development, LLC, a Florida limited liability company, its successors and assigns ("Developer"), and is joined in by THE HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC., a Florida corporation not for profit ("Association"). WHEREAS, Developer is the owner in fee simple of the real property more particularly described on Exhibit "A" attached hereto and made a part hereof ("Property") and intends to develop a planned community to be known as "Harbor Vista Townhomes " (as hereinafter defined and hereinafter referenced as "Harbor Vista Townhomes") on the Property; and, WHEREAS, Developer desires to declare, commit and subject the Property and the improvements now or hereafter constructed thereon to certain covenants, restrictions, reservations, rules, regulations, burdens, liens, and easements in order to develop and maintain Harbor Vista Townhomes as a planned mixed use community and to preserve the values and amenities of such community; and WHEREAS, Developer desires to delegate and assign to the Association certain powers and duties of ownership, administration; operation, maintenance and enforcement and the Association is joining in this Declaration in order to acknowledge its obligations hereunder. NOW, THEREFORE, in consideration of the premises and covenants herein contained, Developer hereby declares that the Property shall be owned, held, used, transferred, sold, conveyed, demised and occupied subject to the covenants, restrictions, easements, reservations, regulations, burdens and liens hereinafter set forth, all of which shall run with the Property and any part thereof and which shall be binding upon all parties having any right, title or interest in the Property or any part thereof, their heirs, successors and assigns. ARTICLE I DESCRIPTION OF HARBOR VISTA TOWNHOMES A. HARBOR VISTA TOWNHOMES PLAN OF DEVELOPMENT. Harbor Vista Townhomes is planned to consist of twenty-eight (28) Townhomes contained in nine (9) buildings and the Common Area in accordance with this Declaration. Developer has reserved the right to modify its plan of development of Harbor Vista Townhomes and to add land to Harbor Vista Townhomes and, therefore, the number of Townhomes within Harbor Vista Townhomes may change. Developer, in its sole discretion, shall determine the type of structures, facilities and amenities to be located within Harbor Vista Townhomes Developer shall have the right to develop Harbor Vista Townhomes in accordance with a schedule as determined soley by Developer. Developer hereby reserves the right to modify the development schedule or the plan of development as it deems fit in its sole discretion. Developer shall not be obligated to construct Harbor Vista Townhomes according to the present plan of development.

8 B. RECREATIONAL AREA 1. Recreation Area. Developer is not constructing any recreation areas on the Property. Developer reserves the right, but shall not be obligated, to construct recreational facilities upon the development and to change the facilities planned for the Recreation Area. Notwithstanding anything contained herein, neither Developer nor the Association makes any representations whatsoever to commence, complete or construct any recreational facilities within any specific time period. Developer, at its sole discretion, reserves the right to reduce the planned facilities. The decision as to whether to construct additional recreational facilities, to change the planned facilities, or to reduce the planned facilities and the construction thereof shall be in the sole discretion of Developer. --Th C. COMMON AREA. The Common Area shall consist of the property as depicted on the Site Plan attached hereto as Exhibit "D" and made a part hereof. The Common Area shall be used for open space, recreation, common utilities not dedicated to a governmental entity or utility company, parking and ingress and egress purposes, as well as other proper purposes, by the Association and the Owners and their family members, guests, invitees and lessees in accordance with the Harbor Vista Townhomes Documents. Common Area may not be altered, modified, removed or replaced by Owners or their family members, guests, invitees or lessees. As long as Developer owns any Townhomes within Harbor Vista Townhomes it shall have the right to alter, modify, remove, replace or add to the Common Area. The portions of Harbor Vista Townhomes described in this Section shall constitute Common Area and shall be used solely in accordance with the covenants impressed upon the Common Area as follows: 1. Access Entrance Ways. The "Drives" are those portions of the Common Area as shown on the Site Plan and which are constructed by Developer and used by multiple unit owners. The Drives shall be used as private drives by Developer, the Association and the Owners, their family members, guests, lessees and invitees in accordance with the provisions of this Declaration. The Drives shall be maintained, administered and ultimately owned by the Association. The Association shall also be responsible for the maintenance, repair and replacement of the driveways serving each Townhome, including that portion of the driveway in a Drive unless the damage to the driveway was caused by an Owner's negligence in which case the Owner shall be responsible for all costs associated with repairing the driveway. 2. Guest Parking. Guests shall park in those public parking spaces located on the streets adjacent to Harbor Vista Townhomes The Association shall maintain those public parking spaces and landscaping located within the public right of way adjacent to Harbor Vista Townhomes 3. Landscaped Areas or Grassed Areas. The landscaped areas and grassed areas are shown on the Site Plan and upon which Developer has placed landscaping, including grass, shrubs and trees and are to be used, kept and maintained as such by the Association, and the Owners within Harbor Vista Townhomes their family members, guests, lessees and invitees, in 7

9 accordance with the provisions of this Declaration. The Landscaped Areas and Grassed Areas shall be administered and maintained by the Association in accordance with the requirements of the appropriate governmental agencies. It is understood that some of the landscaped areas are owned by unit owners and may also be fenced and/or gated. The fenced and/or gated area, although in the exclusive control of unit owners will be maintained by the Association. 4. Common Lighting. Any "Common Lighting" and any associated facilities placed within the Common Area, shall be repaired, replaced, relocated, maintained and owned by the Association which is also responsible to pay all fees associated with such repair, replacement and maintenance, and for the furnishing of electricity thereto. Nothing in this Declaration shall be construed to require Developer to install Common Lighting within Harbor Vista Townhomes. 5. Drainage System. The Drainage System located within the Property is a private Drainage System. The Association shall be responsible for all costs associated with all cleaning, maintenance, repair and replacement of any portion of the Drainage System. 6. Right to Add Additional Improvements. Such portions of the Common Area upon which Developer has constructed, or hereafter constructs, Improvements shall be kept and maintained for use in a manner consistent with the nature of such Improvements located, or to be located, thereon. Developer reserves the right, but shall not be obligated, to construct additional facilities upon the Common Area. The decision as to whether to construct additional facilities and the construction thereof shall be in the sole discretion of Developer. D. COSTS. All costs associated with operating, maintaining, repairing and replacing the Common Area shall be the obligation of the Association. The Common Area shall be conveyed to the Association in accordance with the provisions of Article II, Paragraph E hereof. E. PRIVATE USE. For the term of this Declaration, the Common Area is not for the use and enjoyment of the public, but is expressly reserved for the private use and enjoyment of Developer, the Association, and the Owners, and their family members, guests, invitees and lessees, but only in accordance with this Declaration. 1. Notwithstanding anything in this Declaration to the contrary, however, Developer hereby expressly reserves the right to use the Common Area for such period of time as Developer determines to be necessary in connection with the sale and marketing by Developer of Townhomes in Harbor Vista Townhomes and in any other communities developed or to be developed by Developer or its affiliates, including, but not limited to, the holding of sales and marketing meetings and engaging in sales promotions and related sales and marketing activities. 2. Except to the extent herein provided, the Common Area shall be for the sole and exclusive use of the Owners and residents of Harbor Vista Townhomes and their family members, guests, invitees and lessees. 3. The administration, management, operation and maintenance of the Common Area shall be the responsibility of the Association, as provided herein and in the Harbor Vista Townhomes Documents. 8

10 4. The fenced and/or gated areas within area owned by unit owners is for the private use of the individual unit owner. 5. The right to use the Common Area shall be subject to the rules and regulations established by the Association. F. DAMAGE TO COMMON AREA. Damage to or destruction of all or any portion of the Common Area and/or Common Structural Elements shall, notwithstanding any provision in this Declaration to the contrary, be handled as follows: 1. If insurance proceeds are sufficient to effect total restoration of damaged or destroyed Common Area and/or Common Structural Elements then the Association shall cause such Common Area and/or Common Structural Elements to be repaired and reconstructed substantially as it previously existed. 2. If insurance proceeds are insufficient to effect total restoration, and the cost of restoration exceeds such proceeds by Twenty-Five Thousand Dollars ($25,000.00) or less (Such amount is based on the value of the dollar in 2004 and shall be increased each year thereafter based upon increases in the Consumer Price Index.), then the Association shall cause the Common Area and/or Common Structural Elements to be repaired and reconstructed substantially as it previously existed and the difference between the insurance proceeds and the actual cost shall be levied as a Special Assessment proportionately against each of the Townhomes in accordance with the provisions of Article V herein. 3. If the insurance proceeds are insufficient to effect total restoration and the cost of restoration of the Common Area and/or Common Structural Elements exceeds said proceeds by over Twenty-Five Thousand Dollars ($25,000.00) (Such amount is based on the value of the dollar in 2004 and shall be increased each year thereafter based upon increases in the Consumer Price Index.), then by the written consent or vote of a majority of the voting interests, they shall determine whether: (a) to rebuild and restore either: (i) in substantially the same manner as the Improvements existed prior to the damage or destruction; or (ii) in a manner less expensive, and in the event of (i) or (ii) to raise the necessary rebuilding and restoration funds by levying pro rata restoration and construction Special Assessments against all Townhomes; or (b) to not rebuild and to retain available insurance proceeds. In the event it is decided that the damaged or destroyed Common Area and/or Common Structural Elements shall not be rebuilt, the remains of any structure or structures shall be torn down and hauled away, so as not to be a safety hazard or visual nuisance, and the land shall be fully sodded and landscaped or otherwise treated in an attractive manner. Notwithstanding anything contained herein to the contrary, any decision not to rebuild or to rebuild in a manner which would result in a change in the Improvements shall not be effective without the prior written approval of Developer as long, as Developer owns any portion of the Property. 4. Each Owner shall be liable to the Association for any damage to the Common Area and/or Common Structural Elements not fully covered or collected by insurance which may

11 be sustained by reason of the negligence or willful misconduct of said Owner or of his/her family, lessees, invitees and guests, both minors and adults. 5. In the event that the repairs and replacements were paid for by any Special Assessments as well as insurance proceeds and regular Assessments, then, if after the completion of and payment for the repair, replacement, construction or reconstruction there shall remain any excess in the hands of the Association, it shall be presumed that the monies disbursed in payment of any repair, replacement, construction and reconstruction were first disbursed from insurance proceeds and regular Assessments and any remaining funds shall be deemed to be the remaining Special Assessments which shall be returned to the Owners by means of a pro rata distribution in accordance with the collection of such Special Assessments. G. COMMON STRUCTURAL ELEMENTS 1. Each building ("Building(s)") containing Townhomes shall contain Common Structural Elements which include, but are not limited to, the following: (a) Utility Lines. All utility lines, ducts, conduits, pipes, fire sprinklers, wires and other utility fixtures and appurtenances which are located on or within each Building and which directly or indirectly in any way service more than one (1) Townhome in such Building. (b) Party Walls. All division walls ("Party Walls") between two (2) Townhomes located upon a Lot line between two (2) Townhomes, provided that the mere fact that such a division wall between two (2) Townhomes is found to be not on a Lot line shall not preclude that division wall from being a Party Wall. The Owners of the Townhomes adjacent to a Party Wall shall own such Party Wall as tenants in common. (c) structure. Bearing Walls. Any and all walls or columns necessary to support the roof (d) Exterior Finish. Any and all siding, finish, trim, exterior sheathings and other exterior materials and appurtenances on the exterior of each Building. (e) thereto. Foundation. The foundation and support structures and appurtenances (0 Privacy Walls. The walls (other than Party Walls) or hedges or fences erected or which may be erected along the Lot lines and all foundational and support structures with respect thereto. Th 2. Should the Common Structural Elements or a part thereof extend beyond the Lot, same shall not be deemed to violate the provisions of this Declaration and such easements as may be necessary to accommodate and permit the Common Structural Elements as same shall be constructed are hereby imposed. 10

12 3. In the event any Common Structural Element or part thereof located within a Townhome require maintenance, repair or replacement and the necessity for such maintenance, repair or replacement was not due to any act or failure to act on the part of the Owner of the Townhome in question and the cost of such maintenance, repair or replacement would result in an inequitable and unfair burden upon any particular Townhome, the cost of such maintenance, repair or replacement shall be an Operating Expense shared by all of the Townhomes. H. RULES AND REGULATIONS. The Association shall, from time to time, impose rules and regulations regulating the use and enjoyment of the Common Area, the Townhomes and Improvements and other portions of the Property. The rules and regulations so promulgated shall, in all respects, be consistent with the provisions of the Harbor Vista Townhomes Documents. The rules and regulations shall not apply to Developer as an Owner unless Developer consents thereto. ARTICLE II ADDITIONS TO THE PROPERTY; CONVEYANCE OF COMMON AREA A. ADDITIONS. Developer may from time to time, at its sole discretion, by recording appropriate Supplemental Declaration(s) in the Public Records of the County, add any Additional Property or any other real property to the Property governed by this Declaration, and may declare all or part of such Additional Property or other property (including any Improvements thereon) to be Townhomes or Common Area. Upon the recording of a Supplemental Declaration, the property described therein shall be deemed part of the Property as if it were originally included therein and subject to this Declaration. Any such Supplemental Declaration may submit any Additional Property or any other real property to such modifications of the covenants and restrictions contained in this Declaration as may be necessary or convenient to reflect or adapt to any changes in circumstances or differences in the character of any such Additional Property or other property. Nothing contained in this article shall be construed to require the joinder by or entitle a right to consent by Owners or the Association to any such Supplemental Declaration; provided, however, the Association shall join in the execution of any such Supplemental Declaration at the request of Developer. B. DESIGNATION OF ADDITIONAL COMMON AREA. The Developer may, from time to time, by recording Supplemental Declarations in the County, designate additional portions of the then existing Property owned by it to be Common Area. C. DISCLAIMER OF IMPLICATION. Only the real property described in Exhibit "A" hereto is submitted and declared as the Property subject to this Declaration. Unless and until a Supplemental Declaration is recorded in the fashion required pursuant to this Declaration, no other property shall in any way be deemed to constitute a portion of the Property or be affected by the covenants and restrictions expressly binding the Property as provided by the terms of this Declaration. D. ABSENCE OF OBLIGATION. Nothing in this Declaration shall be construed to require the Developer to add any Additional Property to the Property encumbered by this Declaration or to 11

13 require it to declare any portion of any properties added to the Property to be Common Area, nor shall anything in this Declaration be construed to require the Developer to declare any portion or portions of the existing Property as Common Area, except to the extent herein specifically provided. E. TITLE TO THE COMMON AREA. To the extent herein provided, the Common Area is hereby dedicated to the joint and several use in common of the Owners of all Townhomes that may, from time to time, constitute part of the Property. When title to all Townhomes which are subject to the provisions hereof has been conveyed to non-developer purchasers, or five (5) years after the conveyance of the first Townhome to a non-developer purchaser, whichever occurs first, or earlier at Developer's option exercisable from time to time, as to any portions of the Common Area, the Developer or its successors and assigns shall convey and transfer to the Association, by quit claim deed, the fee simple title to the Common Area free and clear of any liens and the Association shall accept such conveyance, holding title for the Owners as aforestated. Such conveyance shall be subject to any real estate taxes and assessments due with respect to such Common Area from and after the date of recording this Declaration; any covenants, conditions, restrictions, reservations and limitations then of record; the easements herein set out; any zoning ordinances then applicable; and this Declaration, as amended from time to time. At the time of conveyance of the Common Area or any portion thereof, the Association shall be required to accept such property and the personal property, if any, and Improvements appurtenant thereto. The Association hereby agrees to accept the Common Area and the personal property and Improvements appurtenant thereto in "AS IS" "WHERE IS" condition, without any representation or warranty, expressed or implied, in fact or by law, as to the condition or fitness of the Common Area or any portion thereof, and the personal property and Improvements appurtenant thereto. The Association shall accept this conveyance of the Common Area and shall pay all costs of such conveyance including documentary stamps and other taxes of conveyance, recording charges, title insurance expenses and insurance fees. The conveyance shall not, however, impair in any way the Developer's rights and easements as set forth in this Declaration. Commencing upon the date this Declaration is recorded, and notwithstanding that title thereto has not yet been conveyed to the Association, the Association shall be responsible for the maintenance of the Common Area in a continuous and satisfactory manner without cost to the general taxpayers of the County. The Association shall be responsible for the payment of real estate taxes, if any, against the Common Area including taxes on any Improvements and any personal property thereon accruing from and after the date this Declaration is recorded. The Owners (including Developer as to Townhomes owned by it) shall have no personal liability for any damages for which the Association is legally liable or arising out of or connected with the existence or use of any Common Area or any other property required to be maintained by the Association. Subject to the foregoing, the Developer may mortgage any or all portions of the Common Area to finance construction and development expenses provided that the mortgagee recognizes the rights of Owners under this Declaration and neither the Association nor any Owner is 12

14 personally liable for paying the mortgage. In such event, neither the Association nor the Owners shall be required to join in or be entitled to consent to such mortgage. The Common Area shall be released from any such mortgage no later than the date same is conveyed to the Association. ARTICLE III EASEMENTS AND OWNERS' PROPERTY RIGHTS A. OWNERS' EASEMENTS OF ENJOYMENT. Every Owner and family member, guest, lessee, agent or invitee of an Owner shall have a permanent and perpetual, nonexclusive easement for ingress and egress over, enjoyment in, and use of Common Area, in common with all other Owners, their family members, guests, lessees, agents and invitees, which easement shall be appurtenant to, and shall pass with title to each Owner's Townhome. This right shall be subject to the following conditions and limitations: 1. The right and duty of the Association to reasonably limit the number of guests, invitees or lessees of an Owner using the Common Area. 2. The right and duty of the Association to levy Assessments against each Townhome for the purpose of maintaining, repairing and replacing the Common Area and facilities thereon in compliance with the provisions of this Declaration and the restrictions on portions of the Property from time to time recorded by the Developer. 3. The right of the Association to establish uniform rules and regulations pertaining to the use of the Common Area. 4. The right of the Association to establish uniform rules and regulations pertaining to the Townhomes for the purposes of enhancing the aesthetic uniformity of the Property. 5. The right of the Association in accordance with its Articles, Bylaws, and this Declaration, with the vote or written assent of two-thirds (2/3) of the total voting interests, to borrow money for the purpose of improving the Common Area and facilities thereon, and, in aid thereof, to mortgage, pledge, or hypothecate any or all of its real or personal property as security for money borrowed or debts incurred, provided that the rights of such mortgagee shall be subordinated to the use rights of the Owners. 6. The right of the Association to dedicate, release, alienate, or transfer all or any part of the Common Area to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the Owners. No such dedication, release, alienation, or transfer shall be effective unless Members entitled to cast two-thirds (2/3) of the total voting interests agree to such dedication, release, alienation or transfer. 7. The right of the Association to grant easements, rights-of-way or strips of land, where necessary, for utilities, sewer facilities, cable television, and other services over the Common Area for the benefit or to serve the Common Area and other portions of the Property without vote of the Owners. 13

15 8. The right of the Developer and Developer's officers, directors, partners, employees, agents, licensees, and invitees to the nonexclusive use of the Common Area and the facilities thereon, without charge, for sales, display, access, ingress, egress, construction, and exhibit purposes. 9. The right of the Association, by action of the Board, to reconstruct, replace, or refinish any Improvement or portion thereof upon the Common Area, in accordance with the original design, finish, or standard of construction of such Improvement. 10. The right of the Association to replace destroyed trees or other vegetation and plant trees, shrubs, and ground cover upon any portion of the Common Area. 11. The easements provided elsewhere in this Declaration which are the perpetual maintenance obligation of the Association and those set forth in this Article III. 12. The right of the Association to provide for the maintenance, preservation and architectural control of Townhomes and other properties as set forth in this Declaration. B. DELEGATION OF USE. Any Owner may delegate, in accordance with the Bylaws, his/her right of enjoyment to the Common Area to the members of his/her family, or to the lessees who reside in his/her Townhome, subject to all of the rules and regulations presently in effect and any which may become effective in the future, and further subject to reasonable regulation by the Board. C. RECOGNITION OF EXISTING EASEMENTS. Each Owner, by acceptance of a deed or other instrument of conveyance, recognizes and consents to the easements reserved and/or granted with respect to the Property under this Declaration. D. EASEMENTS FOR VEHICULAR TRAFFIC. In addition to the general easements for use of the Common Area reserved herein, there shall be, and Developer hereby reserves, grants, and covenants for itself and all future Owners, their family members, guests, invitees and lessees, Institutional Mortgagees of the Property (or portions thereof), and to the Association, that all of the foregoing shall have a perpetual nonexclusive easement for vehicular traffic over any private Drives within or upon the Property. E. ACCESS EASEMENT. Developer hereby reserves perpetual, nonexclusive easements of ingress and egress over and across any private Drives and driveways within or upon the Property and all other portions of the Property which are necessary or convenient for enabling Developer to carry on the work referred to in this Declaration, which easements shall be for the use of Developer, Developer's employees, contractors and agents, Developers successors and assigns, Owners, and the respective lessees, employees, agents, invitees, and licensees of Developer and Owners. F. GRANT AND RESERVATION OF EASEMENTS. Developer hereby reserves and grants the following perpetual, nonexclusive easements over and across the Property as covenants 14

16 running with the Property for the benefit of the Owners, the Association, and Developer as hereinafter specified for the following purposes: 1. Utility and Services Easements. All of the Property shall be subject to an easement or easements to provide for: (a) installation, service, repair and maintenance of the equipment and/or facilities required to provide utility services to the Common Area and the Townhomes, including, but not limited to, power, lights, telephone, cable television, gas, water, sewer and drainage, and (b) governmental services, including, but not limited to, police, fire, health, sanitation and other public service personnel, including reasonable rights of access for persons and equipment necessary for such purposes for the benefit of the appropriate utility companies, agencies, franchises or governmental agencies. 2. Easement for Encroachment. All of the Property shall be subject to an easement or easements for encroachment in favor of each Owner in the event any portion of his/her Townhome or appurtenant Improvements installed by Developer such as stucco, fence, a hedge or underground footer now or hereafter encroaches upon any of the Lots as a result of minor inaccuracies in survey or construction, by design, or due to settlement or movement. Such encroaching Improvements installed by Developer shall remain undisturbed for so long as the encroachment exists. Any easement for encroachment shall include an easement for the maintenance and use of the encroaching Improvements in favor of the Owner thereof or his designees. 3. Easement to Enter Upon Lots. An easement or easements for ingress and egress in favor of the Association, including the Board or the designees of the Board, to enter upon the Lots for the purposes of fulfilling its/their duties and responsibilities of ownership, maintenance and/or repair in accordance with the Harbor Vista Townhomes Documents, including, by way of example, the making of such repairs, maintenance or reconstruction as are necessary for the Common Area and to maintain any Townhome in the event the Owner thereof fails to do so. 4. Easement Over Common Area. An easement of enjoyment in favor of all Owners, their family members, guests, invitees and lessees in and to the Common Area which shall be appurtenant to and shall pass with title to every Townhome, subject to the right of the Association to grant permits, licenses and easements over the Common Area for utilities and other purposes reasonably necessary or useful for the proper maintenance or operation of the Property and all provisions set forth in the Harbor Vista Townhomes Documents. The Developer or Association may also grant to Townhome Owners along the public streets the right to construct a fence and/or swimming pool or hot tub. 5. Structural Cross Easements. Cross easements of support and use over, upon, across, under, through and into the Common Structural Elements are hereby granted in favor of the Owners or their designees for the continued use, benefit and enjoyment and continued support, service, maintenance, repair and design of all Townhomes and Common Structural Elements within any portion of the Property. 6. Drainage and Irrigation Easement. An easement for drainage, flowage and irrigation over, under and upon the Property, including each of the Lots, in favor of the 15

17 Association and each of the Owners, including, but not limited to, reasonable rights of access for persons and equipment to construct, install, maintain, alter, inspect, remove, relocate and repair the water drainage system, flowage pipes and irrigation pipes. 7. Drainage System Encroachment Easement. An easement for encroachment over, under and upon the drainage easements located within the Lots, in favor of (i) the Owner of the Lot upon which the drainage easement is located for the existence of any driveway and/or sidewalk or irrigation system or part thereof, and (ii) the Association for reasonable rights of access for persons and equipment to construct, install, maintain, alter, inspect, remove, relocate and repair any driveway and/or sidewalk, or irrigation system or part thereof installed or located thereon. In the event the Association requires access to any Drainage System improvements within a drainage easement located within a Lot upon which any such driveway and/or sidewalk or irrigation system encroaches, the Association has the obligation, at its own cost and expense, to remove and replace any such encroachment, and to return it to its condition immediately preceding such removal and replacement once access to the drainage easement is no longer required. G. ASSIGNMENTS. The easements reserved hereunder may be assigned by Developer or the Association in whole or in part to any city, county or state government or agency thereof, or any duly licensed or franchised public utility, or any other designee of Developer. The Owners hereby authorize Developer and/or the Association to execute, on their behalf and without further authorization, such grants of easement or other instruments as may from time to time be necessary to grant easements over and upon the Property or portions thereof in accordance with the provisions of this Declaration. Notwithstanding anything in this Declaration to the contrary, all easement rights reserved or granted to Developer shall terminate upon Developer no longer holding title to any Townhome on the Property or holding a leasehold interest in any Townhome or holding a mortgage on a Townhome on the Property. In addition, the easement rights granted or reserved by Developer hereunder are not to be construed as creating an affirmative obligation to act on the part of Developer. ARTICLE IV MEMBERSHIP IN THE ASSOCIATION A. MEMBERSHIP AND VOTING RIGHTS. Membership in the Association shall be established and terminated as set forth in the Articles. Each Member shall be entitled to the benefit of, and be subject to, the provisions of the Harbor Vista Townhomes Documents. The voting rights of the Members shall be as set forth in the Articles. B. BOARD. The Association shall be governed by the Board which shall be appointed, designated or elected, as the case may be, as set forth in the Articles. C. DURATION OF ASSOCIATION. The duration of the Association shall be perpetual, as set forth in the Articles. 16

18 ARTICLE V ASSESSMENTS A. AFFIRMATIVE COVENANT TO PAY ASSESSMENTS. In order to: (i) fulfill the terms, provisions, covenants and conditions contained in Harbor Vista Townhomes Documents; and (ii) maintain, operate and preserve the Common Area for the use, safety, welfare and benefit of the Members and their family members, guests, invitees and lessees, there is hereby imposed upon each Lot and each Owner, the affirmative covenant and obligation to pay to the Association commencing from and after the first conveyance of a Lot from Developer as evidenced by the recordation of a Deed in the Public Records of the County (in the manner herein set forth) all Assessments, including, but not limited to, the Regular Assessments and Special Assessments. Each Owner, by acceptance of a deed or other instrument of conveyance conveying a Lot within the Property, whether or not it shall be so expressed in such deed or instrument, shall be obligated and agrees to pay to the Association all Assessments in accordance with the provisions of Harbor Vista Townhomes Documents. The following expenses of the Association are hereby declared to be Operating Expenses which the Association is obligated to assess and collect, and which the Owners are obligated to pay as provided herein or as may be otherwise provided in Harbor Vista Townhomes Documents: (1) any and all taxes and tax liens which may be assessed or levied at any and all times against the Common Area or against any and all personal property or Improvements thereon; (2) all charges levied for utilities providing services for the Common Area, such as water, gas, electricity, telephone, cable television, sanitation, sewer and any type of utility or any other type of service charge which is not separately billed to an Owner; (3) the premiums on policies of insurance including, but not limited to, liability, casualty and directors and officers liability insurance for the Common Area; (4) any sums necessary for the maintenance and repair of the Common Area and all Improvements located thereon; (5) administrative and operational expenses; and (6) any and all expenses deemed to be Operating Expenses by the Association. The Board may, if it so determines, include reserves in the Association's annual budget. In addition, any expense which is required by this Declaration to be the matter of Special Assessment shall not be deemed to be an Operating Expense. Expenses which are required to be the matter of Special Assessment include, by way of example but not by way of limitation, the following: the cost of reconstructing, replacing or improving the Common Area or any portion thereof or Improvements thereon; any casualty loss affecting the Association or the Common Area to the extent such loss exceeds the insurance proceeds, if any, receivable by the Association as a result of such loss; any judgment against the Association (or against a Director or Directors if and to the extent such Director is, or such Directors are, entitled to be indemnified by the Association therefore pursuant to the Articles) to the extent such judgment exceeds the insurance proceeds, if any, received by the Association as a result of such judgment, or an agreement by the Association (or such Director or Directors to whom indemnification is owed) to pay an amount in settlement of a lawsuit against it (or such Director or Directors) to the extent such settlement exceeds the insurance proceeds, if any, received by the Association as a result of such settlement agreement; and legal fees and costs (including, without limitation, attorneys and paralegal fees and court costs) incurred by the Association in connection with litigation (whether incurred for the preparation, filing, prosecution 17

19 or settlement thereof or otherwise), except Legal Fees incurred by the Association in connection with the collection of Assessments or other charges which Owners are obligated to pay pursuant to Harbor Vista Townhomes Documents or the enforcement of the use and occupancy restrictions contained in Harbor Vista Townhomes Documents. The Operating Expenses with respect to the Common Area are payable by each Owner to the Association notwithstanding the fact that Developer may not have as yet conveyed title to the Common Area to the Association. Operating Expenses shall include Operating Expenses with respect to the Common Area and the costs of maintaining the Common Structural Elements and the costs and expenses incurred by the Association in administering, operating, maintaining, financing, or repairing the Common Structural Elements. B. ESTABLISHMENT OF LIENS. Each Assessment against a Lot, together with Interest thereon and costs of collection, including, but not limited to, Legal Fees, shall be the personal obligation of the Owner of such Lot. Any and all Assessments made by the Association in accordance with the provisions of Harbor Vista Townhomes Documents with Interest thereon and costs of collection, including, but not limited to, Legal Fees, are hereby declared to be a charge and continuing lien upon each Lot against which each such Assessment is made. Said lien shall be effective only from and after the time of the recordation amongst the Public Records of the County of a written, acknowledged statement by the Association setting forth the amount due to the Association as of the date the statement is signed. Upon full payment of all sums secured by that lien, the party making payment shall be entitled to a satisfaction of the statement of lien in recordable form. Notwithstanding anything to the contrary herein contained, in the event an Institutional Mortgagee of record obtains title to a Lot as a result of foreclosure of its first mortgage or deed in lieu of foreclosure, such acquiror of title, its successors or assigns, shall not be liable for the share of Assessments pertaining to such Lot or chargeable to the former Owner thereof which became due prior to the acquisition of title as a result of the foreclosure or deed in lieu thereof, unless the Assessment against the Lot in question is secured by a claim of lien for Assessments that is recorded prior to the recordation of the mortgage which was foreclosed or with respect to which a deed in lieu of foreclosure was given. C. COLLECTION OF ASSESSMENTS. In the event any Owner shall fail to pay any Assessment, or installment thereof, charged to such Owner within fifteen (15) days after the same becomes due, then the Association, through its Board, shall have any and all of the following remedies to the extent permitted by law, which remedies are cumulative and which remedies are not in lieu of, but are in addition to, all other remedies available to the Association: 1. To accelerate the entire amount of any Assessment for the remainder of the calendar year notwithstanding any provisions for the payment thereof in installments. 2. To advance on behalf of the Owner(s) in default funds to accomplish the needs of the Association up to and including the full amount for which such Owner(s) is liable to the Association and the amount or amounts of monies so advanced, together with Interest and all costs of collection thereof, including, but not limited to, Legal Fees, may thereupon be collected 18

20 by the Association from the Owner(s) and such advance by the Association shall not waive the default. 3. To file an action in equity to foreclose its lien at any time after the effective date thereof as provided in 2 hereinabove. The lien may be foreclosed by an action in the name of the Association in like manner as a foreclosure of a mortgage on real property. 4. To file an action at law to collect said Assessment plus Interest and all costs of collection thereof, including, but not limited to, Legal Fees, without waiving any lien rights or rights of foreclosure in the Association. 5. To charge Interest on such Assessment from the date it becomes due, as well as a late charge of Fifty Dollars ($50) for each month the Assessment is late by the Association to defray additional collection costs. 6. To suspend the right of the Owner(s) in default to vote on any matter on which Owners have the right to vote if such Owner is delinquent in payment of assessments for more than ninety (90) days. D. COLLECTION BY DEVELOPER. In the event for any reason the Association shall fail to collect the Assessments, Developer shall at all times have the right (but not the obligation): (i) to advance such sums as the Association could have advanced as set forth above; and (ii) to collect such Assessments and, if applicable, any such sums advanced by Developer, together with Interest and costs of collection, including, but not limited to, Legal Fees. E. RIGHTS OF DEVELOPER AND INSTITUTIONAL MORTGAGEES TO PAY ASSESSMENTS AND RECEIVE REIMBURSEMENT. Developer and any Institutional Mortgagee(s) shall have the right, but not the obligation, jointly or individually, and at their sole option, to pay any of the Assessments which are in default and which may or have become a charge against any Lot(s). Further, Developer and any Institutional Mortgagee shall have the right, but not the obligation, jointly or individually, and, at their sole option, to pay insurance premiums or fidelity bond premiums or other required items of Operating Expenses on behalf of the Association in the event the same are overdue and when lapses in policies or services may occur. Developer and any Institutional Mortgagee paying overdue Operating Expenses on behalf of the Association will be entitled to immediate reimbursement from the Association plus Interest and any costs of collection including, but not limited to, Legal Fees, and the Association shall execute an instrument in recordable form to this effect and deliver the original of such instrument to each Institutional Mortgagee who is so entitled to reimbursement and to Developer if Developer is entitled to reimbursement. F. DETERMINING AMOUNT OF ASSESSMENTS. The total anticipated Operating Expenses for each calendar year shall be set forth in the budget ("Budget") prepared by the Board as required under Harbor Vista Townhomes Documents. Each Lot shall be assessed its pro rata portion of the total anticipated Operating Expenses, which shall be the "Regular Assessment" as to each Lot. Operating Expenses for the Common Area shall be divided by the number of Lots which is thirty (30). Notwithstanding anything in Harbor Vista Townhomes Documents to the 19

21 contrary, any Assessment for legal expenses incurred by the Association for lawsuits shall be deemed an Operating Expense which is properly the subject of Special Assessment and not the subject of an Regular Assessment, except the legal fees incurred by the Association in connection with the collection of assessments or other charges which Owners are obligated to pay pursuant to Harbor Vista Townhomes Documents or the enforcement of the use and occupancy restrictions contained in Harbor Vista Townhomes Documents. Th G. ASSESSMENT PAYMENTS. Regular Assessments shall be payable monthly, in advance, on the first day of each month. Notwithstanding the foregoing, the Board has the right to change the method and frequency of the payments of Regular Assessments. Regular Assessments, and the monthly installments thereof, may be adjusted from time to time by the Board due to changes in the Budget or in the event the Board determines that an Assessment or any installment thereof is either less than or more than the amount actually required. H. SPECIAL ASSESSMENTS. Special Assessments" include, in addition to other Assessments designated as Special Assessments in Harbor Vista Townhomes Documents and whether or not for a cost or expense which is included within the definition of "Operating Expenses," those Assessments which are levied for capital improvements which include the costs (whether in whole or in part) of constructing or acquiring Improvements for, or on, the Common Area or the cost (whether in whole or in part) of reconstructing or replacing such Improvements. Notwithstanding anything to the contrary herein contained, it is recognized and declared that Special Assessments shall be in addition to, and are not part of, any Regular Assessment. Any Special Assessments assessed against Townhomes and the Owners thereof shall be paid by such Owners in addition to any other Assessments and shall be assessed in the same manner as the Regular Assessment. Special Assessments shall be paid in such installments or in a lump sum as the Board shall, from time to time, determine. No Vote establish method for assessing Special Assessments. Special Assessments are not included in the guarantee set forth in 5 below. Th /Th LIABILITY OF OWNERS FOR REGULAR ASSESSMENTS. By the acceptance of a deed or other instrument of conveyance of a Lot in the Property, each Owner thereof acknowledges that each Lot and the Owners thereof are jointly and severally liable for their own Regular Assessments and their applicable portion of any Special Assessments, as well as for any and all other Assessments for which they are liable, as provided for herein. Such Owners further recognize and covenant that they are jointly and severally liable with the Owners of all Lots for the Operating Expenses (subject to any specific limitations provided for herein such as, but not limited to, the limitation with respect to matters of Special Assessment and the limitations on the liability of Institutional Mortgagees and their successors and assigns). Accordingly, subject to such specific limitations, it is recognized and agreed by each Owner, for himself and his heirs, executors, successors and assigns, that in the event any Owner fails or refuses to pay his Regular Assessment or any portion thereof, or his respective portion of any Special Assessment or any other Assessment, then the other Owners may be responsible for increased Regular Assessments or Special Assessments or other Assessments due to the nonpayment by such other Owner, and such increased Regular Assessment or Special Assessment or other Assessment can and may be enforced by the Association and Developer in the same manner as all other Assessments hereunder as provided in the Harbor Vista Townhomes Documents. /Th 20

22 J. GUARANTEED ASSESSMENT DURING GUARANTEE PERIOD. Developer covenants and agrees with the Association and the Owners that, for the period commencing with the date of recordation of this Declaration and ending upon the sooner to occur of the following: (i) the Turnover Date; or (ii) June 30, 2007 ("Guarantee Period"), Developer shall be excused from payment of its share of the Operating Expenses and Assessments related to its Lots (other than Special Assessments) and, in turn, that the Regular Assessment will not exceed the dollar amount set forth in the initial Budget of the Association ("Guaranteed Assessment") and that Developer will pay the difference ("Deficit"), if any, between (a) the Operating Expenses (other than those Operating Expenses which are properly the subject of a Special Assessment) incurred by the Association during the Guarantee Period (as same may be extended as hereinafter provided), and (b) the sum of (x) the amounts assessed as Guaranteed Assessments against Owners during the Guarantee Period (as same may be extended as hereinafter provided), (y) the "Working Capital Contributions" set forth in Article III, Paragraph L hereof and (z) any other income of the Association during the Guarantee Period (as same may be extended as hereinafter provided). Thus, during the Guarantee Period (as same may be extended as hereinafter provided), Owners shall not be obligated to pay Assessments other than the Guaranteed Assessment and Special Assessments and the Owners' respective Working Capital Contributions. The Deficit, if any, to be paid by Developer pursuant to this 5 shall be determined by looking at the Guarantee Period (as same may be extended as hereinafter provided) as a whole, without regard to quarterly, annual or any other accounting or fiscal periods and without regard to intraperiod allocations. In that regard, in the event it is determined at the end of the Guarantee Period (as same may be extended as hereinafter provided) that there is a Deficit and Developer has previously advanced funds to the Association in excess of the Deficit during the Guarantee Period (as same may be extended as hereinafter provided), Developer shall be entitled to the immediate repayment from the Association of the amount of funds advanced by Developer in excess of the Deficit. Developer hereby reserves the right to extend the Guarantee Period from time to time to a date ending no later than the Turnover Date at Developer's sole election by providing written notice to the Association of such election prior to the expiration of the Guarantee Period (as same may have been previously extended). Special Assessments are not included in this guarantee. Special Assessments may include assessments for items such as capital expenditures or amounts needed to supplement repair expenses not covered by insurance. The initial Budget is based on a full build-out of Harbor Vista Townhomes After the Guarantee Period (as same may have been previously extended) terminates, each Owner shall be obligated to pay Assessments as set forth in Article V hereof, and, commencing at such time, Developer shall be required to pay Assessments on any Lots it owns in the same manner as all other Owners. K. DEVELOPER'S GUARANTEED ASSESSMENT NOT THE OBLIGATION OF INSTITUTIONAL MORTGAGEES. Notwithstanding anything to the contrary herein contained, it is specifically understood and declared that each Owner, by the acceptance of a deed or other instrument of conveyance of a Lot within the Property, shall be deemed to have acknowledged and agreed that no Institutional Mortgagee (other than Developer) or any successor or assign of such Institutional Mortgagee, or any person acquiring title to any part of the Property by reason of the foreclosure or otherwise of an Institutional Mortgagee shall be deemed to have made, assumed or otherwise undertaken any covenants or obligations of Developer: (i) to guarantee the level and/or duration of any Guaranteed Assessments provided for under any of the Harbor Vista Townhomes Documents; or (ii) to pay the difference between the actual Operating Expenses and 21

23 - the Guaranteed Assessments, if any, assessed against Lots and the Owners thereof during the Guarantee Period as may be provided for in any of the Harbor Vista Townhomes Documents; provided, however, that an Institutional Mortgagee may, at its option, determine to continue the obligation of Developer to guarantee the amount of the Assessments as herein provided. Additionally, a successor Developer shall not be deemed to guarantee the level and/or duration of any Guaranteed Assessments provided for under any of the Harbor Vista Townhomes Documents or be obligated or pay the difference between the actual Operating Expenses and the Guaranteed Assessments, if any, assessed against Lots and the Owners thereof during the Guarantee Period unless such obligation is assumed in writing by such successor Developer. L. WORKING CAPITAL CONTRIBUTION. Each Owner who purchases a Lot with a Home thereon from Developer shall pay to the Association at the time legal title is conveyed to such Owner, a "Working Capital Contribution." The Working Capital Contribution shall be equal to two month's share of Operating Expenses. The purpose of the Working Capital Contribution is to insure that the Association will have cash available for initial start-up expenses, to meet unforeseen expenditures or to acquire additional equipment and services deemed necessary or desirable by the Board. Working Capital Contributions are not advance payments of Regular Assessments and shall have no effect on future Regular Assessments, nor will they be held in reserve. Working Capital Contributions may be used to offset Operating Expenses. M. WAIVER OF USE. No Owner, other than Developer, may exempt himself from personal liability for Assessments duly levied by the Association. No Owner may release the Lot owned by him/her from the liens and charges hereof either by waiver of the use and enjoyment of the Common Area and the facilities thereon or by abandonment of his Lot. (-Th ARTICLE VI REPAIR AND MAINTENANCE OBLIGATIONS (-Th A. BY THE ASSOCIATION. 1. The Association, at its expense, shall be responsible for the maintenance, repair and replacement of all of the Improvements and facilities located upon the Common Area. Should any incidental damage be caused to any Townhome by virtue of the Association's failure to maintain the Common Area as herein required or by virtue of any work which may be performed or caused to be performed by the Association in the maintenance, repair or replacement of any Common Area, the Association shall, at its expense, repair such incidental damage. The Association shall not, however, be responsible for any loss of use, any hardship, an Owner's time or any other consequential or punitive damages. (-Th (-Th 2. The Association shall operate, maintain and repair a water sprinkler system for landscaping constructed over, through and upon the Common Area and the Lots as it shall deem appropriate. The Association shall be responsible for the costs of operation and maintenance of such sprinkler system, including any monthly fees and other costs of water usage and the cost of repair or replacement to all or any part thereof. There is hereby reserved in favor of the Association the right to enter upon the Common Area and any and all Lots for the purpose of

24 operating, maintaining, repairing and replacing a water sprinkler system over, through and upon the Common Area and the Lots. 3. The Association shall operate, maintain and repair the Drainage System constructed over, through and upon the Property. 4. The Association shall maintain and care for all landscaping and grassed areas encompassed within each Lot and the Common Area. "Maintenance and care" within the meaning of this Paragraph shall include irrigating, fertilizing, spraying and trimming of landscaping and grassed areas and replacement of same, including the replacement of any dead or dying trees. 5. The Association shall be responsible for the maintenance, repair and replacement of all private drives and common parking areas located upon the Common Area and there is hereby reserved in favor of the Association the right to enter upon any and all parts of the Common Area and Lots for such purpose. To the extent permitted by the appropriate governmental authority, the Association may, but shall not be obligated to, also provide maintenance of all city, County, district or municipal properties which are located within or in a reasonable proximity of the Property to the extent that their deterioration or unkempt appearance would adversely affect the appearance of the Property, including the right to enhance the landscaping in any public right of way. 6. The Association shall be responsible for the maintenance, repair and replacement of any common lighting located in Harbor Vista Townhomes. 7. The Association shall be responsible for the maintenance, repair and replacement of any shrubs, trees and landscaping located on Common Area and the Lots, except for those shrubs, trees and landscaping or other improvements such as fences, swimming pools, or hot tubs placed on a Lot by an Owner (with the prior written consent of the Association) in which case, the Owner shall be responsible for such maintenance, repair and replacement. n 8. The Association shall be responsible for the painting of the exterior surface of the walls and doors of the Townhomes (using the same colors as originally used by Developer) and for maintaining all Common Structural Elements of the Townhomes. 9. The Association shall be responsible for the painting of the exterior portion of the garage doors but not the mechanisms associated with garages located within the Townhomes and shall not be responsible for any other maintenance of the garages. 10. The Association shall be responsible for the maintenance and repair of any Areas of Common Responsibility, if any. 11. The Association shall be responsible for maintenance and repair of the electronic access gates, if any, and common mailboxes. 12. The Association, by action of its Board, may make minor and insubstantial alterations, modifications and/or additions to the Common Area and/or the Improvements having

25 a cost not in excess of Ten Thousand Dollars ($10,000). (Such amount is based on the value of the dollar in 2005 and shall be increased each year thereafter based upon increases in the Consumer Price Index.) All other alterations, modifications and/or additions must first be approved by at least two-thirds (2/3) of all Owners represented in person or by proxy at a meeting called and held in accordance with the Bylaws. No alteration, modifications and/or additions may be made to the Common Area and/or Improvements which materially and adversely affects the rights of the Owner of any Townhome to the enjoyment of his Townhome or the Common Area unless the Owner and all mortgagees holding recorded mortgages on such Townhome consent thereto in writing. 13. All expenses incurred by the Association in connection with the services and maintenance described in Paragraphs 1 through 12, inclusive, are Operating Expenses, payable by each Owner under the provisions of this Declaration concerning Assessments. Should the maintenance, repair or replacement provided for in Paragraphs 1 through 12 of this Section be caused by the negligence of or misuse by an Owner, his/her family, guests, servants, invitees, or lessees, such Owner shall be responsible therefore, and the Association shall have the right to levy an Assessment against such Owner's Lot and said Assessment shall constitute a lien upon the appropriate Lot with the same force and effect as liens for Operating Expenses. 14. The Association has a reasonable right of entry upon any Lot to make emergency repairs and to do other work reasonably necessary for the proper maintenance and operation of Harbor Vista Townhomes. 15. An Owner shall maintain the roof of his/her Townhome. B. BY THE OWNERS. 1. The Owner of each Townhome must keep and maintain his/her Townhome and the Improvements thereon, which are not maintained by the Association, including windows, air conditioning units, sliding glass doors, equipment and appurtenances, in good order, condition and repair, and must perform promptly all maintenance and repair work within his/her Townhome which, if omitted, would adversely affect Harbor Vista Townhomes the other Owners or the Association and its Members. The Owner of each Townhome shall be responsible for any damages caused by a failure to so maintain such Townhome. The Owners' responsibility for maintenance, repair and replacement shall include, but not be limited, to the caulking and maintenance of the doors and windows (including glass and frame) of the Townhome, and the exterior surface of such doors and windows shall at all times be maintained in a good and serviceable condition with no damage or other defect therein by the Owner. The Owner of a Townhome further agrees that in the event he/she damages any portion of the central irrigation system located upon his/her Lot, the Owner shall be responsible for repairing said damage. The Owner of a Townhome further agrees to pay for all utilities, such as telephone, cable television, water (including water associated with irrigation), sewer, sanitation, electric, etc., that may be separately billed or charged to his/her Townhome. The Owner of each Townhome shall be responsible for insect and pest control within the Townhome. Whenever the maintenance, repair and replacement of any items which an Owner is obligated to maintain, repair or replace at his/her own expense is occasioned by any loss or damage which may be covered by any insurance 24

26 maintained in force by the Association, the proceeds of the insurance received by the Association shall be used for the purpose of making such maintenance, repair or replacement, except that the Owner shall be, in said instance, required to pay such portion of the costs of such maintenance, repair and replacement as shall, by reason of the applicability of any deductibility provision of such insurance or otherwise, reduce the amount of the insurance proceeds applicable to such maintenance, repair or replacement. 2. The Owner of each Townhome shall keep the sidewalk located on his/her Lot clean and free from any impediments to pedestrian traffic. 3. The Owner of each Townhome shall be responsible for the maintenance, repair and replacement of any mechanisms associated with the garages located within his/her Townhome but shall not be responsible for painting of the exterior of the garage doors which shall be the responsibility of the Association. 4. The Owner of each Townhome shall wash all windows located within his/her Townhome. 5. An Owner shall not plant any shrubs, trees and/or landscaping or fence, swimming pool, or hot tub on his/her Lot without the prior written approval of the Association. If an Owner receives such approval and plants any shrubs, trees and/or landscaping on his/her Lot, such Owner shall be responsible for maintaining such shrubs, trees fence, swimming pool, hot tub and/or landscaping. 6. Intentionally Deleted. 7. If a Townhome is damaged by fire or other casualty, except for the repair of the Common Structural Elements which shall be performed by the Association, its Owner shall properly and promptly restore it to at least as good a condition as it was before the casualty occurred. Any such work shall be in accordance with the original plans and specifications of the Townhome unless otherwise authorized by the Board. 8. Each Owner shall keep the interior portions of his/her Townhome insured and shall name the Association as additional insured on the insurance policy. Evidence of such coverage shall be furnished to the Association promptly upon the Board's request. No Owner shall cancel such insurance without prior written notice to the Association. The Association shall maintain casualty insurance on each Building in which Townhomes are located. 9. If an Owner fails to comply with the foregoing provisions of this Section B, the Association may proceed in court to enjoin compliance. Further, if the failure to comply relates to the Owner's obligations to maintain insurance, the Association shall be entitled, although not obligated, to obtain the required coverage itself and to levy on the offending Owner an Assessment equal to the cost of premiums, and any such Assessment shall constitute a lien upon the applicable Townhome with the same force and effect as a lien for Operating Expenses.

27 10. If a failure to comply with the provisions of this Section B relates to the Owner's obligation to maintain the Townhome, landscaping or any other area required to be maintained by the Owner, then, in addition to the exercise of all other remedies, the Association or Developer shall have the right but not the obligation, upon fifteen (15) days written notice, to enter the property of the Owner for the purpose of performing the maintenance referred to, set forth and described in the notice. The determination of whether an Owner is failing to properly maintain and care for the property for which he/she has the maintenance responsibility shall be determined in the sole discretion of the Association or Developer. Further, the Association shall be entitled, but not obligated, to perform such maintenance and care itself and to levy on the offending Owner an Assessment equal to the cost of performing such maintenance and any such Assessment shall constitute a lien upon the applicable Townhome with the same force and effect as a lien for Operating Expenses. 11. If the owner desires and the Association approves the type and design, the owner may install hurricane shutters on the windows and doors of their units. C. DAMAGE TO BUILDINGS. The Owner of any Townhome which has suffered damage may apply to the Association for approval for reconstruction, rebuilding, or repair of the Improvements therein. The Association shall grant such approval only if, upon completion of the work, the exterior appearance will be substantially similar to that which existed prior to the date of the casualty. If the obligation for repair falls upon the Association, the Association approval will not be required prior to the commencement of such work, so long as the exterior appearance will be substantially similar to that which existed prior to the date of the casualty. The Owner or Owners of any damaged Home and the Association shall be obligated to proceed with all due diligence hereunder and the responsible parties shall commence reconstruction within three (3) months after the damage occurs and complete reconstruction within one (1) year after the damage occurs, unless prevented by causes beyond his/her or its reasonable control. Developer shall be exempt from the provisions of this 3, provided that any such reconstruction, rebuilding or repairs made by the Developer shall be consistent, as to the exterior appearance, with the Improvements as they existed prior to the damage or other casualty. ARTICLE VII USE RESTRICTIONS rths All of the Property shall be held, used, and enjoyed subject to the following limitations and restrictions, and any and all additional rules and regulations which may, from time to time, be adopted by the Association: A. ENFORCEMENT. Failure of an Owner to comply with any limitations or restrictions in this Declaration or any of Harbor Vista Townhomes Documents, or with any rules and regulations promulgated by the Association, shall be grounds for action which may include, without

28 limitation, an action to recover sums due for damages, injunctive relief, or any combination thereof. In addition to all other remedies, the Association may suspend the voting rights of an Owner if such Owner is delinquent in payment of assessments for more than ninety (90) days; and may levy reasonable fines against any Owner or any Owner's tenant, guest or invitee for failure of such Owner, his/her family, guests, invitees, lessees or employees to comply with any of Harbor Vista Townhomes Documents, provided the following procedures are adhered to: (-Th (-Th 1. Notice. The Association shall notify the Owner in writing of the noncompliance and set forth the corrective action to be taken. A fine or suspension of use rights may not be imposed without notice of at least fourteen (14) days to the Owner sought to be fined or suspended and an opportunity for a hearing before a committee of at least three (3) members appointed by the Board who are not officers, directors, or employees of the Association, or the spouse, parent, child, brother or sister of an officer, director, or employee of the Association. If the committee, by majority vote, does not approve a proposed fine or suspension, it may not be imposed. At the Association's option, any fine may be levied on a daily basis in the event of a continuing violation without the necessity of a new hearing and without any limitation on the amount of such fine. 2. Hearing. Should the Owner still be in noncompliance, after the 14th day notice the noncompliance shall be presented to the Committee after which the Committee shall hear reasons why a fine should or should not be imposed. A written decision of the Committee shall be submitted to the Owner, as applicable, not later than twenty-one (21) days after said meeting. 3. Payment. A fine shall be paid not later than thirty (30)days after notice of the imposition of the fine. 4. Fines. A fine shall be treated as an Assessment subject to the provisions of the collection of Assessments as otherwise set forth herein, and shall constitute a lien upon the applicable Lot, with the same force and effect as a lien for Operating Expenses. All monies received from fines shall be allocated as directed by the Board, subject always to the provisions of this Declaration. 5. Failure to Pay Assessments. Notice and Hearing as provided in Subparagraphs 1 and 2 above shall not be required with respect to the imposition of suspension of use rights or fines upon any Owner because such Owner's failure to pay Assessments or other charges when due. 6. Access. Suspension of use rights to Common Area shall not impair the right of an Owner or tenant of a Townhome to have vehicular and pedestrian ingress to and egress from such Townhome, including, but not limited to, the right to park. B. NUISANCES. No obnoxious or offensive activity shall be carried on or about the Lots or in or about any Improvements, Townhomes, or on any portion of Harbor Vista Townhomes nor shall anything be done therein which may be or become an unreasonable annoyance or a nuisance 27

29 to any Owner. No use or practice shall be allowed in or around the Townhomes which is a source of annoyance to Owners or occupants of Townhomes or which interferes with the peaceful possession or proper use of the Townhomes or the surrounding areas. No loud noises or noxious odors shall be permitted in any Improvements, Townhomes or Lots. Without limiting the generality of any of the foregoing provisions, no horns, whistles, bells or other sound devices (other than security devices used exclusively for security purposes), noisy or smoky vehicles, unlicensed off-road motor vehicles or any items which may unreasonably interfere with television or radio reception of any Owner shall be located, used or placed on any Lot, or exposed to the view of other Owners without the prior written approval of the Board. Notwithstanding anything to the contrary herein, so long as any activity which is carried on a Lot is allowable within applicable zoning regulations, no such activity shall be deemed a nuisance hereunder. C. PARKING AND VEHICULAR RESTRICTIONS. Parking upon the Property shall be restricted to the garage located upon each Lot and public parking spaces within the public right of way adjacent to Harbor Vista Townhomes. All vehicles must be parked in the garages. Guest parking shall be on a first come-first served basis. No Owner shall keep any vehicle on any Lot which is deemed to be a nuisance by the Board. No Owner shall conduct repairs taking more than twenty-four (24) hours (except in an emergency or except within the garage of the Townhome with the garage door closed) or restorations of any motor vehicle, boat, trailer, or other vehicle upon any Lot. No trailer, boat or boat trailer may be parked or stored on the Property including in the garage of a Townhome. No bus or tractor-trailer or any other truck larger than a full-size pickup truck may be parked on the Property, except temporarily as in the case of a moving van or other such vehicle necessary to provide service' to an Owner and with the exception of any vehicles necessary for any construction activity being performed by or on behalf of Developer. All guest parking shall be on-street parking. Owners and/or Tenants shall not use the public parking spaces within the right of way adjacent to Harbor Vista Townhomes and shall park in the garage located upon each Lot. D. NO IMPROPER USE. No improper, offensive, hazardous or unlawful use shall be made of any Townhome or Lot nor shall anything be done thereon tending to cause embarrassment, discomfort, annoyance or nuisance to any person using any portion of the Property. All valid laws, zoning ordinances and regulations of all governmental bodies having jurisdiction thereover shall be observed. Violations of laws, orders, rules, regulations or requirements of any governmental agency having jurisdiction thereover relating to any Townhome or Lot shall be corrected by, and at the sole expense of, the Owner of the Townhome. E. LEASES. No portion of a Townhome (other than an entire Townhome) may be rented except as provided herein. No entire Townhome may be rented for a term of less than three (3) consecutive months and no Townhome may be rented more than twice in any twelve (12) month period. All leases shall provide that the Association shall have the right to terminate the lease and evict the tenant upon default by the tenant in observing any of the provisions of this Declaration, the Articles, the Bylaws, applicable rules and regulations, or of any other agreement, document or instrument governing the Townhomes. The Owner of a leased Townhome shall be jointly and severally liable with his tenant for compliance with Harbor Vista Townhomes Documents and to the Association to pay any claim for injury or damage to property caused by the negligence of the 28

30 tenant. Every lease shall be subordinated to any lien filed by the Association whether before or after such lease was entered into. F. ANIMALS AND PETS. An Owner may keep the following domestic pets, provided, however, that no pet may be kept, bred or maintained for any commercial use: two (2) dogs, two (2) cats, one (1) small bird (except that no birds shall be permitted on Balconies and must be kept in the Townhome at all times) or fish or other equivalent domesticated pets, which at all times when not within the Townhome shall be on a leash or in an appropriate carrier. No other animals, livestock, reptiles or poultry of any kind shall be kept, raised, bred or maintained on any portion of the Property. Permitted pets shall only be kept subject to and in accordance with such rules and regulations as shall be promulgated from time to time by the Board. Under no circumstances shall a Pit Bull be permitted on the Property. Any pet must be carried or kept on a leash when outside of a Townhome. No pet shall be kept tied up outside of a Townhome or in any screened porch or patio, unless someone is present in the Townhome. An Owner shall immediately pick up and remove any solid animal waste deposited by his pet on the Property. An Owner is responsible for the cost of repair or replacement of any property damaged by his pet. Pets shall not be permitted upon the common areas except as set forth herein or pursuant to rules and regulations promulgated by the Board. Pets shall not be allowed on the Balconies of a Townhome unless the Owner is present. Every Owner as well as every occupant agrees to indemnify and hold harmless the Association and all other Owners, their lessees, guests, invitees and family members against any loss or liability of any kind or character whatsoever, arising from or growing out of having any animal in the community. G. ADDITIONS AND ALTERATIONS. No Townhome shall be enlarged by any addition thereto or to any part thereof, and no Owner shall make any improvement, addition, or alteration to the exterior of his Townhome, including, without limitation, the painting, staining, or varnishing of the exterior of the Townhome, including doors, garage doors, driveways and walkways, without the prior written approval of the Association, which approval may be withheld for purely aesthetic reasons, and all applicable governmental entities. H. INCREASE IN INSURANCE RATES. No Owner may engage in any action which may reasonably be expected to result in an increase in the rate of any insurance policy or policies covering or with respect to any portion of the Property not owned by such Owner. I. SLOPES AND TREES. No Owner may engage in any activity which will change the slope or drainage of a Lot. No additional trees or other landscaping are permitted to be planted on the Property without the prior written consent of Developer for as long as Developer owns a Townhome, and thereafter without the prior written consent of the Board. J. SIGNS. No sign (specifically including, but not limited to, "for sale" signs), display, poster, or other advertising device of any kind may be displayed in public view of any portion of any Building or other Improvement in the Property without the prior written consent of the Board. Signs, regardless of size, used by Developer, its successors or assigns, for advertising during the construction and sale period of Harbor Vista Townhomes or other communities developed and/or marketed by Developer or its affiliates and other signs authorized by Developer shall be exempt 29

31 from this Section. Such sign or signs as Developer may be required to erect under the terms of an Institutional Mortgage shall be exempt from this Section. K. TRASH AND OTHER MATERIALS. No rubbish, trash, garbage, refuse, or other waste material shall be kept or permitted on the Lots and/or Common Area, or other portions of the Property, except in sanitary, self-locking containers located in the garage of each Townhome, and no odor shall be permitted to arise therefrom so as to render the Property or any portion thereof unsanitary, offensive, detrimental or a nuisance to Owners or to any other property in the vicinity thereof or to its occupants. No clothing or other household items shall be hung, dried, or aired in such a way as to be visible from the Common Area or another Lot. No stripped vehicles, lumber or other building materials, grass, tree clippings, metals, scrap, automobile pieces or parts, refuse, or trash shall be stored or allowed to accumulate on any portion of the Property (except when accumulated during construction by Developer, during construction approved by the Association, or when accumulated by the Association for imminent pick-up and discard). Trash shall be placed in designated areas no earlier than 5:00 p.m. the night before pick-up and trash receptacles shall be removed no later than midnight on the day of pick-up. L. TEMPORARY STRUCTURES. No tent, shack, shed or other temporary building or Improvement, other than separate construction and sales trailers to be used by Developer, its agents and contractors, for the construction, service and sale of Harbor Vista Townhomes or other communities, shall be placed upon any portion of the Property, either temporarily or permanently. No trailer, motor Townhome or recreational vehicle shall be: (a) used as a residence, either temporarily or permanently, or (b) parked upon the Property. /Th M. SEWAGE DISPOSAL. No individual sewage disposal system shall be permitted on any of the Property, provided that a central sewage disposal system is being operated in accordance with the requirements of the governmental regulatory body having jurisdiction over said central system. N. WATER SUPPLY. No individual water supply system shall be permitted on any of the Property, provided that a central water supply system is being operated in accordance with requirements of the governmental body having jurisdiction over said central system. 0. LANDSCAPING. Any landscaping or fencing planted upon any Lot must be approved by the Association prior to installation. The Owner assumes complete responsibility to maintain the landscaping planted by the Owner. Notwithstanding that an Owner has obtained the approval of the Association to install landscape materials, as provided hereinabove, such installation shall be at the Owner's sole risk. In the event any construction activity on an adjacent Lot causes damage to or destruction of such Owner's landscape materials or any part thereof, the Owner on whose Lot the landscaping has been damaged shall be required, at the Owner's expense, to repair or replace such landscape materials in conformance with the requirements of the Association's approval of the initial installation of the landscape materials and Developer shall have no liability for any such damage or destruction. Such repair or replacement shall commence as soon as construction on the adjacent Lot has been completed and shall be pursued with due diligence. For purposes of this paragraph, 30

32 the term "landscape materials" shall include landscape materials located on or adjacent to any property line of a Lot, including, by way of example and not of limitation, hedges, shrubs and trees. In addition, the installation of any landscaping placed upon any Lot is subject to easements which run with the land. In the event the grantee of any such easement which runs with the land (i.e., FPL), its successors and/or assigns, requires the removal of any landscaping upon the Lot, then the Owner of said Lot shall, at the Owner's sole cost and expense, immediately remove the landscaping. The Owner of a Lot in installing any landscaping upon the Lot shall comply with all valid laws, zoning ordinances and regulations of the city and County governmental bodies, as applicable, in addition to Association approval. Q. ANTENNAE. No outside television, radio, or other electronic towers, aerials, antennae, satellite dishes or devices of any type for the reception or transmission of radio or television broadcasts or other means of communication shall hereafter be erected, constructed, placed or permitted to remain on the Property or upon any improvements thereon, unless expressly approved in writing by the Board, except that this prohibition shall not apply to those satellite dishes that are a meter in diameter or less, and specifically covered by 47 C.F.R. Part 1, Subpart S, , as amended, promulgated under the Telecommunications Act of 1996, as amended from time to time. The Board is empowered to adopt rules governing the types of antennae, and restrictions relating to safety, location and maintenance of antennae. The Board may adopt and enforce reasonable rules limiting installation of permissible dishes or antennae to locations not visible from the street or neighboring properties, and integrated with the building and surrounding landscape, to the extent that reception of an acceptable signal would not be unlawfully impaired by such rules. Antennae shall be installed in compliance with all federal, state and local laws and regulations, including zoning, land use and building regulations. The provisions of this are intended to protect residents from unreasonable interference with television reception, electronic devices, and the operation of Townhome appliances, which is sometimes caused by the operation of hand radios, CB base stations or other high-powered broadcasting equipment. No hand radios or radio transmission equipment shall be operated or permitted to be operated within the Property without the prior written consent of the Board. R. GARAGES. No Owner shall enclose his/her garage or convert his/her garage into living space. When not in use, Owners shall keep their garage doors closed. Each Owner shall keep their garage free from clutter so that their cars can easily be parked in their garage. For instance, if a Townhome contains a two-car garage and the Owner owns or is in possession of two cars, both cars must be parked in the garage. S. CONVEYANCES, TRANS1-ER AND ENCUMBRANCES OF DWELLING UNITS. 1. Any person who becomes an Owner by gift, devise or conveyance shall within ten (10) days after such transfer furnish the Association with his/her name and such other information as the Association may reasonably require.

33 2. If an Owner should die and the title to his or her Lot shall pass to his or her surviving spouse or to any immediate member of his or her family, such successor in title shall fully succeed to the ownership, rights, duties and obligations of the Owner. 3. Protection of Property. All liens against a Lot other than for mortgages, taxes or special assessments, shall be satisfied or otherwise removed within thirty (30)days from the date the lien attaches. All taxes and special assessments upon a Townhome shall be paid before they become delinquent. 4. Notice of Lien. An Owner shall give notice to the Association of every lien against his or her Lot other than mortgages, taxes, and special assessments within five (5) days after the lien has attached. 5. Notice of Suit. Every Owner shall give notice to the Association of every suit or other proceeding which may affect the title to his or her Lot, such notice to be given within five (5) days after the Owner receives actual notice thereof. 6. Failure of Compliance. Failure to comply with this concerning liens will not affect the validity of any judicial sale. 7. Rights of Institutional Mortgagees. The provisions of this Section S shall in no way be construed as affecting the rights of an Institutional Mortgagee owning a recorded institutional first mortgage on any Townhome and the rights hereinabove set forth shall remain subordinate to any such institutional first mortgage. Further, the provisions of this Section S shall not be applicable to purchasers at foreclosure or other judicial sales of Institutional Mortgagees, or to transfers to Institutional Mortgagees or to Developer. T. CLOTHESLINES. No clothesline or other similar device shall be allowed in any portion of the Property, unless within a Townhome and concealed from view from all other portions of the Property and from the surrounding public areas. No towels shall be permitted to be hung from the Balconies. U. HURRICANE SEASON. Each Owner who plans to be absent from his or her Townhome during the hurricane season must prepare his or her Townhome prior to his or her departure by removing all furniture, potted plants and other movable objects, if any, from his or her Balcony, and designate a responsible firm or individual satisfactory to the Association to care for the Townhome should the Townhome suffer hurricane damage. No hurricane shutters may be installed without the prior written consent of the Association. V. DEVELOPER EXEMPTION. Developer plans to undertake the work of constructing Townhomes and Improvements upon the Property and may undertake the work of constructing other buildings upon adjacent land or other property being developed or marketed by Developer or its affiliates. The completion of that work and the sale, rental and other transfer of Townhomes is essential to the establishment and welfare of the Property as a residential community. In order that such work may be completed and a fully occupied community established as rapidly as 32

34 possible, neither the Owners nor the Association shall do anything to interfere with Developer's activities. In general, the restrictions and limitations set forth in this Article VII shall not apply to the Developer or to Townhomes owned by the Developer. Developer shall specifically be exempt from any restrictions which interfere in any manner whatsoever with Developer's plans for development, construction, sale, lease, or use of the Property and to the Improvements thereon. Developer shall be entitled to injunctive relief for any actual or threatened interference with its rights under this Article VII in addition to whatever remedies at law to which it might be entitled. ARTICLE VIII INSURANCE AND CONDEMNATION The Association shall purchase and maintain the following insurance coverages subject to the following provisions, and the cost of the premiums therefore shall be a part of the Operating Expenses: A. CASUALTY INSURANCE. Property and casualty insurance in an amount equal to the then full replacement cost, exclusive of land, foundation, excavation and other items normally excluded from such coverage, of all Improvements and personal property which are owned by the Association and now or hereafter located upon the Common Area and on all Improvements comprising the Townhomes, excluding the interior portions thereof which are the maintenance responsibility of the Owners, which insurance shall afford protection against such risks, if any, as shall customarily be covered with respect to areas similar to the Common Area and Townhomes in developments similar to Harbor Vista Townhomes in construction, location and use. B. PUBLIC LIABILITY INSURANCE. A comprehensive policy of public liability insurance naming the Association and, until Developer no longer owns any Townhome within the Property, Developer as named insured thereof insuring against any and all claims or demands made by any person or persons whomsoever for personal injuries or property damage received in connection with, or arising from, the operation, maintenance and use of the Common Area and any Improvements located thereon and use of the balance of the Property, and for any other risks insured against by such policies with limits of not less than One Million Dollars ($1,000,000.00) for damages incurred or claimed by one or more persons for any one occurrence; not less than Two Million Dollars ($2,000,000.00) in total per year; and for not less than Twenty-Five Thousand Dollars ($25,000.00) property damage per occurrence with no separate limits stated for the number of claims. The Association may also obtain worker's compensation insurance and other liability insurance including, but not limited to, insurance for lawsuits related to employment contracts in which the Association is a party, as it may deem desirable. C. FIDELITY COVERAGE. Adequate fidelity coverage to protect against dishonest acts of the officers and employees of the Association and the Board and all others who handle and are responsible for handling funds of the Association shall be maintained in the form of fidelity bonds, which requirements shall be reasonably determined by the Board. 33

35 7Th D. DIRECTORS' COVERAGE. Adequate directors' and officers' liability coverage, which coverage shall be effective from and after the date the Association is created. E. OTHER INSURANCE. The Board may obtain such other forms of insurance as the Board may determine and in such coverage amounts as the Board shall determine to be required or beneficial for the protection or preservation of the Common Area, the balance of the Property and any improvements now or hereafter located thereon or in the best interests of the Association and/or its officers and directors. F. CANCELLATION OR MODIFICATION. All insurance policies purchased by the Association shall provide that they may not be canceled (including for nonpayment of premiums) or substantially modified without at least ten (10) days prior written notice to the Association and to each first mortgage holder, if any, named in the mortgage clause. G. WINDSTORM/FLOOD INSURANCE. If determined appropriate by the Board or if required by an Institutional Mortgagee, a master or blanket policy of windstonn/flood insurance covering the Common Area and the Buildings on the Property, if available under the National Flood Insurance Program, shall be purchased, which flood insurance shall be in the form of a standard policy issued by a member of the National Flood Insurers Association, and the amount of the coverage of such insurance shall be the lesser of the maximum amount of flood insurance available under such program, or one hundred percent (100%) of the current replacement cost of all Buildings and other insurable property located in the flood hazard area. H. CONDEMNATION. In the event the Association receives any award or payment arising from the taking of any Common Area or any part thereof as a result of the exercise of the right of condemnation or eminent domain, the net proceeds thereof shall first be applied to the restoration of such taken areas and improvements thereon to the extent deemed advisable by the Board and approved by at least two-thirds (2/3) of the total voting interests, and the remaining balance thereof, if any, shall then be distributed pro rata to Owners and mortgagees of Townhomes as their respective interests may appear. I. WAIVER OF SUBROGATION. As to each policy of insurance maintained by the Association which will not be voided or impaired thereby, the Association hereby waives and releases all claims against the Board, the Owners, the Developer and the agents and employees of each of the foregoing, with respect to any loss covered by such insurance, whether or not caused by negligence of or breach of any agreement of said persons, but only to the extent that such insurance proceeds are received in compensation for such loss. ARTICLE IX GENERAL PROVISIONS A. CONFLICT WITH OTHER HARBOR VISTA TOWNHOMES DOCUMENTS. In the event of any conflict between the provisions hereof and the provisions of the Articles and/or Bylaws and/or rules and regulations promulgated by the Association, the provisions of this Declaration shall control.

36 7-Th B. NOTICES. Any notice or other communication required or permitted to be given or delivered hereunder shall be deemed properly given and delivered upon the mailing thereof by United States mail, postage prepaid, to: (i) each Owner, at the address of the person whose name appears as the Owner on the records of the Association at the time of such mailing and, in the absence of any specific address, at the address of the Townhome owned by such Owner; (ii) the Association, certified mail, return receipt requested, at 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, or such other address as the Association shall hereinafter notify Developer and the Owners of in writing; and (iii) Developer, certified mail, return receipt requested, at 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, or such other address or addresses as Developer shall hereafter notify the Association of in writing, any such notice to the Association of a change in Developer's address being deemed notice to the Owners. C. ENFORCEMENT. The covenants and restrictions herein contained may be enforced by Developer (so long as Developer holds an equitable or legal interest in any Townhome), the Association, any Owner and any Institutional Mortgagee holding a mortgage on any portion of the Property in any judicial proceeding seeking any remedy recognizable at law or in equity, including damages, injunction or any other form of relief against any person, firm or entity violating or attempting to violate any covenant, restriction or provision hereunder. The failure by any party to enforce any such covenant, restriction or provision herein contained shall in no event be deemed a waiver of such covenant, restriction or provision or of the right of such party to thereafter enforce such covenant, restriction or provision. The prevailing party in any such litigation shall be entitled to all costs thereof including, but not limited to, Legal Fees. D. INTERPRETATION. The provisions of this Declaration shall be liberally construed to effectuate its purpose of creating a uniform plan for the development of a mixed use community and for the maintenance of the Common Area and the balance of the Property. Article and Paragraph captions, headings, and titles inserted throughout this Declaration are intended as a matter of convenience only and in no way shall such captions, headings or titles define, limit or in any way affect the subject matter or any of the terms and provisions thereunder or the terms and provisions of this Declaration. Whenever the context so requires or permits, any pronoun used herein may be deemed to mean the corresponding masculine, feminine or neuter form thereof, and the singular form of any nouns and pronouns herein may be deemed to mean the corresponding plural form thereof and vice versa. (-Th E. SEVERABILITY. In the event any of the provisions of this Declaration shall be deemed (-Th invalid by a court of competent jurisdiction, said judicial determination shall in no way affect any of the other provisions hereof, which shall remain in full force and effect, and any provisions of 7-Th this Declaration deemed invalid by a court of competent jurisdiction by virtue of the term or scope thereof shall be deemed limited to the maximum term and scope permitted by law. In the event that any court should hereafter determine that any provision of this Declaration is in violation of the rule of property known as the "rule against perpetuities" or any other rule of law because of the duration of a time period, such provision shall not thereby become invalid, but instead the duration of such time period shall be reduced to the maximum period allowed under

37 such rule of law, and in the event the determination of the duration of such time period requires measuring lives, such measuring life shall be that of the incorporator of the Association. F. CERTAIN RIGHTS OF DEVELOPER. Notwithstanding anything to the contrary herein contained, no Improvements constructed or installed by Developer shall be subject to the approval of the Association or the Owners or the provisions and requirements of this Declaration, although it is the intent of Developer to create a community with a common scheme of development. Notwithstanding the other provisions of this Declaration, Developer reserves for itself, and Developer and its nominees shall have, the right to enter into and transact on the Property any business necessary to consummate the sale, lease or encumbrance of Townhomes or real property within or outside Harbor Vista Townhomes including, but not limited to, the right to maintain a construction and/or sales office and/or a service office, place signs, employ sales, leasing, construction and service personnel, use the Common Area and show Townhomes, and Developer further reserves the right to make repairs to the Common Area and to carry on construction activity for the benefit of the Property. Developer, and its nominees, may exercise the foregoing rights without notifying the Association. Any such sales and/or construction office, service office, signs and any other items pertaining to such sales, leasing, construction or service efforts shall not be considered a part of the Common Area and shall remain the property of Developer. This 6 may not be suspended, superseded or modified in any manner by any amendment to this Declaration unless such amendment is consented to in writing by Developer. This right of use and transaction of business as set forth herein and the other rights reserved by Developer in the Harbor Vista Townhomes Documents may be assigned in writing by Developer in whole or in part. For the purposes of this Section, the term "Developer" shall include any "Lender" which has loaned money to Developer to acquire or construct Improvements upon the Property, or its successors and assigns if such Lender, its successors or assigns, acquires title to any portion of the Property as a result of the foreclosure of any mortgage encumbering any portion of the Property securing any such loan to Developer, or acquires title thereto by deed in lieu of foreclosure. The rights and privileges of Developer as set forth in this Section, which are in addition to, and are no way a limit on, any other rights or privileges of Developer under any of the Harbor Vista Townhomes Documents, shall terminate upon Developer no longer owning any portion of the Property (and having any equitable or legal interest therein) or upon such earlier date as Developer shall notify the Association in writing of Developer's voluntary election to relinquish the aforesaid rights and privileges. Developer shall also have the right, but not the obligation, to conduct inspections and tests from time to time of all or any portion of the Common Area and the Buildings on the Property in order to ascertain the physical condition of the Improvements and to determine if maintenance, repair or replacement of any such Improvement is indicated. If Developer conducts any such tests or inspections, it shall pay all costs thereof, restore the affected portion of the Property to its condition immediately prior to the inspections and tests, and shall indemnify the Association and Owner(s) of any affected Townhome(s) from any damages resulting therefrom. Developer shall have such rights of entry on, over, under, across and through the Property as may be reasonably necessary to exercise the rights described in this Section. Developer's right of inspection shall exist whether or not the Turnover Date has occurred. In the event Developer exercises its inspection right, it is acknowledged by the Association and all Owners that Developer is performing any such inspection for its own benefit and not for the benefit of the Association 36

38 and/or the Owners and further, Developer shall have no obligation to inform the Association and/or the Owners of the result of any such inspection. G. DISPUTES AS TO USE. In the event there is any dispute as to whether the use of the Property or any portion or portions thereof complies with the covenants, restrictions, easements or other provisions contained in this Declaration, such dispute shall be referred to the Board, and a determination rendered by the Board with respect to such dispute shall be final and binding on all parties concerned therewith. Notwithstanding anything to the contrary herein contained, any use by Developer of the Property shall be deemed a use which complies with this Declaration and shall not be subject to a contrary determination by the Board. H. AMENDMENT AND MODIFICATION. The process of amending or modifying this Declaration shall be as follows: 1. Until the Turnover Date, all amendments or modifications shall only be made by Developer without the requirement of the Association's consent or the consent of the Owners so long as such amendments or modifications do not materially impair the common plan of development of Harbor Vista Townhomes; provided, however, that the Association shall, forthwith upon request of Developer, join in any such amendments or modifications and execute such instruments to evidence such joinder and consent as Developer shall, from time to time, request. 2. After the Turnover Date, this Declaration may be amended by: (i) the consent of the Owners owning two-thirds (2/3) of all Lots; together with (ii) the approval or ratification of a majority of the Board. The aforementioned consent of the Owners owning two-thirds (2/3) of the Lots may be evidenced by a writing signed by the required number of Owners or by the affirmative vote of the required number of Owners at any regular or special meeting of the Association called and held in accordance with the Bylaws and evidenced by a certificate of the Secretary or an Assistant Secretary of the Association. 3. Amendments for correction of scrivener's errors or other nonmaterial changes may be made by Developer alone until the Turnover Date and by the Board thereafter and without the need of consent of the Owners. 4. Notwithstanding anything to the contrary herein contained, no amendment to this Declaration shall be effective which shall impair or prejudice the rights or priorities of Developer, the Association or of any Institutional Mortgagee under the Harbor Vista Townhomes Documents without the specific written approval of such party affected thereby. Finally, notwithstanding anything to the contrary contained herein, no amendment to this Declaration shall be effective which shall eliminate or modify the provisions of Paragraph F of this Article IX and any such amendment shall be deemed to impair and prejudice the rights of Developer. 5. A true copy of any Amendment to this Declaration shall be sent certified mail by the Association to Developer and to all Institutional Mortgagees holding a mortgage on any portion of the Property requesting notice. The amendment shall become effective upon the recording amongst the Public Records of the County of said amendment or any Supplemental 37

39 Declaration to this Declaration which sets forth any amendment or modification to this Declaration. 6. Notwithstanding anything contained herein to the contrary, Developer may, without the consent of any Owners, file any amendments which may be required by an Institutional Mortgagee for the purpose of satisfying its development criteria or such other criteria as may be established by such mortgagee's secondary mortgage market purchasers, including, without limitation, the Federal National Mortgage Association and the Federal Townhome Loan Mortgage Corporation; provided, however, any such Developer's filed amendments must be in accordance with any applicable rules, regulations and other requirements promulgated by the United States Department of Housing and Urban Development. I. DELEGATION. The Association, pursuant to a resolution duly adopted by the Board, shall have the continuing authority to delegate all or any portion of its responsibilities for maintenance, operation and administration, as provided herein, to any managing agency or entity selected by the Board from time to time and whether or not related to Developer. J. TERM. This Declaration and the terms, provisions, conditions, covenants, restrictions, reservations, regulations, burdens and liens contained herein shall run with and bind the Property, and inure to the benefit of Developer, the Association and the Owners and their respective legal representatives, heirs, successors and assigns for a term of fifty (50) years from the date of recording this Declaration amongst the Public Records of the County, after which time this Declaration shall be automatically renewed and extended for successive periods of ten (10) years each unless at least one (1) year prior to the termination of such fifty (50) year term or any such ten (10) year extension there is recorded amongst the Public Records of the County an instrument agreeing to terminate this Declaration signed by Owners owning two-thirds (2/3) of the Lots and Institutional Mortgagees holding first mortgages encumbering two-thirds (2/3) of all Lots encumbered by first mortgages held by Institutional Mortgagees, upon which event this Declaration shall be terminated upon the expiration of the fifty (50) year term or the ten (10) year extension during which such instrument was recorded. In the event this Declaration is terminated or the Association ceases to exist for any reason, the Owners shall be jointly and severally responsible for the costs to maintain and shall maintain the Common Area and the Common Structural Elements in the manner described herein. This provision may not be amended or deleted without the prior written consent of the County and this provision shall survive the termination of this Declaration and shall run with the Property in perpetuity. K. RIGHTS OF MORTGAGEES. 1. Right to Notice. The Association shall make available for inspection upon request, during normal business hours or under reasonable circumstances, the Harbor Vista Townhomes Documents and the books, records and financial statements of the Association to Owners and the holders, insurers or guarantors of any first mortgages encumbering any portion of the Property. In addition, evidence of insurance shall be issued to each Owner and mortgagee holding a mortgage encumbering a Lot upon written request to the Association. 38

40 2. Rights of Listed Mortgagee. Upon written request to the Association, identifying the name and address of the holder, insurer, or guarantor (such holder, insurer or guarantor is herein referred to as a "Listed Mortgagee") of a mortgage encumbering a Lot and the, legal description of such Lot, the Association shall provide such Listed Mortgagee with timely written notice of the following: (a) Any condemnation, loss or casualty loss which affects any material portion of the Common Area; (b) Any lapse, cancellation or material modification of any insurance policy or fidelity bond maintained by the Association; (c) Any proposed action which would require the consent of mortgagees holding a mortgage encumbering a lot; and (d) Any failure by an Owner owning a Lot encumbered by a mortgage held, insured or guaranteed by such Listed Mortgagee to perform his/her obligations under the Harbor Vista Townhomes Documents, including, but not limited to, any delinquency in the payment of Assessments, or any other charge owed to the Association by said Owner where such failure or delinquency has continued for a period of sixty (60) days. 3. Right of Listed Mortgagee to Receive Financial Statement. Any Listed Mortgagee shall, upon written request made to the Association, be entitled to financial statements of the Association for the prior fiscal year free of charge and the same. shall be furnished within a reasonable time following such request. L. APPROVAL OF ASSOCIATION LAWSUITS BY OWNERS. Notwithstanding anything contained herein to the contrary, the Association shall be required to obtain the approval of threefourths (3/4) of the total voting interests (at a duly called meeting of the Owners at which a quorum is present) prior to engaging persons or entities for the purpose of suing, or making, preparing or investigating any lawsuit, or commencing any lawsuit other than for the following purposes: 1. the collection of Assessments; 2. the collection of other charges which Owners are obligated to pay pursuant to the Harbor Vista Townhomes Documents; 3. the enforcement of the use and occupancy restrictions contained in the Harbor Vista Townhomes Documents; 4. dealing with an emergency when waiting to obtain the approval of the Owners creates a substantial risk of irreparable injury to the Common Area, any Improvements on the Property or to Owner(s) (the imminent expiration of a statute of limitations shall not be 39

41 deemed an emergency obviating the need for the requisite vote of three-fourths [3/4] of the Owners); or 5. filing a compulsory counterclaim. M. COMPLIANCE WITH PROVISIONS. Every person who owns, occupies or acquires any right, title, estate or interest in or to any Lot except as elsewhere herein provided does consent and agree to, and shall be conclusively deemed to have consented and agreed to, every limitation, restriction, easement, reservation, condition and covenant contained herein, whether or not any reference to these restrictions is contained in the instrument by which such person acquired an interest in such property. Developer shall not in any way or manner be held liable or responsible for any violation of this Declaration by any person other than Developer. N. COVENANT RUNNING WITH THE LAND. All provisions of this Declaration shall, to the extent applicable and unless otherwise expressly provided herein to the contrary, be construed to be covenants running with the Lots and the Property and with every part thereof and interest therein, and all of the provisions hereof shall be binding upon and inure to the benefit of the Developer and subsequent Owner(s) of the Lots and Property or any part thereof, or interest therein, and their respective heirs, successors, and assigns. However, the same are not intended to create nor shall they be construed as creating any rights in or for the benefit of the general public, unless specifically provided herein to the contrary. All present and future Owners, lessees, and occupants of the Lots, as applicable, shall be subject to and shall comply with the provisions of this Declaration and the Articles, Bylaws and applicable rules and regulations as they exist and may from time to time be amended. The acceptance of a deed of conveyance of a Lot, or the entering into a lease of or occupancy of a Home, shall constitute an adoption and ratification by such Owner, lessee, or occupant of the provisions of this Declaration, and the Articles, Bylaws, and applicable rules and regulations of the Association, as they may be amended from time to time. In the event that any easements granted herein shall fail for want of a grantee in being or for any other purpose, the same shall constitute and be covenants running with the land. 0. NO PUBLIC RIGHT OR DEDICATION. Nothing contained in this Declaration shall be deemed to be a gift or dedication of all or any portion of the Common Area to the public, or for any public use. rr" P. NO REPRESENTATIONS OR WARRANTIES. NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, HAVE BEEN GIVEN OR MADE BY DEVELOPER OR ITS AGENTS OR EMPLOYEES IN CONNECTION WITH ANY PORTION OF THE COMMON AREA, ITS PHYSICAL CONDITION, ZONING, COMPLIANCE WITH APPLICABLE LAWS, FITNESS FOR INTENDED USE, OR IN CONNECTION WITH THE SUBDIVISION, SALE, OPERATION, MAINTENANCE, COST OF MAINTENANCE, TAXES OR REGULATION THEREOF, EXCEPT AS SPECIFICALLY AND EXPRESSLY SET FORTH IN THIS DECLARATION. Q. ASSOCIATION AND DEVELOPER AS ATTORNEY-IN-FACT. Each Owner, by reason of having acquired ownership of a Lot, whether by purchase, gift, operation of law or otherwise, and each occupant of a Townhome, by reason of his or her occupancy, is hereby 40

42 Th /Th declared to have acknowledged and agreed to his or her automatic consent to any rezoning, replatting, covenant in lieu of unity of title, change, addition or deletion made in, on or to Harbor Vista Townhomes by Developer (hereinafter, collectively, "Modifications") and, in respect thereto, each Owner of a Lot and occupant of a Home hereby designates the Association to act as agent and attorney-in-fact on behalf of such Owner or occupant to consent to any such Modification. If requested by Developer, each Owner shall evidence his consent to a Modification in writing (provided, however, that any refusal to give such written consent shall not obviate the automatic effect of this provision). Further, each Owner, by reason of acceptance to such Owner's Lot, hereby agrees to execute, at the request of Developer, any document and/or consent which may be required by any government agency to allow Developer and/or its affiliates to complete the plan of development of Harbor Vista Townhomes as such plan may be hereafter amended, and each such Owner hereby further appoints Developer as such Owner's agent and attorney-in-fact to execute, on behalf and in the name of each such Owner, any and all of such documents and/or consents. This power of attorney is irrevocable and is coupled with an interest. The provisions of this Section may not be amended without Developer's prior written consent. ARTICLE X DEFINITIONS The terms used in this Declaration shall be defined as set forth herein unless expressly provided otherwise. A. "ADDITIONAL PROPERTY" shall mean any real property (other than the Property) that may be submitted by Developer to the terms and provisions of this Declaration by a Supplemental Declaration which shall be executed by the owner of the Additional Property and need not be joined in by any other person or Owner. No portion of any Additional Property shall be encumbered by this Declaration unless and until such property is added by a Supplemental Declaration by the fee owner thereof. In the event any Additional Property becomes encumbered by this Declaration, then, and only then in such event, the term "Property" as used herein shall also mean the Additional Property. B. "AMENDMENT(S)" shall mean any and all amendments to this Declaration, all of which shall be consecutively numbered beginning with the "First Amendment to the Declaration of Covenants, Restrictions and Easements for Harbor Vista Townhomes " and each of which shall be properly adopted pursuant to the terms of Harbor Vista Townhomes Documents and recorded in the Public Records of the County; provided, however, the failure to so consecutively number such amendments shall not impair their validity hereunder and such amendments to the extent not otherwise numbered will be deemed to have been numbered in chronological order of their appearance in the Public Records of the County. "Amendment(s)" shall also mean any and all amendments to any Supplemental Declaration, as recorded in the Public Records of the County. C. "AREAS OF COMMON RESPONSIBILITY" shall mean and refer to those areas, if any, which by contract or agreement with any other Person is or hereafter becomes the responsibility, in whole or in part, of the Association. In addition, any public rights-of-way abutting the Property

43 may (at the election of the Board of Directors) be deemed to be part of the Area(s) of Common Responsibility. D. "ARTICLES" shall mean the Articles of Incorporation of the Association which have been filed in the Office of the Secretary of State of the State of Florida, a true copy of which is attached hereto as Exhibit "B" and incorporated herein by this reference, as such Articles may be amended from time to time. cm (-Th E. "ASSESSMENT" shall mean assessments for which all Owners are obligated to the Association and includes "Regular Assessments" and "Special Assessments" (as such terms are defined in Article V hereof) and any and all other assessments which are levied by the Association in accordance with Harbor Vista Townhomes Documents. F. "ASSOCIATION" shall mean and refer to HARBOR VISTA TOWNHOMES TOWNHOME HOMEOWNERS ASSOCIATION, INC., a not-for-profit Florida corporation, its successors and assigns, existing pursuant to the Articles of Incorporation, filed in the Office of the Secretary of State of the State of Florida on October 1, 2004 as amended by any amendments thereto, and which Association is responsible for the maintenance, preservation and architectural control of Harbor Vista Townhomes as provided in this Declaration. The "Association" is NOT a condominium association and is not intended to be governed by Chapter 718, the Condominium Act, Florida Statutes. G. "COMMON AREA" shall mean such portions of the Property which are not included in any Lot and which are or shall be owned and maintained by the Association, as set forth in this Declaration, for the common use and enjoyment of the Owners within Harbor Vista Townhomes including, without limitation, landscaping, open spaces, private drives, sidewalks, mailboxes, common utilities, recreation areas, irrigation facilities, decorative signs, perimeter fences, entry or other lighting, if any, and buffer tracts but excluding any public utility installations thereon. H. "BOARD" shall mean the governing body of the Association. I. "BYLAWS" shall mean the Bylaws of the Association, which have been or will be adopted by the Board, a copy of which is attached hereto as Exhibit "C" and incorporated herein by this reference, as such Bylaws may be amended from time to time. J. "COUNTY" shall mean Broward County, Florida. K. "DEVELOPER" shall mean and refer to Harboniale Development, LLC, a Florida limited liability company, and any successor or assign thereof. The Developer may assign all or part of the rights of Developer hereunder by an express written assignment, whether recorded in the Public Records of the County or not. Any subsequent Developer shall not be liable for any default or obligations incurred by any prior Developer, except as may be expressly assumed by the subsequent Developer. An Owner shall not, solely by the purchase of a Townhome, be deemed a successor or assign of Developer under the Harbor Vista Townhomes Documents unless such Owner is specifically so designated as a successor or assign of such rights in the instrument of conveyance or any other instrument executed by Developer. 42

44 L. "DECLARATION" shall mean this instrument as it may be amended from time to time, together with any Supplemental Declaration(s) or amendments thereto, which may be recorded amongst the Public Records. M. "DIRECTOR" shall mean a member of the Board. N. "DRAINAGE SYSTEM" shall mean all structures required to collect and convey rainfall runoff from Harbor Vista Townhomes The Drainage System is located upon and designed to serve the Property. The Drainage System is a private drainage system. 0. "TOWNHOME" shall mean one (1) of twenty-eight (28) attached residential dwelling units contained in four (4) buildings (hereinafter defined) constructed within Harbor Vista Townhomes each of which is designed and intended for use and occupancy as a single-family residence. P. "IMPROVEMENT" shall mean all structures or artificially created conditions and appurtenances thereto of every type and kind located within Harbor Vista Townhomes including, but not limited to, buildings, walkways, parking areas, berms, sprinkler pipes, drives, driveways, retaining walls, underground footers and other foundation supports, s airs, landscaping, hedges, plantings, patios, gates, perimeter, signs, site walls, benches, mailboxes, decorative lights and signs. Q. "INSTITUTIONAL MORTGAGE" shall mean a mortgage held by an Institutional Mortgagee on any property within Harbor Vista Townhomes. R. "INSTITUTIONAL MORTGAGEE OR INSTITUTIONAL LENDER" shall mean any lending institution owning a first mortgage encumbering any Townhome within Harbor Vista Townhomes which owner and holder of said mortgage shall either be a bank, life insurance company, federal or state savings and loan association, real estate or mortgage investment trust, building and loan association, mortgage banking company licensed to do business in the State of Florida, or any subsidiary thereof, licensed or qualified to make mortgage loans in the State of Florida or a national banking association chartered under the laws of the United States of America or any "secondary mortgage market institution," including the Federal National Mortgage Association ("FNMA"), Government National Mortgage Association ("GNMA"), Federal Townhome Loan Mortgage Corporation ("FHLMC") and such other secondary mortgage market institutions as the Board shall hereafter approve in writing. S. "INTEREST" shall mean the maximum nonusurious interest rate allowed by law on the subject or obligation, and if no such rate is designated by law, then eighteen percent (18%) per annum debt. T. "LEGAL FEES" shall mean reasonable fees for attorney and paralegal services incurred in connection with: (i) negotiation and preparation for litigation, whether or not an action is actually begun, through and including all trial and appellate levels and postjudgment proceedings, and (ii) collection of past due Assessments including, but not limited to, preparation of notices and liens; and shall also include court costs through and including all trial and appellate levels and post judgment proceedings. 43

45 U. "LOT" shall mean and refer to any parcel of land within Harbor Vista Townhomes upon which a Townhome is permitted to be constructed, together with the Improvements thereon, and any portion of the Property within Harbor Vista Townhomes that is declared to be a Lot by a Supplemental Declaration V. "MEMBERS" shall mean and refer to all of the Owners who are also members of the Association, as provided herein. W. "NOTICE AND HEARING" shall mean written notice and a public hearing before a committee appointed by the Board at which the Owner concerned shall have an opportunity to be heard in person or by counsel, at Owner's expense, in the manner set forth in Article VII herein. 7Th X. "OPERATING EXPENSES" shall mean the expenses for which Owners are liable to the Association as described in this Declaration and any other Harbor Vista Townhomes Documents and include, but are not limited to, the costs of maintaining the Common Structural Elements as defined in Article II Paragraph G and the costs and expenses incurred by the Association in administering, operating, maintaining, financing, or repairing the Common Structural Elements, the costs and expenses incurred by the Association in administering, operating, maintaining, financing, or repairing, but not reconstructing, replacing or improving, the Common Area or any portion thereof and Improvements thereon and all costs and expenses incurred by the Association in carrying out its powers and duties hereunder or under any other Harbor Vista Townhomes Documents. Y. "OWNER" shall mean and refer to the record owner, whether one or more persons or entities, of the fee simple title to any Lot within Harbor Vista Townhomes and includes Developer for as long as Developer owns fee simple title to a Lot, but excluding therefrom those having such interest as security for the performance of an obligation. Z. "SITE, PLAN" shall mean and refer to the site plan for the Property attached hereto and made a part hereof as Exhibit "D". AA. "SUPPLEMENTAL DECLARATION" shall mean any instrument executed by Developer with respect to the Additional Property, if any (provided Developer is the owner thereof), which, when recorded in the Public Records of the County, shall commit such property to the provisions of this Declaration, and shall be the only method of committing such property to the provisions of this Declaration. A Supplemental Declaration may also add additional restrictions, declare certain properties to be or not to be Common Area, or add properties to the Property and the provisions of this Declaration. The Association shall join in the execution of any Supplemental Declaration at the request of Developer but such joinder shall not be required to make any such Supplemental Declaration effective. The Owners shall not be required to join in the execution of any Supplemental Declaration but shall nevertheless be bound thereby. BB. "Harbor Vista Townhomes" shall mean that planned mixed use development known as "Harbor Vista Townhomes " located in Broward County, Florida, which encompasses the Property and is intended to comprise twenty-eight (28) attached residential Townhomes as shown on the Site Plan located in four (4) buildings and the Common Area.

46 CC. "HARBOR VISTA TOWNHOMES DOCUMENTS" shall mean in the aggregate this Declaration, the Articles and the Bylaws and all of the instruments and documents referred to therein, including, but not limited to, any Amendment(s) and Supplemental Declaration(s). DD. "PROPERTY" shall mean that certain real property heretofore described in Exhibit "A" and such additions thereto as may hereafter be brought within the jurisdiction of this Declaration and/or the Association; provided, however, Developer reserves the right to withdraw from the provisions hereof, such portion or portions of the Property as Developer from time to time elects, upon the execution by Developer of a Supplemental Declaration EE. "TURNOVER DATE" shall mean the date upon which "Class A Members" (as defined in Article V.D.1 of the Articles), including Developer, shall assume control of the Association and elect the Board, as more particularly described in Article V.D.2 of the Articles. IN WITNESS WHEREOF, this Declaration has been signed by Developer and joined in by the Association on the respective dates set forth below. DEVELOPER: WITNESSES AS TO DEVELOPER: HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company Print Name: By: Douglas Faulkner, Manager Print Name: ASSOCIATION: HARBOR VISTA TOWNHOMES HOMEOWNER ASSOCIATION, INC, a Florida corporation not for profit WITNESSES AS TO ASSOCIATION: Print Name: Print Name: By: Name: Title: Douglas Faulkner, President Attest: Name: Title: Daniel D. O'Malley, Secretary (SEAL) 45

47 EXHIBIT "A" Property/ Legal Description 46 tth

48 Legal Description This document is forthcoming as I need to verify the combined legal descriptions of all parcels to properly depict new legal description. We will verify this information with the surveyor the week beginning August 1, 2005

49 EXHIBIT "B" Articles of Incorporation Homeowners Association rth Th /Th Th Th rth Th /Th Th Th Th Th

50 HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION The homeowners association will need to be amended at the State level to properly depict the new name encompassing the word change for "HARBOR" I will have confirmation of the filing the week of August 1, 2005

51 JJI V1h1l Lutpul4LIU1th r agc Th Florida Non Profit HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. PRINCIPAL ADDRESS 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL MAILING ADDRESS 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Document Number FEI Number Date Filed N APPLIED 10/01/2004 State FL Status ACTIVE Effective Date NONE Registered Agent Name & Address MASTRIANA & CHRISTIANSEN, P.A NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Officer/Director Detail Name & Address FAULKNER, DOUGLAS 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL O'MALLEY, DANIEL D 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Title P S Annual Reports Report Year Filed Date 7/29/2005

52 .urvision or t-orporauons ragc auia 2005 II 07/11/2005 Previous. Filing Return to List Nextfiling No Events No Name History Information Document Images Listed below are the images available for this filing. 07/11/ ANNUAL REPORT 10/01/ Domestic Non-Profit THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT 7/29/2005

53 NOT-FOR-PROFIT CORPORATION ANNUAL REPORT FILED Jul 11, 2005 DOCUMENT# N Secretary of State Entity Name: HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. Current Principal Place of Business: New Principal Place of Business: 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL Current Mailing Address: New Mailing Address: 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL /Th FEI Number: FEI Number Applied For (X) FEI Number Not Applicable ( ) Certificate of Status Desired ( ) /Th In accordance with s (2)(b), F.S., the corporation did not receive the prior notice. /Th Name and Address of Current Registered Agent: Name and Address of New Registered Agent: MASTRIANA & CHRISTIANSEN, P.A NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL US The above named entity submits this statement for the purpose of changing its registered office or registered agent, or both, in the State of Florida. SIGNATURE: OFFICERS AND DIRECTORS: Electronic Signature of Registered Agent Date ADDITIONS/CHANGES TO OFFICERS AND DIRECTORS: Title: ( ) Delete Title: ( ) Change ( ) Addition Name: FAULKNER, DOUGLAS Name: Address: 1500 NORTH FEDERAL HWY STE 200 Address: City-St-Zip: FORT LAUDERDALE, FL City-St-Zip: ( ) Delete Title: ( ) Change ( ) Addition Name: O'MALLEY, DANIEL D Name: Address: 1500 NORTH FEDERAL HWY STE 200 Address: City-St-Zip: FORT LAUDERDALE, FL City-St-Zip: (-Th I hereby certify that the information supplied with this filing does not qualify for the for the exemption stated in Section (3)(i), Florida Statutes. I further certify that the information indicated on this report or supplemental report is true and accurate and that my electronic signature shall have the same legal effect as if made under oath; that I am an officer or director of the corporation or the receiver or trustee empowered to execute this report as required by Chapter 617, Florida Statutes; and that my name appears above, or on an attachment with an address, with all other like empowered. SIGNATURE: DANNY O'MALLEY D 07/11/2005 Electronic Signature of Signing Officer or Director Date f".

54 . G. 1. vol gm. WI LI aar L we' ryr CORPORATION SERVICE COMPANY vnmincspot.com CSC- Tallahassee 1201 Hays Street Tallahassee, FL (Fax) Matter# VISTA Order# Project Id : Order Date - 10/01/2004 Additional Reference : Entity Name : HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. Jurisdiction : Florida-Secretary of State Request for : Incorporation/Formation Filing File# : N File date : 10/01/2004 Result : Filed Ordered by MS. KATHLEEN KENNEDY at MASTRIANA & CHRISTIANSEN Thank you for using CSC. For real-time 24 hour access to the status of any order placed with CSC, access our website at If you have any questions concerning this order or IncSpot, please feel free to contact us. Angela Reynolds [email protected] The responsibility for verification of the files and determination of the information therein lies with the filing officer; we accept no liability for errors or omissions.

55 ARTICLES OF INCORPORATION In Compliance with Chapter 617, F.S., (Not for Profit) ARTICLE I NAME The name of the corporation shall be: Harbour Vista Townhomes Homeowners Association, Inc., a Florida corporation not for profit ARTICLE H PRINCIPAL OFFICE The principal place of business and mailing address of this corporation shall be: 1500 North Federal Highway Suite 200 Fort Lauderdale, Florida ARTICLE III PURPOSE The purpose for which the corporation is organized is: not for profit homeowners association for townhomes (-Th ARTICLE IV MANNER OF ELECTION The manner in which the directors are elected or appointed: as stated in the Harbour Vista Townhomes Homeowners Association Bylaws r-th ARTICLE V INITIAL DIRECTORS AND/OR OFFICERS List name(s), address(es) and specific title(s): Robert F. Dwors, President North Federal Highway Suite 200 Ft Lauderdale FL 333 Daniel D. O'Malley, Secretary -(same address as above) ARTICLE VI INITIAL REGISTERED AGENT AND STREET ADDRESS The name and Florida street address of the registered agent is: Mastriana & Christiansen, P.A. F. Ronald Mastriana, Esq North Federal Highway, Suite 200 Fort Lauderdale, Florida ARTICLE VII INCORPORATOR The name and address of the Incorporator is: Mastriana & Christiansen, P.A. F. Ronald Mastriana, Esq North Federal Highway, Suite 200 Fort Lauderdale, Florida ********* **************************************************************************** Having bee' named a 1 reyf tered agent to accept service of process for the above stated corporation at the place designated in this ce r ate, I a ' fa iliar with d accept the appointment as registered agent and agree to act in this capacity. Sign. f1 - ",egisteree A, ent cor.r4.4, 1.. By: 40f Signatui - / ncorpora or ipp.r OL1 Date Date

56 EXHIBIT "C" Bylaws 48

57 BYLAWS OF HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. Section 1. Identification of Association These are the Bylaws of Harbor Vista Townhomes Homeowners Association, Inc. ("Association") as duly adopted by its Board of Directors ("Board"). The Association is a corporation not for profit, organized pursuant to Chapters 617 and 720, Florida Statutes The office of the Association shall be for the present at 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, and thereafter maybe located at anyplace designated by the Board The fiscal year of the Association shall be the calendar year The seal of the Association shall bear the name of the Association, the word "Florida" and the words "Corporation Not For Profit." Section 2. Explanation of Terminology The terms defined in the Articles of Incorporation of the Association ("Articles") as well as in the Declaration of Covenants, Restrictions and Easements for Harbor Vista Townhomes ("Declaration") are incorporated herein by reference and shall appear in initial capital letters each time such terms appear in these Bylaws. Section 3. Membership; Members' Meetings; Voting and Proxies 3.1. The qualification of Members, the manner of their admission to membership in the Association, the manner of termination of such membership and the voting by Members shall be as set forth in the Articles The Members shall meet annually ("Annual Members' Meeting"). The Annual Members' Meeting shall be held at the office of the Association or at such other place in the County as the Board may determine and on such day and at such time as Th 1Th /Th

58 designated by the Board in the notice of such meeting commencing with the year following the year in which the Articles are filed with the Secretary of State. The purpose of the Annual Members' Meeting shall be to hear reports of the officers, elect members of the Board (when that shall be appropriate as determined by the provisions of the Articles) and transact any other business authorized to be transacted at such Annual Members' Meeting Special meetings (meetings other than the Annual Members' Meeting) of the Members shall be held at any place within the County whenever called by the President or Vice President or by a majority of the Board. A special meeting must be called by such President or Vice President upon receipt of a written request from Members having the right to vote at least one-third (1/3) of the total number of votes entitled to be cast by Members at any such special meeting Except as otherwise provided in the Articles, a written notice of each Members' meeting, whether an Annual Members' Meeting or a special meeting (collectively "Meeting"), shall be given to each Member entitled to vote thereat at his/her last known address as it appears on the books of the Association and shall be mailed to the said address not less than fourteen (14) days nor more than forty-five (45) days prior to the date of the Meeting. Proof of such mailing shall be given by the affidavit of the person giving the notice. Any notice given hereunder shall state the time and place of the Meeting and the purposes for which the Meeting is called. The notices of all Annual Members' Meetings shall, in addition, specify the number of Directors of the Association to be designated by Declarant and the number of Directors to be elected by the Members, if applicable. Notwithstanding any provisions hereof to the contrary, notice of any Meeting may be waived before, during or after such Meeting by a Member or by the person entitled to vote for such Member by signing a document setting forth the waiver of such notice The Members may, at the discretion of the Board, act by written response in lieu of a Meeting provided written notice of the matter or matters to be agreed upon is given to the Members or duly waived in accordance with the provisions of these Bylaws. Unless some greater number is required under the Harbor Vista Townhomes Documents and except as to the election of Directors, which shall be accomplished by plurality vote, the decision of a majority of the votes cast by Members as to the matter or matters to be agreed or voted upon shall be binding on the Members provided a quorum is either 2

59 present at such Meeting or submits a response if action is taken by written response in lieu of a Meeting, as the case may be. The notice with respect to actions to be taken by written response in lieu of a Meeting shall set forth the time period during which the written responses must be received by the Association (a) A quorum of the Members shall consist of Members entitled to cast forty percent (40%) of the total number of votes of the Members. A quorum of any class of Members shall consist of Class Members of such class entitled to cast forty percent (40%) of the total number of votes of the class. Limited "Proxies" and general "Proxies" (as hereinafter defined in Paragraph 3.10) may be used to establish a quorum. (b) When a quorum is present at any Meeting and a question which raises the jurisdiction of such Meeting is presented, the holders of a majority of the voting rights present in person or represented by written Proxy shall be required to decide the question. However, if the question is one upon which a vote other than the majority vote of a quorum is required by express provision of Harbor Vista Townhomes Documents or by law, then such express provision shall govern and control the required vote on the decision of such question At any Annual Members' Meeting when elections of Directors are to occur, written ballots are to be supplied to Members for such purposes. Members may not vote for Directors by Proxy, but may vote by absentee ballot. Furthermore, at any Annual Members' Meeting at which Directors are to be elected, the "Chairman" (as hereinafter defined in Paragraph 7.2) shall appoint an "Election Committee" consisting of three (3) Members to supervise the election, count and verify ballots, disqualify votes if such disqualification is justified under the circumstances and certify the results of the election to the Board. The Election Committee shall be able to determine questions within its jurisdiction by plurality vote of all three (3) members, but matters resulting in deadlocked votes of the Election Committee shall be referred to the entire Board for resolution If a quorum is not in attendance at a Meeting, the Members who are present, either in person or by Proxy, may adjourn the Meeting from time to time until a quorum is present with no further notice of such adjourned Meeting being required unless otherwise determined by the Board.

60 3.9. Minutes of all Meetings shall be kept in a businesslike manner and be available for inspection by the Members and Directors at all reasonable times. The Association shall retain minutes for at least seven (7) years subsequent to the date of the meeting the minutes reflect Voting rights of Members shall be as stated in the Articles with respect to the election of all Boards other than the First Board. Such votes may be cast in person or by absentee ballot. Proxies may be used to vote on other agenda items at meetings at which Directors are to be elected, and may also be used to establish a quorum. "Proxy" is defined to mean an instrument containing the appointment of a person who is substituted in the place and stead of the person or authorized representative of an entity entitled to vote. Proxies shall be in writing signed by the person or authorized representative of an entity giving the same and shall be valid only for the particular Meeting designated therein and, if so stated in the Proxy, any adjournments thereof, provided, however, any proxy automatically expires ninety (90) days after the date of the meeting for which it was originally given. A Proxy must be filed with the Secretary of the Association before the appointed time of the Meeting in order to be valid. Any Proxy may be revoked prior to the time a vote is cast in accordance with such Proxy The voting on any matter at a Meeting shall be by secret ballot upon request of the holders of twenty percent (20%) of the votes represented at such Meeting and entitled to be cast on such matter, if such request is made prior to the vote in question. Section 4. Board; Directors' Meetings 4.1. The business and administration of the Association shall be by its Board The election and, if applicable, designation of Directors shall be conducted in accordance with the Articles. Except for Declarant-appointed Directors, Directors must be Members or the parents, children or spouses of Members (a) Any person elected or designated as a Director shall have all the rights, privileges, duties and obligations of a Director of the Association. (b) The term of a Director's service shall be as stated in the Articles and, if not so stated, shall extend until the next Annual Members' Meeting and thereafter 4

61 until his/her successor is duly elected and qualified or until he/she resigns or is removed in the manner elsewhere provided The organizational meeting of a newly elected Board shall be held within ten (10) days of its election at such place and time as shall be fixed by the Directors at the meeting at which they were elected. Provided the organizational meeting is held directly following the Annual Members' Meeting, no further notice of the organizational meeting shall be necessary; if not, however, notice of the organizational meeting shall be given in accordance with Section (2) of the Florida Statutes Regular meetings of the Board may be held at such times and places in the County as shall be determined from time to time by a majority of the Directors. Special meetings of the Board may be called at the discretion of the President or the Vice President. Special meetings must be called by the Secretary at the written request of at least one-third (1/3) of the Directors. Any such special meeting may be held in the County at such time and place as determined by the Directors requesting such meeting or in such other place as all of the Directors shall agree upon Notice of the time and place of regular and special meetings of the Board, or adjournments thereof, shall be given to each Director personally or by mail, telephone or telegraph at least three (3) days prior to the day named for such meeting unless such notice is waived before, during or after such meeting. Any Director may waive notice of the meeting in writing before, during or after a meeting and such waiver shall be deemed equivalent to the receipt of notice by such Director. 4.7 Notice of all Board meetings shall be given to the members in accordance with Section (2) of the Florida Statutes A quorum of the Board shall consist of the Directors entitled to cast a majority of the votes of the entire Board. Matters approved by a majority of the Directors present at a meeting at which a quorum is present shall constitute the official acts of the Board, except as may be otherwise specifically provided by law, by the Articles or elsewhere herein. If at any meeting of the Board there shall be less than a quorum present, the majority of those present may adjourn the meeting from time to time until a quorum is present. At any meeting that takes place on account of a previously adjourned meeting, any business which might have been transacted at the meeting as originally 5

62 called may be transacted. In the case of the adjournment of a meeting, no further notice of the adjourned meeting need be given unless otherwise determined by the Board The presiding officer at all Board meetings shall be the President. In the absence of the President, the Directors shall designate any one of their number to preside Directors' fees, if any, shall be determined by the Members Minutes of all meetings of the Board shall be kept in a businesslike manner and be available for inspection by Members and Directors at all reasonable times Meetings of the Board shall be open to all Members on such terms as the Board may determine. The Board may also hold closed meetings to the extent permitted by applicable law, including, by way of example but not by way of limitation, when the discussion at a meeting is governed by attorney-client privilege. If a meeting is open, unless a Member serves as a Director or unless he/she has been specifically invited by the Directors to participate in the meeting, no Member shall be entitled to participate in the meeting, but shall only be entitled to act as an observer. In the event a Member not serving as a Director or not otherwise invited by the Directors to participate in a meeting attempts to become more than a mere observer at the meeting or conducts himself/herself in a manner detrimental to the carrying on of the meeting, then any Director may expel said Member from the meeting by any reasonable means which may be necessary to accomplish said Member's expulsion. Also, any Director shall have the right to exclude from any meeting of the Board any person who is not able to provide sufficient proof that he/she is a Member or a duly authorized representative, agent or proxy holder of a Member, unless said person has been specifically invited by any of the Directors to participate in such meeting Any action required or permitted to betaken at a meeting of the Directors may be taken without a meeting if a consent in writing, specifically setting forth the action to be taken, shall be signed by all the Directors entitled to vote with respect to the subject matter thereof and such consent shall have the same force and effect as a unanimous vote of the Directors, provided, however, whenever assessments are to be considered, they may be considered only at a meeting of the Directors properly noticed in accordance with Section (2) of the Florida Statutes. 6

63 Section 5. Powers and Duties of the Board 5.1. All of the powers and duties of the Association shall be exercised by the Board. Such powers and duties of the Board shall include, but not be limited to, all powers and duties set forth in Harbor Vista Townhomes Documents, as well as all of the powers and duties of a director of a corporation not for profit not inconsistent therewith The Association may employ a manager to perform any of the duties, powers or functions of the Association. Notwithstanding the foregoing, the Association may not delegate to the manager the power to conclusively determine whether the Association should make expenditures for capital additions or improvements chargeable against the Association funds. The members of the Board shall not be personally liable for any omission or improper exercise by the manager of any duty, power or function delegated to the manager by the Association. Section 6. Late Fees An Owner who fails to timely pay any Assessment shall be charged a late charge of Twenty-Five Dollars ($25) by the Association for such late Assessment. Owners shall be responsible to pay all legal fees (including, but not limited to, attorney and paralegal fees and court costs) incurred in connection with the collection of late Assessments whether or not an action at law to collect said Assessments and foreclose the Association's lien has been commenced. The Board has authorized the following initial schedule of fees for such circumstances: (a) One Hundred Fifty Dollars ($150) for a Claim of Lien plus recording costs and sending of Notice of Intention to Foreclose; costs; and (b) One Hundred Fifty Dollars ($150) for a Satisfaction of Lien plus recording (c) Any further action would require an hourly computation of attorney and/or paralegal time spent pursuing collection of such unpaid Assessments. Section 7. Officers of the Association 7

64 7.1. Executive officers of the Association shall be the President, who shall be a Director, one or more Vice Presidents, a Treasurer and a Secretary, all of whom shall be elected annually by the Board. Any officer may be removed without cause from office by vote of the Directors at any meeting of the Board. The Board may, from time to time, elect such other officers and assistant officers and designate their powers and duties, as the Board shall find to be required to manage the affairs of the Association. One person may hold any two offices simultaneously, except when the functions of such offices are incompatible, but no person shall hold the office of President and any of the following offices simultaneously. Vice President, Secretary or Assistant Secretary The President shall be the chief executive officer of the Association. He/She shall have all of the powers and duties which are usually vested in the office of the President of an association or a corporation not for profit, including, but not limited to, the power to appoint such committees from among the Members at such times as he/she may, in his/her discretion, determine appropriate to assist in the conduct of the affairs of the Association. If in attendance, the President ("Chairman") shall preside at all meetings of the Board and the Members; provided, however, that the President may appoint a substitute In the absence or disability of the President, the Vice President shall exercise the powers and perform the duties of the President. The Vice President shall also generally assist the President and exercise such other powers and perform such other duties as shall be prescribed by the Board The Secretary shall keep the minutes of all meetings of the Board and the Members, which minutes shall be kept in a businesslike manner and be available for inspection by Members and Directors at all reasonable times. The Secretary shall have custody of the seal of the Association and affix the same to instruments requiring such seal when duly authorized and directed to do so. The Secretary shall be custodian for the corporate records of the Association, except those of the Treasurer, and shall perform all of the duties incident to the office of Secretary of the Association as may be required by the Board or the President. The Assistant Secretary, if any, shall perform the duties of the Secretary when the Secretary is absent and shall assist the Secretary under the supervision of the Secretary. 8

65 7.5. The Treasurer shall have custody of all of the monies of the Association, including funds, securities and evidences of indebtedness. The Treasurer shall keep the assessment rolls and accounts of the Members and shall keep the books of the Association in accordance with good accounting practices and he/she shall perform all of the duties incident to the office of the Treasurer. The Assistant Treasurer, if any, shall perform the duties of the Treasurer when the Treasurer is absent and shall assist the Treasurer under the supervision of the Treasurer The compensation, if any, of the officers and other employees of the Association shall be fixed by the Board. This provision shall not preclude the Board from hiring a Director as an employee of the Association or preclude contracting with a Director or a party affiliated with a Director for the management or performance of contract services for all or any part of Harbor Vista Townhomes. Section 8. Resignations Any Director or officer may resign his/her post at any time by written resignation, delivered to the President or Secretary, which shall take effect upon its receipt unless a later date is specified in the resignation, in which event the resignation shall be effective from such date unless withdrawn. The acceptance of a resignation shall not be required to make it effective. The conveyance of all Townhomes owned by any Director or officer (other than appointees of Declarant) shall constitute a written resignation of such Director or officer. Section 9. Accounting Records; Fiscal Management 9.1. The Association shall use the cash basis method of accounting and shall maintain accounting records in accordance with good accounting practices, which shall be open to inspection by Members and Institutional Mortgagees or their respective authorized representatives at reasonable times. Such authorization as a representative of a Member must be in writing and signed by the person giving the authorization and dated within sixty (60) days of the date of the inspection. Such records shall include, but not be limited to: (i) a record of all receipts and expenditures; (ii) an account for each Flat within Harbor Vista Townhomes which shall designate the name and address of the Owner thereof, the amount of Individual Flat Assessments and all other Assessments, if any, charged to the Flat, the amounts and due dates for payment of same, the amounts paid

66 upon the account and the dates paid, and the balance due; (iii) any tax returns, financial statements and financial reports of the Association; and (iv) any other records that identify, measure, record or communicate financial information The Board shall adopt a Budget (as defined and provided for in the Declaration) of the anticipated Operating Expenses for each forthcoming calendar year (the fiscal year of the Association being the calendar year) at a special meeting of the Board ("Budget Meeting") called for that purpose to be held during the month of November of the year preceding the year to which the Budget applies. Prior to the Budget Meeting, a proposed Budget for the Operating Expenses shall be prepared by or on behalf of the Board. Within thirty (30) days after adoption of the Budget, a copy thereof shall be furnished to each Member, upon request, and each Owner shall be given notice of the Individual Flat Assessment applicable to his/her Flat(s). The copy of the Budget, if requested, shall be deemed furnished and the notice of the Individual Flat Assessment shall be deemed given upon its delivery or upon its being mailed to the Owner shown on the records of the Association at his/her last known address as shown on the records of the Association In administering the finances of the Association, the following procedures shall govern: (i) the fiscal year shall be the calendar year; (ii) any monies received by the Association in any calendar year may be used by the Association to pay expenses incurred in the same calendar year; (iii) there shall be apportioned between calendar years on a pro rata basis any expenses which are prepaid in any one calendar year for Operating Expenses which cover more than such calendar year; (iv) Assessments shall be made quarterly in amounts no less than are required to provide funds in advance for payment of all of the anticipated current Operating Expenses and for all unpaid Operating Expenses previously incurred; and (v) items of Operating Expenses incurred in a calendar year shall be charged against income for the same calendar year regardless of when the bill for such expenses is received. Notwithstanding the foregoing, the Assessments for Operating Expenses and any periodic installments thereof shall be of sufficient magnitude to insure an adequacy and availability of cash to meet all budgeted expenses in any calendar year as such expenses are incurred in accordance with the cash basis method of accounting Individual Flat Assessments shall be payable as provided in the Declaration. 10

67 9.5. No Board shall be required to anticipate revenue from Assessments or expend funds to pay for Operating Expenses not budgeted or which shall exceed budgeted items, and no Board is required to engage in deficit spending. Should there exist any deficiency which results from there being greater Operating Expenses than monies from Assessments, then such deficits shall be carried into the next succeeding year's Budget as a deficiency or shall be the subject of a Special Assessment or an upward adjustment to the Individual Flat Assessment The depository of the Association shall be such bank or banks as shall be designated from time to time by the Board in which the monies of the Association shall be deposited. Withdrawal of monies from such account shall be only by checks signed by such persons as are authorized by the Board A report of the accounts of the Association shall be made annually by an accountant and a copy of the report shall be furnished to each Member who requests same in writing no later than the first day of April of the year following the year for which the report is made. The report shall be deemed to be furnished to the Member upon its delivery or mailing to the Member at his/her last known address shown on the records of the Association. Section 10. Rules and Regulations The Board may at any meeting of the Board adopt rules and regulations or amend, modify or rescind then existing rules and regulations for the operation of Harbor Vista Townhomes; provided, however, that such rules and regulations are not inconsistent with the terms or provisions of Harbor Vista Townhomes Documents. Copies of any rules and regulations promulgated, amended or rescinded shall be mailed or delivered to all Members at the last known address for such Members as shown on the records of the Association at the time of such delivery or mailing and shall not take effect until forty-eight (48) hours after such delivery or mailing, or, in the event both forms of notification are used, whichever is later. Notwithstanding the foregoing, when rules and regulations are to regulate the use of a specific portion of the Association Property, same shall be conspicuously posted at such facility and such rules and regulations shall be effective immediately upon such posting. Care shall be taken to insure that posted rules and regulations are conspicuously displayed and easily readable and that posted signs or announcements are designed with a view toward protection from weather and the elements. Posted rules and regulations which are torn down or lost shall be promptly replaced. 11

68 Section 11. Parliamentary Rules The then latest edition of Robert's Rules of Order shall govern the conduct of all meetings of the Members and the Board; provided, however, if such rules of order are in conflict with any of Harbor Vista Townhomes Documents, Robert's Rules of Order shall yield to the provisions of such instrument. Section 12. Roster of Owners Each Owner shall file with the Association a copy of the deed or other document showing his/her ownership. The Association shall maintain such information. The Association may rely on the accuracy of such information for all purposes until notified in writing of changes therein. Section 13. Amendment of the Bylaws These Bylaws maybe amended as hereinafter set forth in this Section After the Turnover Date, any Bylaw of the Association may be amended or repealed, and any new Bylaw of the Association may be adopted by either: (i) a majority vote of the Members at any Annual Members' Meeting or any special meeting of the Members called for that purpose or by majority action of the Members who have acted by written response in lieu of a Meeting as permitted by these Bylaws; or (ii) by the affirmative vote of a majority of the Directors then in office at any regular meeting of the Board or at any special meeting of the Board called for that purpose or by written instrument signed by all of the Directors as is permitted by these Bylaws, provided that the Directors shall not have any authority to adopt, amend or repeal any Bylaw if such new Bylaw or such amendment or the repeal of a Bylaw would be inconsistent with any Bylaw previously adopted by the Members Notwithstanding any of the foregoing provisions of this Section 13 to the contrary, until the Turnover Date, all amendments or modifications to these Bylaws and 12

69 tth ("- cm cm cm adoption or repeal of Bylaws shall only be made by action of the First Board as described in the Articles, which First Board shall have the power to amend, modify, adopt and repeal any Bylaws without the requirement of any consent, approval or vote of the Members Notwithstanding the foregoing provisions of this Section 13, there shall be no amendment to these Bylaws which shall abridge, amend or alter the rights of (i) Declarant, without the prior written consent thereto by Declarant for so long as Declarant holds title to at least one (1) Flat; or (ii) any Institutional Mortgagee without the prior written consent of such Institutional Mortgagee Any instrument amending, modifying, repealing or adding Bylaws shall identify the particular section or sections affected and give the exact language of such modification, amendment or addition or of the provisions repealed. A copy of each such amendment, modification, repeal or addition attested to by the Secretary or Assistant Secretary of the Association shall be recorded amongst the Public Records of the County. Section 14. Interpretation In the case of any conflict between the Articles and these Bylaws, the Articles shall control; and in the case of any conflict between the Declaration and these Bylaws, the Declaration shall control; and in the event of any conflict between the Articles and the Declaration, the Declaration shall control. HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC., a Florida not-for profit corporation By: Douglas Faulkner, President cm Attest: Daniel D. O'Malley, Secretary cm 13

70 EXHIBIT "D" Site Plan 49

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73

74 HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION The homeowners association will need to be amended at the State level to properly depict the new name encompassing the word change for "HARBOR" I will have confirmation of the filing the week of August 1, 2005

75 r agc vi Florida Non Profit HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. PRINCIPAL ADDRES S 1500 NORTH 14E,DERAL HWY STE 200 FORT LAUDERDALE FL MAILING ADDRESS 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Document Number FEI Number Date Filed N APPLIED 10/01/2004 State Status Effective Date Em FL ACTIVE NONE /Th Registered Agent Name & Address MASTRIANA & CHRISTIANSEN, P.A NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Officer/Director Detail Name & Address FAULKNER, DOUGLAS 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL O'MALLEY, DANIEL D 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE FL Title P S I Report Year Annual Reports Filed Date I 7/29/2005

76 L1 V I.J.I.U11. UI 1..V1 Q.LIAJ II 07/11/2005 Preyious Filing Return to List Next Filing No Events No Name History Information Document Images Listed below are the images available for this filing. 07/11/ ANNUAL REPORT 10/01/ Domestic Non-Profit THIS IS NOT OFFICIAL RECORD; SEE DOCUMENTS IF QUESTION OR CONFLICT 7/29/2005

77 2005 NOT-FOR-PROFIT CORPORATION ANNUAL REPORT FILED Jul 11, 2005 Th DOCUMENT# N Secretary of State Entity Name: HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. Current Principal Place of Business: New Principal Place of Business: Th 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL Current Mailing Address: New Mailing Address: 1500 NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL FEI Number: FEI Number Applied For (X) FEI Number Not Applicable ( ) Certificate of Status Desired ( ) In accordance with s (2)(b), F.S., the corporation did not receive the prior notice. Name and Address of Current Registered Agent: Name and Address of New Registered Agent: MASTRIANA & CHRISTIANSEN, P.A NORTH FEDERAL HWY STE 200 FORT LAUDERDALE, FL US The above named entity submits this statement for the purpose of changing its registered office or registered agent, or both, in the State of Florida.,- SIGNATURE: Electronic Signature of Registered Agent,---,, OFFICERS AND DIRECTORS: ADDITIONS/CHANGES TO OFFICERS AND DIRECTORS: Title: P ( ) Delete Title: ( ).Change ( ) Addition "Th Name: FAULKNER, DOUGLAS Name: Address: 1500 NORTH FEDERAL HWY STE 200 Address: '1 City-St-Zip: FORT LAUDERDALE, FL City-St-Zip: '1 Title: S ( ) Delete Title: ( ) Change ( ) Addition Name: O'MALLEY, DANIEL D Name: 'Th Address: 1500 NORTH FEDERAL HWY STE 200 Address: City-St-Zip: FORT LAUDERDALE, FL City-St-Zip: Date I hereby certify that the information supplied with this filing does not qualify for the for the exemption stated in Section (3)(i), Florida Statutes. I further certify that the information indicated on this report or supplemental report is true and accurate and that my electronic signature shall have the same legal effect as if made under oath; that I am an officer or director of the corporation or the receiver or trustee empowered to execute this report as required by Chapter 617, Florida Statutes; and that my name appears above, or on an attachment with an address, with all other like empowered. SIGNATURE: DANNY O'MALLEY D 07/11/2005 Electronic Signature of Signing Officer or Director Date

78 .5. LP If T VT.L.L ir C. la A11 L. L. I Le U1 FL, 1 Li L. JL 11 JG1 V J. to V V I., -- I /1 A r- cryg iff IJIJ J. CORPORATION SERVICE COMPANY CSC- Tallahassee Hays Street Tallahassee, FL M (Fax) Matter# VISTA Order# Project Id : Order Date - 10/01/ Additional Reference : Entity Name : HARBOUR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. -." Jurisdiction : Florida-Secretary of State Request for : Incorporation/Formation Filing Th File# : N File date : 10/01/2004 Result : Filed Th Ordered by MS. KATHLEEN KENNEDY at MASTRIANA & CHRISTIANSEN Thank you for using CSC. For real-time 24 hour access to the status of any order placed with CSC, access our website at If you have any questions concerning this order or IncSpot, please feel free to contact us. Angela Reynolds [email protected] The responsibility for verification of the files and determination of the information therein lies with the filing officer; we accept no liability for errors or omissions. Th M

79 Th Th Th Th Th Th ARTICLES OF INCORPORATION In Compliance with Chapter 617, F.S., (Not for Profit) ARTICLE I NAME The name of the corporation shall be: Harbour Vista Townhomes Homeowners Association, Inc., a Florida corporation not for profit ARTICLE II PRINCIPAL OFFICE The principal place of business and mailing address of this corporation shall be: 1500 North Federal Highway Suite 200 Fort Lauderdale, Florida ARTICLE III PURPOSE The purpose for which the corporation is organized is: not for profit homeowners association for townhomes ARTICLE IV MANNER OF ELECTION The manner in which the directors are elected or appointed: as stated in the Harbour Vista Townhomes Homeowners Association Bylaws ARTICLE V INITIAL DIRECTORS AND/OR OFFICERS List name(s), address(es) and specific title(s): Robert F. Dwors, President North Federal Highway Suite 200 Ft Lauderdale FL 3330 Daniel D. O'Malley, Secretary -(same address as above) ARTICLE VI INITIAL REGISTERED AGENT AND STREET ADDRESS The name and Florida street address of the registered agent is: Mastriana & Christiansen, P.A. F. Ronald Mastriana, Esq North Federal Highway, Suite 200 Fort Lauderdale, Florida ARTICLE VII INCORPORATOR The name and address of the Incorporator is: Mastriana & Christiansen, P.A. F. Ronald Mastriana, Esq North Federal Highway, Suite 200 Fort Lauderdale, Florida ********* **************************************************************************** Having bee in this ce Sign named a cate, I afa egistere Cor By: Signatu ncorporator ire tered agent to accept service of process for the above stated corporation at the place designated iliar with d accept the appointment as registered agent and agree to act in this capacity. fir IP' /0 / Date /0 Date

80 BYLAWS OF HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC. Section 1. Identification of Association These are the Bylaws of Harbor Vista Townhomes Homeowners Association, Inc. ("Association") as duly adopted by its Board of Directors ("Board"). The Association is a corporation not for profit, organized pursuant to Chapters 617 and 720, Florida Statutes The office of the Association shall be for the present at 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, and thereafter maybe located at anyplace designated by the Board The fiscal year of the Association shall be the calendar year The seal of the Association shall bear the name of the Association, the word "Florida" and the words "Corporation Not For Profit." Section 2. Explanation of Terminology The terms defined in the Articles of Incorporation of the Association ("Articles") as well as in the Declaration of Covenants, Restrictions and Easements for Harbor Vista Townhomes ("Declaration") are incorporated herein by reference and shall appear in initial capital letters each time such terms appear in these Bylaws. Section 3. Membership; Members' Meetings; Voting and Proxies 3.1. The qualification of Members, the manner of their admission to membership in the Association, the manner of termination of such membership and the voting by Members shall be as set forth in the Articles The Members shall meet annually ("Annual Members' Meeting"). The Annual Members' Meeting shall be held at the office of the Association or at such other place in the County as the Board may determine and on such day and at such time as 1

81 designated by the Board in the notice of such meeting commencing with the year following the year in which the Articles are filed with the Secretary of State. The purpose of the Annual Members' Meeting shall be to hear reports of the officers, elect members of the Board (when that shall be appropriate as determined by the provisions of the Articles) and transact any other business authorized to be transacted at such Annual Members' Meeting Special meetings (meetings other than the Annual Members' Meeting) of the Members shall be held at any place within the County whenever called by the President or Vice President or by a majority of the Board. A special meeting must be called by such President or Vice President upon receipt of a written request from Members having the right to vote at least one-third (1/3) of the total number of votes entitled to be cast by Members at any such special meeting Except as otherwise provided in the Articles, a written notice of each Members' meeting, whether an Annual Members' Meeting or a special meeting (collectively "Meeting"), shall be given to each Member entitled to vote thereat at his/her last known address as it appears on the books of the Association and shall be mailed to the said address not less than fourteen (14) days nor more than forty-five (45) days prior to the date of the Meeting. Proof of such mailing shall be given by the affidavit of the person giving the notice. Any notice given hereunder shall state the time and place of the Meeting and the purposes for which the Meeting is called. The notices of all Annual Members' Meetings shall, in addition, specify the number of Directors of the Association to be designated by Declarant and the number of Directors to be elected by the Members, if applicable. Notwithstanding any provisions hereof to the contrary, notice of any Meeting may be waived before, during or after such Meeting by a Member or by the person entitled to vote for such Member by signing a document setting forth the waiver of such notice The Members may, at the discretion of the Board, act by written response in lieu of a Meeting provided written notice of the matter or matters to be agreed upon is given to the Members or duly waived in accordance with the provisions of these Bylaws. Unless some greater number is required under the Harbor Vista Townhomes Documents and except as to the election of Directors, which shall be accomplished by plurality vote, the decision of a majority of the votes cast by Members as to the matter or matters to be agreed or voted upon shall be binding on the Members provided a quorum is either 2

82 present at such Meeting or submits a response if action is taken by written response in lieu of a Meeting, as the case may be. The notice with respect to actions to be taken by written response in lieu of a Meeting shall set forth the time period during which the written responses must be received by the Association (a) A quorum of the Members shall consist of Members entitled to cast forty percent (40%) of the total number of votes of the Members. A quorum of any class of Members shall consist of Class Members of such class entitled to cast forty percent (40%) of the total number of votes of the class. Limited "Proxies" and general "Proxies" (as hereinafter defined in Paragraph 3.10) may be used to establish a quorum. (b) When a quorum is present at any Meeting and a question which raises the jurisdiction of such Meeting is presented, the holders of a majority of the voting rights present in person or represented by written Proxy shall be required to decide the question. However, if the question is one upon which a vote other than the majority vote of a quorum is required by express provision of Harbor Vista Townhomes Documents or by law, then such express provision shall govern and control the required vote on the decision of such question At any Annual Members' Meeting when elections of Directors are to occur, written ballots are to be supplied to Members for such purposes. Members may not vote for Directors by Proxy, but may vote by absentee ballot. Furthermore, at any Annual Members' Meeting at which Directors are to be elected, the "Chairman" (as hereinafter defined in Paragraph 7.2) shall appoint an "Election Committee" consisting of three (3) Members to supervise the election, count and verify ballots, disqualify votes if such disqualification is justified under the circumstances and certify the results of the election to the Board. The Election Committee shall be able to determine questions within its jurisdiction by plurality vote of all three (3) members, but matters resulting in deadlocked votes of the Election Committee shall be referred to the entire Board for resolution If a quorum is not in attendance at a Meeting, the Members who are present, either in person or by Proxy, may adjourn the Meeting from time to time until a quorum is present with no further notice of such adjourned Meeting being required unless otherwise determined by the Board. 3

83 3.9. Minutes of all Meetings shall be kept in a businesslike manner and be available for inspection by the Members and Directors at all reasonable times. The Association shall retain minutes for at least seven (7) years subsequent to the date of the meeting the minutes reflect Voting rights of Members shall be as stated in the Articles with respect to the election of all Boards other than the First Board. Such votes may be cast in person or by absentee ballot. Proxies may be used to vote on other agenda items at meetings at which Directors are to be elected, and may also be used to establish a quorum. "Proxy" is defined to mean an instrument containing the appointment of a person who is substituted in the place and stead of the person or authorized representative of an entity entitled to vote. Proxies shall be in writing signed by the person or authorized representative of an entity giving the same and shall be valid only for the particular Meeting designated therein and, if so stated in the Proxy, any adjournments thereof, provided, however, any proxy automatically expires ninety (90) days after the date of the meeting for which it was originally given. A Proxy must be filed with the Secretary of the Association before the appointed time of the Meeting in order to be valid. Any Proxy may be revoked prior to the time a vote is cast in accordance with such Proxy The voting on any matter at a Meeting shall be by secret ballot upon request of the holders of twenty percent (20%) of the votes represented at such Meeting and entitled to be cast on such matter, if such request is made prior to the vote in question. Section 4. Board; Directors' Meetings 4.1. The business and administration of the Association shall be by its Board The election and, if applicable, designation of Directors shall be conducted in accordance with the Articles. Except for Declarant-appointed Directors, Directors must be Members or the parents, children or spouses of Members (a) Any person elected or designated as a Director shall have all the rights, privileges, duties and obligations of a Director of the Association. (b) The term of a Director's service shall be as stated in the Articles and, if not so stated, shall extend until the next Annual Members' Meeting and thereafter

84 until his/her successor is duly elected and qualified or until he/she resigns or is removed in the manner elsewhere provided The organizational meeting of a newly elected Board shall be held within ten (10) days of its election at such place and time as shall be fixed by the Directors at the meeting at which they were elected. Provided the organizational meeting is held directly following the Annual Members' Meeting, no further notice of the organizational meeting shall be necessary; if not, however, notice of the organizational meeting shall be given in accordance with Section (2) of the Florida Statutes Regular meetings of the Board may be held at such times and places in the County as shall be determined from time to time by a majority of the Directors. Special meetings of the Board may be called at the discretion of the President or the Vice President. Special meetings must be called by the Secretary at the written request of at least one-third (1/3) of the Directors. Any such special meeting may be held in the County at such time and place as determined by the Directors requesting such meeting or in such other place as all of the Directors shall agree upon Notice of the time and place of regular and special meetings of the Board, or adjournments thereof, shall be given to each Director personally or by mail, telephone or telegraph at least three (3) days prior to the day named for such meeting unless such notice is waived before, during or after such meeting. Any Director may waive notice of the meeting in writing before, during or after a meeting and such waiver shall be deemed equivalent to the receipt of notice by such Director. 4.7 Notice of all Board meetings shall be given to the members in accordance with Section (2) of the Florida Statutes A quorum of the Board shall consist of the Directors entitled to cast a majority of the votes of the entire Board. Matters approved by a majority of the Directors present at a meeting at which a quorum is present shall constitute the official acts of the Board, except as may be otherwise specifically provided by law, by the Articles or elsewhere herein. If at any meeting of the Board there shall be less than a quorum present, the majority of those present may adjourn the meeting from time to time until a quorum is present. At any meeting that takes place on account of a previously adjourned meeting, any business which might have been transacted at the meeting as originally 5

85 called may be transacted. In the case of the adjournment of a meeting, no further notice of the adjourned meeting need be given unless otherwise determined by the Board The presiding officer at all Board meetings shall be the President. In the absence of the President, the Directors shall designate any one of their number to preside Directors' fees, if any, shall be determined by the Members Minutes of all meetings of the Board shall be kept in a businesslike manner and be available for inspection by Members and Directors at all reasonable times. Th Th Th Th Meetings of the Board shall be open to all Members on such terms as the Board may determine. The Board may also hold closed meetings to the extent permitted by applicable law, including, by way of example but not by way of limitation, when the discussion at a meeting is governed by attorney-client privilege. If a meeting is open, unless a Member serves as a Director or unless he/she has been specifically invited by the Directors to participate in the meeting, no Member shall be entitled to participate in the meeting, but shall only be entitled to act as an observer. In the event a Member not serving as a Director or not otherwise invited by the Directors to participate in a meeting attempts to become more than a mere observer at the meeting or conducts himself/herself in a manner detrimental to the carrying on of the meeting, then any Director may expel said Member from the meeting by any reasonable means which may be necessary to accomplish said Member's expulsion. Also, any Director shall have the right to exclude from any meeting of the Board any person who is not able to provide sufficient proof that he/she is a Member or a duly authorized representative, agent or proxy holder of a Member, unless said person has been specifically invited by any of the Directors to participate in such meeting Any action required or permitted to betaken at a meeting of the Directors may be taken without a meeting if a consent in writing, specifically setting forth the action to be taken, shall be signed by all the Directors entitled to vote with respect to the subject matter thereof and such consent shall have the same force and effect as a unanimous vote of the Directors, provided, however, whenever assessments are to be considered, they may be considered only at a meeting of the Directors properly noticed in accordance with Section (2) of the Florida Statutes. 6

86 Section 5. Powers and Duties of the Board 5.1. All of the powers and duties of the Association shall be exercised by the Board. Such powers and duties of the Board shall include, but not be limited to, all powers and duties set forth in Harbor Vista Townhomes Documents, as well as all of the powers and duties of a director of a corporation not for profit not inconsistent therewith The Association may employ a manager to perform any of the duties, powers or functions of the Association. Notwithstanding the foregoing, the Association may not delegate to the manager the power to conclusively determine whether the Association should make expenditures for capital additions or improvements chargeable against the Association funds. The members of the Board shall not be personally liable for any omission or improper exercise by the manager of any duty, power or function delegated to the manager by the Association. Section 6. Late Fees An Owner who fails to timely pay any Assessment shall be charged a late charge of Twenty-Five Dollars ($25) by the Association for such late Assessment. Owners shall be responsible to pay all legal fees (including, but not limited to, attorney and paralegal fees and court costs) incurred in connection with the collection of late Assessments whether or not an action at law to collect said Assessments and foreclose the Association's lien has been commenced. The Board has authorized the following initial schedule of fees for such circumstances: (a) One Hundred Fifty Dollars ($150) for a Claim of Lien plus recording costs and sending of Notice of Intention to Foreclose; costs; and (b) One Hundred Fifty Dollars ($150) for a Satisfaction of Lien plus recording (c) Any further action would require an hourly computation of attorney and/or paralegal time spent pursuing collection of such unpaid Assessments. Section 7. Officers of the Association 7

87 7.1. Executive officers of the Association shall be the President, who shall be a Director, one or more Vice Presidents, a Treasurer and a Secretary, all of whom shall be elected annually by the Board. Any officer may be removed without cause from office by vote of the Directors at any meeting of the Board. The Board may, from time to time, elect such other officers and assistant officers and designate their powers and duties, as the Board shall find to be required to manage the affairs of the Association. One person may hold any two offices simultaneously, except when the functions of such offices are incompatible, but no person shall hold the office of President and any of the following offices simultaneously. Vice President, Secretary or Assistant Secretary The President shall be the chief executive officer of the Association. He/She shall have all of the powers and duties which are usually vested in the office of the President of an association or a corporation not for profit, including, but not limited to, the power to appoint such committees from among the Members at such times as he/she may, in his/her discretion, determine appropriate to assist in the conduct of the affairs of the Association. If in attendance, the President ("Chairman") shall preside at all meetings of the Board and the Members; provided, however, that the President may appoint a substitute In the absence or disability of the President, the Vice President shall exercise the powers and perform the duties of the President. The Vice President shall also generally assist the President and exercise such other powers and perform such other duties as shall be prescribed by the Board The Secretary shall keep the minutes of all meetings of the Board and the Members, which minutes shall be kept in a businesslike manner and be available for inspection by Members and Directors at all reasonable times. The Secretary shall have custody of the seal of the Association and affix the same to instruments requiring such seal when duly authorized and directed to do so. The Secretary shall be custodian for the corporate records of the Association, except those of the Treasurer, and shall perform all of the duties incident to the office of Secretary of the Association as may be required by the Board or the President. The Assistant Secretary, if any, shall perform the duties of the Secretary when the Secretary is absent and shall assist the Secretary under the supervision of the Secretary. 8

88 7.5. The Treasurer shall have custody of all of the monies of the Association, including funds, securities and evidences of indebtedness. The Treasurer shall keep the assessment rolls and accounts of the Members and shall keep the books of the Association in accordance with good accounting practices and he/she shall perform all of the duties incident to the office of the Treasurer. The Assistant Treasurer, if any, shall perform the duties of the Treasurer when the Treasurer is absent and shall assist the Treasurer under the supervision of the Treasurer The compensation, if any, of the officers and other employees of the Association shall be fixed by the Board. This provision shall not preclude the Board from hiring a Director as an employee of the Association or preclude contracting with a Director or a party affiliated with a Director for the management or performance of contract services for all or any part of Harbor Vista Townhomes. Section 8. Resignations Any Director or officer may resign his/her post at any time by written resignation, delivered to the President or Secretary, which shall take effect upon its receipt unless a later date is specified in the resignation, in which event the resignation shall be effective from such date unless withdrawn. The acceptance of a resignation shall not be required to make it effective. The conveyance of all Townhomes owned by any Director or officer (other than appointees of Declarant) shall constitute a written resignation of such Director or officer. Section 9. Accounting Records; Fiscal Management 9.1. The Association shall use the cash basis method of accounting and shall maintain accounting records in accordance with good accounting practices, which shall be open to inspection by Members and Institutional Mortgagees or their respective authorized representatives at reasonable times. Such authorization as a representative of a Member must be in writing and signed by the person giving the authorization and dated within sixty (60) days of the date of the inspection. Such records shall include, but not be limited to: (i) a record of all receipts and expenditures; (ii) an account for each Flat within Harbor Vista Townhomes which shall designate the name and address of the Owner thereof, the amount of Individual Flat Assessments and all other Assessments, if any, charged to the Flat, the amounts and due dates for payment of same, the amounts paid

89 / upon the account and the dates paid, and the balance due; (iii) any tax returns, financial statements and financial reports of the Association; and (iv) any other records that identify, measure, record or communicate financial information The Board shall adopt a Budget (as defined and provided for in the Declaration) of the anticipated Operating Expenses for each forthcoming calendar year (the fiscal year of the Association being the calendar year) at a special meeting of the Board ("Budget Meeting") called for that purpose to be held during the month of November of the year preceding the year to which the Budget applies. Prior to the Budget Meeting, a proposed Budget for the Operating Expenses shall be prepared by or on behalf of the Board. Within thirty (30) days after adoption of the Budget, a copy thereof shall be furnished to each Member, upon request, and each Owner shall be given notice of the Individual Flat Assessment applicable to his/her Flat(s). The copy of the Budget, if requested, shall be deemed furnished and the notice of the Individual Flat Assessment shall be deemed given upon its delivery or upon its being mailed to the Owner shown on the records of the Association at his/her last known address as shown on the records of the Association In administering the finances of the Association, the following procedures shall govern: (i) the fiscal year shall be the calendar year; (ii) any monies received by the Association in any calendar year may be used by the Association to pay expenses incurred in the same calendar year; (iii) there shall be apportioned between calendar years on a pro rata basis any expenses which are prepaid in any one calendar year for Operating Expenses which cover more than such calendar year; (iv) Assessments shall be made quarterly in amounts no less than are required to provide funds in advance for payment of all of the anticipated current Operating Expenses and for all unpaid Operating Expenses previously incurred; and (v) items of Operating Expenses incurred in a calendar year shall be charged against income for the same calendar year regardless of when the bill for such expenses is received. Notwithstanding the foregoing, the Assessments for Operating Expenses and any periodic installments thereof shall be of sufficient magnitude to insure an adequacy and availability of cash to meet all budgeted expenses in any calendar year as such expenses are incurred in accordance with the cash basis method of accounting Individual Flat Assessments shall be payable as provided in the Declaration. rth 10

90 9.5. No Board shall be required to anticipate revenue from Assessments or expend funds to pay for Operating Expenses not budgeted or which shall exceed budgeted items, and no Board is required to engage in deficit spending. Should there exist any deficiency which results from there being greater Operating Expenses than monies from Assessments, then such deficits shall be carried into the next succeeding year's Budget as a deficiency or shall be the subject of a Special Assessment or an upward adjustment to the Individual Flat Assessment The depository of the Association shall be such bank or banks as shall be designated from time to time by the Board in which the monies of the Association shall be deposited. Withdrawal of monies from such account shall be only by checks signed by such persons as are authorized by the Board A report of the accounts of the Association shall be made annually by an accountant and a copy of the report shall be furnished to each Member who requests same in writing no later than the first day of April of the year following the year for which the report is made. The report shall be deemed to be furnished to the Member upon its delivery or mailing to the Member at his/her last known address shown on the records of the Association. Section 10. Rules and Regulations The Board may at any meeting of the Board adopt rules and regulations or amend, modify or rescind then existing rules and regulations for the operation of Harbor Vista Townhomes; provided, however, that such rules and regulations are not inconsistent with the terms or provisions of Harbor Vista Townhomes Documents. Copies of any rules and regulations promulgated, amended or rescinded shall be mailed or delivered to all Members at the last known address for such Members as shown on the records of the Association at the time of such delivery or mailing and shall not take effect until forty-eight (48) hours after such delivery or mailing, or, in the event both forms of notification are used, whichever is later. Notwithstanding the foregoing, when rules and regulations are to regulate the use of a specific portion of the Association Property, same shall be conspicuously posted at such facility and such rules and regulations shall be effective immediately upon such posting. Care shall be taken to insure that posted rules and regulations are conspicuously displayed and easily readable and that posted signs or announcements are designed with a view toward protection from weather and the elements. Posted rules and regulations which are torn down or lost shall be promptly replaced. 11

91 Section 11. Parliamentary Rules The then latest edition of Robert's Rules of Order shall govern the conduct of all meetings of the Members and the Board; provided, however, if such rules of order are in conflict with any of Harbor Vista Townhomes Documents, Robert's Rules of Order shall yield to the provisions of such instrument. Section 12. Roster of Owners Each Owner shall file with the Association a copy of the deed or other document showing his/her ownership. The Association shall maintain such information. The Association may rely on the accuracy of such information for all purposes until notified in writing of changes therein. Section 13. Amendment of the Bylaws These Bylaws maybe amended as hereinafter set forth in this Section After the Turnover Date, any Bylaw of the Association may be amended or repealed, and any new Bylaw of the Association may be adopted by either: (i) a majority vote of the Members at any Annual Members' Meeting or any special meeting of the Members called for that purpose or by majority action of the Members who have acted by written response in lieu of a Meeting as permitted by these Bylaws; or (ii) by the affirmative vote of a majority of the Directors then in office at any regular meeting of the Board or at any special meeting of the Board called for that purpose or by written instrument signed by all of the Directors as is permitted by these Bylaws, provided that the Directors shall not have any authority to adopt, amend or repeal any Bylaw if such new Bylaw or such amendment or the repeal of a Bylaw would be inconsistent with any Bylaw previously adopted by the Members Notwithstanding any of the foregoing provisions of this Section 13 to the contrary, until the Turnover Date, all amendments or modifications to these Bylaws and 12

92 adoption or repeal of Bylaws shall only be made by action of the First Board as described in the Articles, which First Board shall have the power to amend, modify, adopt and repeal any Bylaws without the requirement of any consent, approval or vote of the Members Notwithstanding the foregoing provisions of this Section 13, there shall be no amendment to these Bylaws which shall abridge, amend or alter the rights of (i) Declarant, without the prior written consent thereto by Declarant for so long as Declarant holds title to at least one (1) Flat; or (ii) any Institutional Mortgagee without the prior written consent of such Institutional Mortgagee Any instrument amending, modifying, repealing or adding Bylaws shall identify the particular section or sections affected and give the exact language of such modification, amendment or addition or of the provisions repealed. A copy of each such amendment, modification, repeal or addition attested to by the Secretary or Assistant Secretary of the Association shall be recorded amongst the Public Records of the County. Section 14. Interpretation In the case of any conflict between the Articles and these Bylaws, the Articles shall control; and in the case of any conflict between the Declaration and these Bylaws, the Declaration shall control; and in the event of any conflict between the Articles and the Declaration, the Declaration shall control. HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC., a Florida not-for profit corporation By: Douglas Faulkner, President Attest: Daniel D. O'Malley, Secretary 13

93 --Th -Th -Th --- -m HARBOR VISTA HOA BUDGET Expense Monthly Expense Annual Expense 1, , ,400 18, ,200 Account Fees 140 Annual corporate filing fees Backflow certification Bank charges , Electricity- common area 200 Garbage 1, General/miscellaneous repairs 75 m Insurance-directors 100 -Th Insurance-fidelity Insurance-property 2,667 28,000 Irrigation maintenance 200 2, Landscape maintenance 800 9, Management fee 400 4, Porter service 320 3,840 Postage Pressure Cleaning 100 1,200 -Th Real estate taxes (common area) 100 1, Water-fire sprinkler 110 1,320 Water-irrigation 200 2,400 '-- m Reserve 200 2,400 m Total 7,325 83, , ----, Number of Units , Total Cost per Unit --2-p ,996.71

94 HARBOR VISTA TOWNHOMES PURCHASE CONTRACT This Purchase Contract (the "Contract") is made between Harbordale Development, LLC, a Florida limited liability company, ("Seller") whose address is 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, and Purchaser, whose name and U.S. address are set forth below, for the purchase of the TOWNHOME as set forth below. NAME AND ADDRESS OF PURCHASER: Purchaser: Social Security: Permanent Address: City: Local Social Security: Address: (check address to be used for the mailing of notices) City: State: Zip: State: Zip: Telephone: Telephone: (Home) (Bus.) (Home) (Bus.) TOWNHOME: Purchaser hereby agrees to purchase, and Seller hereby agrees to sell and convey to Purchaser, real property comprising a residential lot and attached TOWNHOME legally described on Exhibit "A" attached hereto and made a part hereof. The TOWNHOME is located in the project known as Harbor Vista Townhomes as shown on the Site Plan attached hereto and made a part hereof as Exhibit "B" (hereinafter defined as the "TOWNHOME") in Fort Lauderdale, Florida. Since lot boundaries may change during planning and construction of the Project, Seller reserves the right to change the legal description of the Lot but the Lot will contain the dimensions shown to Purchaser and will be the same Lot, as modified, as shown on the Site Plan. The floor plan for the TOWNHOME is attached hereto as Exhibit "Cu. PURCHASE PRICE: The following items comprise the Purchase Price for TOWNHOME # Purchase Price Upgrades: (to be selected within one hundred eighty (180) days and attached as the Amenity Addendum) TOTAL PURCHASE PRICE, including upgrades METHOD OF PAYMENT: Purchaser agrees to pay the TOTAL PURCHASE PRICE in U.S. currency to Seller as follows: a) Initial Deposit due upon execution of Contract, (10%), includes Reservation Deposit b) 100% of the cost of Upgrades...(Due at time Amenity Addendum signed) c) Additional deposit due within five (5) days of notice of Receipt by Seller of building permit for TOWNHOME (2.5%) d) Additional deposit due within five (5) days of notice by Seller of concrete pour of floor of Purchaser's TOWNHOME (2.5%) TOTAL PURCHASE PRICE 1

95 7"--") ALL DEPOSITS ARE NON-REFUNDABLE. HOWEVER, ALL DEP PRICE AT CLOSING. ALL DEPOSITS WILL BEHELD I AGENT. E APPLIED TO THE TOTAL PURCHASE ARING ACCOUNT WITH ESCROW THE PURCHASER MAY NOT ASSIGN THIS CONTRACT RESELL : FFER THE UNIT FOR RESALE UNTIL EITHER THE DEVELOPER HAS SOLD ALL OF UNITS - MONTHS AFTER E DATE OF CLOSING OF ITS TOWNHOME, WHICHEVER IS SOONER. FOR THE PU e-:- z PH, THE TERM "SOLD" SHALL MEAN THAT THE SELLER HAS ENTERED INTO A BINDING CONTRACT FOR THE SALE OF A TOWNHOME AND ALL DEPOSITS PURSUANT TO THAT CONTRACT HAVE BEEN MADE AND ARE CONSIDERED NON-REFUNDABLE. BROKERAGE The provision initialed below is, selected by Buyer: (check one) Buyer hereby represents that the sale of the TOWNHOME pursuant to this Agreement was facilitated by the following brokerage company: Denson Real Estate ("Broker") and Buyer hereby represents that no Broker was involved in facilitating this Agreement except Seller's Broker, Denson Real Estate. /Th The terms of this Paragraph shall be deemed to survive the closing of the purchase of the TOWNHOME and the default of either party. It is binding on Seller and Buyer and on their respective successors and assigns. Commissions shall only be earned upon a successful closing of this Contract. STANDARD PROVISIONS: The Standard Provisions set forth on the following pages are incorporated herein and are an integral part of this Contract. Purchaser acknowledges having read same and agrees thereto. Executed the day and year written below. PURCHASER DATE PURCHASER DATE THIS CONTRACT SHALL NOT BE BINDING ON SELLER UNTIL FULLY EXECUTED BY SELLER. HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company By: Douglas Faulkner, Manager Date:

96 STANDARD PROVISIONS - HARBOR VISTA TOWNHOMES These Standard Provisions and the terms and conditions contained herein are a part of and, by this reference, incorporated into the Purchase Contract dated (the "Contract") executed between ("Purchaser") and Harbordale Development, LLC, a Florida limited liability company ("Seller"), for Lot in the community known as Harbor Vista Townhomes (the "Project"). A. TOWNHOMES /Th /Th /Th /Th 1. Finalization of TOWNHOME Selection. Purchaser acknowledges that the TOWNHOME purchased is FINAL once Seller has executed this Contract. Any request by Purchaser for a change in the TOWNHOME may or may not be accepted by Seller in the sole discretion of Seller. Should Seller approve any such request, Seller reserves the right to charge Purchaser, and Purchaser agrees to pay to Seller, a contract rewrite fee in an amount not less than $ if the request is granted at any time within thirty (30) days following the date of this Contract; or a contract rewrite fee in an amount not less than $1,500 if the request is granted at any time thereafter, however, Purchasers offer or agreement to pay such fee shall not obligate Seller to agree to the change requested. Purchaser agrees to pay the preceding fees prior to Seller executing the amendment and are non-refundable and immediately payable to Seller, as applicable, in addition to permitting and/or other costs incurred by Seller in accommodating such request, if any, plus delay damages, if any. Purchaser acknowledges that such a request may require additional time for delivery of possession of the TOWNHOME. 2. Upgrades. Purchaser acknowledges that, unless specifically included in the document entitled Standard Amenities Addendum (receipt of which is hereby acknowledged by Purchaser), all fumishings, window treatments, accessories, built-ins, lighting fixtures, custom paint colors, wall coverings, fixtures, mirrors, recessed lighting, floor coverings, Amenities and other decorative improvements appearing in the sales center, or in any artist's rendering, are not included in the TOWNHOME and may not be available for selection, purchase and/or installation in the TOWNHOME. Purchaser further acknowledges that standard cabinets, countertops, floor tile and paints may be of a different quality, color or grade than as shown. 3. Sales Center. Intentionally Omitted. 4. Standard Amenities. Purchaser acknowledges that the standard Amenities specific to the Project are set forth in the document entitled Standard Amenities Addendum. All Amenities and appliances are subject to availability and to change or substitution as deemed advisable by Seller, its architect or its engineer, or as required by law. In the event the Amenities or appliances are changed or substituted for at any time prior to closing, Seller agrees that such modifications will not substantially lessen the value of the TOWNHOME and Seller will provide substitutions which are of similar, equal or better quality. In the event the Amenities or appliances are changed or substituted for, Purchaser agrees that Purchaser will accept such changes or substitutions without compensation and that this Contract shall remain in full force and effect. PURCHASER DATE PURCHASER DATE B. CONSTRUCTION /Th /Th 1. Optional Changes to Amenities. The Purchase Price of the TOWNHOME includes those items shown on the document entitled Amenities Standard. Altemate Amenities or "upgrades" are available at Purchasers option at an additional expense. Purchaser agrees that the colors, options, changes, additions, deletions or other modifications in the construction of the TOWNHOME desired by Purchaser and agreed to at the sole discretion of Seller shall be agreed upon in writing by Purchaser and Seller at the time of execution of this Contract, and/or any Amenities Addendum. Any Amenities purchased prior to (including those at the time of execution of the Contract) or simultaneous with the Amenity Determination in accordance with the provisions of Section B.2 below, shall be subject to the provisions of Section B.3 below and will also require that of the costs of such Amenities be paid to Seller by Purchaser at the time of execution of the Contract, Amenity Addendum and/or Option Addendum therefore, as applicable. Any changes to or additional Amenities purchased after Purchaser has completed the Selection Process, as determined in the sole discretion of Seller, shall also be subject to the provisions of Section B.3 below and, if accepted by Seller (which it shall have no obligation to do), will require that of the additional costs or charges incurred due to such changes to or additional Amenities be paid to Seller by Purchaser at the time of execution of the applicable Amenity Addendum, Addendum and/or Change Order Form(s), as applicable. All such payments shall not be a deposit or any part of a deposit for the purchase of the TOWNHOME but are separate consideration paid by Purchaser to Seller to induce Seller to alter or amend Sellers plans, specifications and procedures to accommodate the preferences of Purchaser. Further, because of the personalized nature of the Amenities, such payments shall not be refunded to Purchaser under any circumstances other than a default by Seller (which Seller fails to cure after notice and the expiration of the applicable cure period) without any default by Purchaser, and Seller shall be entitled to retain such payments in the event of a default by Purchaser as liquidated damages in accordance with the provisions of Section F.1 below. 2. Purchaser Selections. Purchaser shall complete the Amenity and color selection process for the TOWNHOME within one hundred eighty (180) days of execution of this Contract ("Amenity Determination"). In the event Purchaser fails to make such Amenities upon execution of this Contract Seller shall have the right to construct the TOWNHOME based on Seller's standard planifor the TOWNHOME, and Seller shall have the right to make such Amenities as it deems advisable to facilitate the construction of the TOWNHOME and Purchaser agrees to accept such Amenities made by Seller. In addition, Purchaser acknowledges that Sellers sales personnel and options coordinators are not interior decorators or designers, and their participation in the Amenity Determination is merely intended to facilitate Purchasers completion of the Amenity Determination and not to recommend particular Amenities to Purchaser. In that regard, Purchaser further acknowledges and agrees that Purchaser shall be responsible for all Amenities made during the Modification, and if Purchaser is not satisfied for any reason whatsoever with any 3

97 Amenities made during the Modification, Seller shall not have any responsibility or liability therefore. Purchaser further acknowledges that Seller has sole and absolute discretion with respect to colors chosen for the exterior of the building In which the TOWNHOME is located. 3. Modifications to Amenities Standard. Purchaser acknowledges and agrees that the Amenities are FINAL once the Amenity Addendum is executed. Any request by Purchaser for changes, additions, deletions or other modifications to the Amenities or in the construction of the TOWNHOME (the "Request") may or may not be accepted by Seller as determined in the sole discretion of Seller. Should Seller approve any Request, Seller reserves the right to charge a $1,000 administrative change order fee for each Request. Purchaser hereby agrees to pay the preceding fees prior to Seller executing the amendment and are non-refundable and immediately payable to Seller, as applicable, together with: (a) any permitting and/or other costs incurred by Seller in accommodating any Addendum by Purchaser, and (b) the selling price of the items included in the Addendum. Furthermore, if, in the sole discretion of Seller, the Addendum represents a substantial repeat of the Amenity Determination, then Seller reserves the right to charge Purchaser a $2,500 color re-selection fee. In the event Purchaser fails to timely complete the Amenity Determination as set forth in Section B.2, Purchaser acknowledges and agrees that the subsequent completion of the Amenity Determination, if not otherwise completed by Seller, shall constitute the Request and shall be subject to the fees and costs as set forth above. Should Seller approve the Request, Purchaser acknowledges and agrees that the Request may require additional time for delivery of possession of the TOWNHOME. Purchaser acknowledges and agrees that neither the Request nor any changes, additions, deletions or other modifications to the Amenities, as may be modified by the Request, shall be permitted once construction of the TOWNHOME has commenced as determined in the sole discretion of Seller. 4. Availability. Seller reserves the right to make changes and substitutions of material of a similar, equal or better quality than those contained in the sales center. In the event an item selected by Purchaser on the Amenity Addendum and/or is discontinued, changed, substituted for or otherwise made unavailable for installation, Purchaser shall promptly and without compensation re-select that item from the choices made available by Seller. The quality of the item to be re-selected shall be similar to, equal to or better than the item originally selected; however, Purchaser acknowledges and accepts that significant differences may exist in color availability. In the event Purchaser fails to timely re-select an item, Seller shall have the right to make such re-selection on behalf of Purchaser as it deems advisable to facilitate completion of construction and Purchaser agrees to accept such colors or items as selected by Seller. 5. Plans and Specifications. The TOWNHOME and the building in which it is located will be erected substantially in accordance with the plans and specifications prepared- by the architect provided, however, that the plans and specifications are subject to change, without notice, as may be deemed necessary or advisable by Seller, its architect or its engineers, or as may be required by law, or as may be necessitated by a change in Sellers subcontractors. Purchaser agrees to close notwithstanding such changes. Seller agrees that such changes shall not substantially lessen the value of the TOWNHOME. Such changes include, but shall not be limited to: changes in the dimensions of rooms, balconies and patios; and, changes in the location of doors, windows, walls, partitions, television outlets, electrical outlets, telephone outlets, outside air-conditioning components and electrical panel boxes. All illustrations shown in brochures are artist's renderings. All dimensions and locations thereon are approximate and may vary according to building conditions and codes. Decisions will be made to locate Amenities and options at the discretion of Seller without prior notice to Purchaser. The provisions of this paragraph shall survive the closing. 6. Changes In Building Code and Govemmental Fees. Purchaser acknowledges that the Purchase Price of the TOWNHOME has been agreed upon by Purchaser and Seller based upon the plans and specifications for the TOWNHOME, the applicable building codes and the applicable govemmental fees (including, by way of example and not limitation, impact fees) as they exist on the date of this Contract Purchaser further acknowledges that the applicable building codes may change after the date hereof in such a way as would require that the plans and specifications for (-"" the TOWNHOME be modified so that the TOWNHOME is constructed in compliance with the applicable building codes as modified. In addition, Purchaser acknowledges that the applicable govemmental fees may increase after the date hereof. Purchaser hereby agrees that the risk of any such changes in the applicable building codes and govemmental fees shall be bome by Purchaser; that is to say, Purchaser agrees to pay to Seller at the closing: (i) the reasonable cost of any changes made to the TOWNHOME and to the plans and specifications which were required to be made as a result of any such changes in the applicable building codes, and (ii) the amount of any increases in the applicable govemmental fees after the date hereof. Seller agrees to notify Purchaser within a reasonable time after Seller leams of any such changes in the applicable building codes and governmental fees and to keep Purchaser informed of Sellers determinations of the cost of any changes and the amount of any increases which Purchaser shall be required to bear. The provisions of this paragraph shall survive the closing. 7. Changes to Amenities Selected. If any Amenities or changes are omitted by Seller, whether as required by law or for any other reason, but excluding Sellers negligence, Purchaser shall receive a refund of any amounts paid for each item omitted and Seller will have no further liability to Purchaser. The omission of an option shall not give Purchaser the right to terminate this Contract or otherwise require Seller to install or provide the omitted option. If the omission was a result of Seller's negligence, Seller, at its sole discretion based upon the status of construction of the TOWNHOME, shall either install or provide the omitted option or give Purchaser a credit at Closing for the price of the option. If any options or upgrades have been installed by Seller in or around the TOWNHOME which have not been agreed upon in writing by Seller and Purchaser in either this Contract, any Amenity Addendum, Purchaser may elect to purchase such options or upgrades, in which event Seller shall collect the selling price of the option or upgrade from Purchaser at closing (or thereafter if discovered after closing). In the event Purchaser does not elect to purchase such options or upgrades at their selling price, Seller shall cause the option or upgrade to be removed from the TOWNHOME. The provisions of this paragraph shall survive the closing. 8. Limited Warranty. Purchaser acknowledges that at the time of execution of this Contract, Seller has no reason to know of any particular purpose Purchaser has in purchasing the TOWNHOME and items of personal property located therein other than normal residential use. Purchaser understands that the only warranties which Seller is providing are those set forth in the TOWNHOME Buyers Warranty ("TOWNHOME Buyers Warranty), which Purchaser acknowledges receiving. Seller therefore expressly makes no warranties except for those Warranties set forth in the TOWNHOME Buyers Warranty with respect to fitness, merchantability, habitability, intended use, workmanship, construction or physical condition of either the TOWNHOME, any areas which are the obligation of the Association to maintain, any fixtures or items of personal property sold pursuant to this Contract or any other real or personal property whatsoever sold hereby. At Closing Seller shall, upon request, assign to Purchaser, to the extent Seller may lawfully do so, any warranties granted by manufacturers for any items included in the TOWNHOME. Notwithstanding anything to the contrary in this Contract, Purchaser acknowledges and agrees that Seller shall be irreparably harmed if Purchaser undertakes the repair or replacement of any defective portion of the TOWNHOME, common structural elements, fixtures, items of personal property or any other real or personal property in connection with the TOWNHOME during the time in which the TOWNHOME Buyers Warranty remains in effect. Accordingly, Purchaser hereby agrees: (I) to promptly, upon Purchasers knowledge of the existence of any such defective portion, provide written notice to Seller specifying each such defective portion, upon the receipt of which Seller shall have sixty (60) days ("Repair Period) to commence to repair or replace such defective portion and diligently pursue the completion thereof; and (ii) not to repair, replace or otherwise adjust any such defective portion during the Repair Period; provided, however, that if Seller fails to commence the repair or replacement of such def ctive portion within 4 y

98 the Repair Period, Purchaser may repair or replace same. If Purchaser fails to comply with the provisions of this Section B.8, Purchaser will be deemed to have breached his obligation to mitigate damages and Purchasers conduct shall constitute an aggravation of damages. 'Th (-Th SELLER GIVES PURCHASER "THE TOWNHOME BUYERS WARRANTY" EXPRESSLY IN LIEU OF ALL OTHER EXPRESS OR IMPLIED WARRANTIES CONCERNING THE TOWNHOME SOLD OR TO BE CONSTRUCTED HEREUNDER AND THE PROPERTY SOLD HEREUNDER AND ANY OTHER REPRESENTATIONS, STATEMENTS OR PROMISES MADE BY ANY PERSON ARE UNAUTHORIZED AND ARE NOT BINDING UPON SELLER. ALL OTHER WARRANTIES WITH RESPECT TO THE TOWNHOME AND THE PROPERTY HEREUNDER ARE HEREBY DISCLAIMED, TO THE EXTENT PERMITTED BY LAW, WHETHER IMPLIED OR ARISING BY OPERATION OF LAW, COURSE OF DEALING, CUSTOM AND PRACTICE, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF HABITABILITY, MERCHANTABILITY, AND FITNESS FOR PARTICULAR PURPOSE; AND PURCHASER REPRESENTS THAT PURCHASER HAS READ AND UNDERSTOOD THIS PROVISION, AND THAT PURCHASER UNDERSTANDS AND AGREES THAT, BY ENTERING INTO THIS CONTRACT AND ACCEPTING THE BENEFITS OF THE TOWNHOME BUYERS WARRANTY, PURCHASER HAS KNOWINGLY RELINQUISHED ANY AND ALL OTHER WARRANTIES OF ANY KIND OR NATURE REGARDING THE TOWNHOME AND THE' PROPERTY. /Th Purchaser hereby acknowledges that (i) the TOWNHOME Buyers Warranty" shall not apply if the defective portion of the TOWNHOME, Common Structural Elements, fixtures or any other real or personal property has resulted from or been caused by, in whole or in part, the misuse of same (whether intentional or unintentional) by any person, firm or entity other than Seller or from an accident, casualty or physical alteration or modification; and (ii) the TOWNHOME Buyers Warranty is further conditioned upon routine maintenance being performed unless such maintenance is an obligation of Seller or a Seller controlled Association. The provisions of this Section B.8 shall survive the Closing and delivery of the Deed to Purchaser. 9. Insulation. Seller advises Purchaser that insulation has been or will be installed in the TOWNHOME. The location,type, approximate thickness and approximate R-value (according to the manufacturers thereof) of the insulation are as follows: Location Type Thickness R-Value a) Roof Concrete 4" R-19 bl Walls Block 8" R-6 c) Other The R-Value is based solely on information given by applicable manufacturers (based on thicknesses listed) and Purchaser agrees that Seller is not responsible for any manufacturer's errors. Seller reserves the right to use a different type of insulation with a different thickness and Rvalue in accordance with the provisions of Section B.5 above. PURCHASER DATE PURCHASER DATE /Th /Th C. TOWNHOME DESCRIPTION 1. Easements. Purchaser acknowledges that easement(s) are located beneath, across or over the Lot on which the TOWNHOME is located. An easement grants the right for others to use the easement property for the purposes specified in the grant of easement. A grant of easement also restricts. Purchasers usage of the easement property including, by way of example and not limitation, restricting the placement, erection or installation of improvements, structures, fences and landscaping therein. Additionally, setbacks for houses, pools, enclosures and other structures may be established from the easement line, and not the property line. The plat of the Project and the Association Documents set forth the easements which may be granted. Typical easements include, by way of example but not limitation: utility; drainage; maintenance; buffer, landscape; and irrigation. Purchaser acknowledges and agrees that Seller may not yet have granted all of the easements which will ultimately be located beneath, across or over the Lot on which the TOWNHOME is located and, accordingly, Seller shall be entitled to grant additional easements beneath, across or over the Lot on which the TOWNHOMES is located after the execution of this Contract without Purchasers consent. Purchaser shall not be entitled to receive any compensation, terminate or invalidate this Contract or transfer its Lot in the event Seller hereafter grants additional easements on the Lot on which the TOWNHOME is located. Purchaser further acknowledges and agrees that material provided to Purchaser do not necessarily depict all of the easements currently located, or which may hereafter be located, upon the Lot on which the TOWNHOME is located. Without limiting the generality of the foregoing, Purchaser acknowledges and agrees that no fence or other improvements (other than landscaping) shall be permitted on the Lot. 2. Utilities and Fixtures. Purchaser acknowledges that above ground utility equipment and fixtures, including, but not limited to, street lights, telephone boxes, cable television service pedestals, fire hydrants, electrical transformers, and/or switch cabinets, may be located within the utility easements or easements granted specifically to a utility franchise. The locations of Utilities and Fixtures are determined by the utility company, municipality and/or Association as they deem necessary in their sole discretion to supply utility services. Purchaser also acknowledges that the location or relocation of above ground equipment is absolutely not within the control or the responsibility of Seller. Purchaser hereby agrees that Purchaser is not entitled to receive either compensation, the right to terminate or invalidate this Contract or the right to transfer its Lot in the event Above Ground Equipment is located upon the Lot on which the TOWNHOME is located. 5

99 3. Survival of Closing. The provisions of this Section C shall survive the closing. PURCHASER DATE PURCHASER DATE D. CLOSING 1. Title. Seller shall convey fee simple title to the TOWNHOME to Purchaser by Special Warranty Deed, subject to: (a) the provisions of the Association Documents; (b) matters shown on any plat or replat of the Project or any portion thereof; (c) taxes and assessments for the year of closing and subsequent years, including, but not limited to, pending and certified county or municipal improvement liens; (d) matters reflected on the Title Exceptions attached hereto, receipt of which is hereby acknowledged by Purchaser, (e) any other restrictions, reservations, conditions, limitations, easements and other matters of record prior to closing or imposed by governmental authorities having Jurisdiction or control over the subject property; (f) all laws, ordinances, regulations, restrictions, prohibitions and other requirements imposed by governmental authorities, including, but not limited to, all applicable zoning, building, land use and environmental ordinances, rules and regulations, and rights or interests vested in the United States of America and/or the State of Florida; and (g) any matters not listed above as long as affirmative title insurance is given for these matters. The form of deed used to convey title is a document entitled Special Warranty Deed, receipt of which is hereby acknowledged by Purchaser. 2. Certificate of Occupancy. Completion of construction shall be conclusively evidenced by the issuance of a temporary or permanent Certificate of Occupancy, or its equivalent, by the appropriate govemmental authority. The subsequent conveyance of title to the Lot from Seller to Purchaser will constitute full performance by Seller of all Sellers obligations under this Contract (except as set forth on the "Inspection List" described in Section D.6 below). 3. Closing Date / Completion of Construction. Seller cannot guarantee a firm completion and availability date, such advance projections being, and by their very nature having to be, approximate estimates. 4. Reliance upon Estimated Closing Date. Purchaser acknowledges that the actual closing date cannot be determined until the Certificate of Occupancy (temporary or final) for the TOWNHOME is issued by the goveming authority. Therefore, Purchaser acknowledges that any estimated closing date should not be relied upon for purposes of decision making including, but not limited to, locking in mortgage interest rates, sales of existing TOWNHOMEs, terminating leases or establishing parameters of other housing arrangements. Purchaser further acknowledges that Purchaser will not rely upon any representations by Sellers representatives with respect to any estimates of closing dates during the construction of the TOWNHOME. Seller shall not be liable or held responsible for any loss, liability or claim arising out of Purchasers reliance on an estimated closing date including, by way of example and not limitation, additional monies owed to extend rate lock periods, higher interest rates due to expiration of rate lock periods, additional or higher rental payments and/or rent penalties, moving expenses and/or storage costs. 5. Actual Closing. Date. Purchaser shall close no later than ten (10) days after the date of the issuance of the temporary or final Certificate of Occupancy for the TOWNHOME, unless Seller in its sole discretion extends the closing to a later date, on the date stated in a written notice from Seller or Seller's closing agent, which notice shall be personally delivered or mailed to Purchaser, advising Purchaser of the scheduled date of closing (the "Scheduled Closing Date'). Such written notice shall be given not less than five (5) days prior to closing. The closing shall be deemed to have occurred on the date that Seller receives all funds due from Purchaser, including Purchasers mortgage proceeds, if any (the "Actual Closing Date"). If Purchaser is unable to close on the Scheduled Closing Date for any reason whatsoever, including but not limited to the unavailability of funds from Purchasers mortgage lender or another third party, Purchaser shall be in default. Purchaser further acknowledges that it is Purchaser's sole responsibility to ensure that Purchaser's lender is ready to close on time because any delay will cause Purchaser to be in default. In the event of such default, at Sellers option and without limiting the generality of Section F.1 below, Seiler may postpone the closing, in which event Purchaser agrees to pay interest on the Purchase Price at the highest non-usurious rate allowed by law or, if no rate is provided, then eighteen percent (18%) per annum from the Scheduled Closing Date until the Actual Closing Date, and further agrees that the prorations for taxes and maintenance shall be as of the Scheduled Closing Date. The parties agree that such interest charge constitutes liquidated damages to Seller for actual costs incurred and loss of interest by Seller as a result of the delay in closing. Such interest shall be charged on the closing statement through the Actual Closing Date. If Seller elects to postpone the closing, Purchaser agrees to close on the date to which closing is postponed. Should Purchaser desire to close by mail rather than in person, Seller will attempt to (but shall not be obligated to) accommodate Purchaser within the parameters of this Contract. However, any delays caused by such procedures, including delays in mail delivery, shall be the responsibility of Purchaser and shall not relieve Purchaser of the obligation to close by the Scheduled Closing Date or to pay liquidated damages as provided above. The provisions of this paragraph shall survive the closing. 6. Inspection Prior to Closing. Purchaser will be given an opportunity prior to closing, on the date and at the time scheduled by Seller, to inspect the TOWNHOME with a representative of Seller. At that time, Purchaser will sign an inspection statement listing any defects in workmanship or materials (keeping in mind the construction standards applicable in Broward County for similar property). Seller will be obligated to correct those defects at its cost. Seller will make a good faith effort to remedy all such defects before scheduling a closing. Thereafter, Seller shall schedule a second inspection by Purchaser and Seller's representative to determine that the defects have been remedied. If at that time the Seller determines that the original lists of defects has not been remedied, Seller shall have the option to further postpone closing until the remedial work is complete or to proceed to schedule closing. If Seller proceeds to schedule closing, Seller shall nonetheless be obligated to correct those defects at its cost within a reasonable period of time after closing, but Seller's obligation to correct will not be grounds for deferring the closing, nor for imposing any conditions on closing. Also, Purchaser recognizes that at the time of closing, the TOWNHOME will have a certificate of occupancy but that Seller may still be in the process of completing the finishing details. Purchaser agrees that this will not be grounds for deferring, or imposing any conditions on, closing. NO ESCROWS OR HOLDBACKS OF CLOSING FUNDS WILL BE PERMITTED. If Purchaser fails to take advantage of the right to a pre-closing inspection on the date and time scheduled by Seller, Purchaser will be deemed to have waived that right and Seller will not be obligated to reschedule Purchaser's inspection date prior to closing. Purchaser agrees not to interfere with or interrupt any workmen at the site of the TOWNHOME or in the Community. No personal inspection (other than Purchaser's pre-closing inspection) will be permitted. Purchaser may not order any work on the Property (other than options or extras which Seller agrees in writing to provide) until after closing. Purchaser's breach of these provisions will be a default and entitle Seiler immediately to its remedies for default. Before the date of closing, Seller shall obtain a certificate of occupancy for the TOWNHOME from the proper governmental agency. The common areas and other portions of the Project need not then have such certificates, if any, nor be completed. 6

100 7. Place of Closing. Closing shall take place in the office of Seller or its designated agent. All monies required to be paid by Purchaser hereunder and at closing shall be in U.S. currency in the form of a cashier's check drawn upon a financial institution with offices in Broward County or Palm Beach County, Florida, or by wire transfer in the form of federal funds. 7Th 8. Purchaser's Closing Expenses. At the closing, Purchaser shall also pay: (i) a reimbursement to Seller of utility deposits and/or installation or new service connection charges paid by Seller with respect to the TOWNHOME, if any; (ii) a reimbursement to Seller of any Increase in impact fees paid by Seller in excess of impact fees as they exist as of the date of this Contract; (iii) all costs and fees payable in connection with any mortgage that Purchaser may obtain for the purchase of the TOWNHOME, which costs are variable depending on the mortgage lender; (iv) a working capital fund contribution to the Association (or to Seller if paid by Seller to the Association in advance of closing) equal to two (2) months' share of Association assessments pursuant to the then current Estimated Operating Budget of the Association; (v) Purchaser's prorated share of the Association assessments for the assessment payment period in which closing occurs; (vi) the cost of a final survey, not to exceed $250, for Purchaser or Purchaser's lender, and (vii) a fee to Seller of one and one-three quarters percent (1.75%) of the Purchase Price of the TOWNHOME. is fee will be used in sail to pay for the costs of officially recording g - - ial Warrant II - rrl- stem. tax a ab -. _ ; - - ; d an e g - or i setmia- i A rnscetitolef insurance olic rchaser as more particularly set forth in Section D.9 below, all of which c shall be II a ' II *1 ler. fee shall be used to a the l!lr:121111k11430:1o - r andlin the Closing. The foregoing fee is g- -. u ion igt1 e documentary stam tax on the S ecial Warranty Deed will be a able at C S. e rate which was in effect on January 1, In event such rate increases prior to c osing, en Purchaser shall pay Seller the increase at closing. For purposes of this paragraph, the Purchase Price of the TOWNHOME shall be deemed to include the Total Purchase Price set forth on the first page of the Contract plus (to the extent not already included therein) the cost of any options purchased pursuant to any Amenities Addendum, Change Order Form(s) or otherwise. Purchaser shall pay all utility charges for the TOWNHOME purchased from and after the date of closing. Certified, confirmed and ratified special assessment liens as of the Scheduled Closing Date shall be paid by Seller, however, to the extent any such certified, confirmed or ratified special assessment liens are payable in installments, Purchaser shall take title subject to such liens and assume and be responsible for the balance of any installments which are payable after the Scheduled Closing Date. Pending liens as of the Scheduled Closing Date and special assessment liens which become certified, confirmed or ratified after the Scheduled Closing Date shall be the responsibility of and paid by Purchaser. The provisions of this paragraph shall survive the closing. 9. Title Insurance. A standard ALTA marketability owners tile insurance commitment and policy shall be provided to Purchaser at Sellers expense, except as specifically provided below. The owners title insurance commitment and policy will be subject to real estate taxes for the year of closing, the Association Documents, and those matters set forth in Section D.1 above. The standard printed exceptions appearing in the title insurance commitment shall be deleted at closing. Seller shall not provide an abstract of title or any other type of tile information for the TOWNHOME. In the event Purchaser elects to use a title insurance agent other than the agent selected by Seller and arranges for title insurance in place of the title insurance to be provided by Seller, (a) Purchaser must notify Seller of such election, in writing, within forty-five (45) days of the date Purchaser executes this Contract (but in any event not later than 10 days prior to closing if the closing is within the 45 day period), falling which Purchaser shall be deemed to have waived the right to select another title insurance agent, and (b) Purchaser and Seller must execute Sellers addendum with respect to the use of another title insurance agent. Sellers agreement to pay for a title insurance policy as provided above is based on the assumption that the cost of title insurance at closing will be based on the minimum rates promulgated by the Florida Insurance Commissioner which are in effect as of January 1, In the event such rates increase prior to closing and the cost of the title insurance provided by Seller increases accordingly, then Purchaser shall pay Seller for such additional cost at closing. 10. Prorations. Real estate taxes, less any available discount, the assessments payable to the Association and any other proratable items shall be prorated as of the Scheduled Closing Date, unless possession is delivered to Purchaser prior to the closing, in which event the proration shall be as of the date of delivery of possession. Nothing herein shall require Seller to deliver possession of the TOWNHOME to Purchaser prior to the Actual Closing Date. Any tax proration at closing based upon an estimate shall be subsequently readjusted at the request of either party to the transaction upon receipt of a tax bill. Any interim service fees, which have been prorated by the municipality and paid for by Seller at issuance of the certificate of occupancy, shall be reimbursed by Purchaser at closing. The provisions of this paragraph shall survive the closing. 11. Errors in Arithmetic. Errors in Arithmetic include errors in: the transfer of numbers between Contract documents; summation errors within this Contract, subsequent addendum(s) and the settlement statement; and, any other mathematics pertaining to this Contract which are clerical in nature. Purchaser and Seller have the right to demand that errors in Arithmetic be corrected. Purchaser has the obligation to pay to Seller the dollar amount of any error in Arithmetic understating the correct Total Purchase Price. Purchaser is entitled to a credit of the dollar amount of any error in Arithmetic overstating the correct Total Purchase Price. Errors in Arithmetic discovered at or prior to closing shall be settled between Purchaser and Seller at the closing. Errors in Arithmetic discovered subsequent to closing shall be settled by the appropriate transfer of funds between the parties in a timely manner. The provisions of this paragraph shall survive the closing. 12. Possession. Possession shall be delivered simultaneously with the Actual Closing Date. 13. Documents. Seller shall fumish to Purchaser at time of closing a No Lien Affidavit, a copy of the temporary or permanent certificate of occupancy and a Special Warranty Deed. PURCHASER DATE PURCHASER DATE E. HOMEOWNERS ASSOCIATION 1. Development Plan. The Project is a proposed development known as Harbor Vista Townhomes, which is planned to contain twenty-eight (28) TOWNHOMES. The Project is or will be subject to the Declaration of Covenants, Restrictions and Easements for Harbor Vista s (the "Declaration"), the Articles of Incorporation of Harbor Vista Townhomes Homeowners Association, Inc., (Association"), and the Bylaws of the Association, all as may be amended or supplemented from time to time (collectively the "Association Documents"). The purchase and use of the TOWNHOME will be subject to the terms and conditions of all the Association Documents. Purchaser agrees to be bound by, and take title to the TOWNHOME subject to the Association Documents. Purchaser acknowledges, accepts and agrees to the restrictions placed upon the TOWNHOME and the Project by the Association Documents. Purchaser acknowledges receipt of the current Association Documents and a current Estimated Operating Budget of the Association. Purchaser acknowledges and agrees that Seller, as the Developer under the Declaration, has certain rights to amend the Association Documents under the terms of the respective Association Documents, including, but not limited to, the right to modify its plan of development and the right to add to, change or reduce the planned recreational facilities 7

101 /Th /Th 2. Membership in Association. Purchaser acknowledges that, as an owner of the TOWNHOME, Purchaser will be a member of the Association, subject to all of the respective rights and obligations applicable to a member of the Association. Purchaser acknowledges that Purchaser is liable for the payment of all fees and assessments applicable to Purchaser as an owner of the TOWNHOME under the Declaration, and that the TOWNHOME will be subject to a lien as security for the payment of such fees and assessments. Purchaser acknowledges that Seller, as Developer under the Declaration, may use the working capital fund contributions paid by Purchaser pursuant to Section D.8 hereof to offset Operating Expenses (as defined in the Association Documents). Purchaser also acknowledges that Seller may have to advance money to the Association to permit It to pay for certain of its start-up expenses (which may include, by way of example but not limitation, insurance premiums, utility charges and deposits, permit and license fees, fees under service contracts, landscape maintenance, management fees and other similar expenses) and Seller is entitled to reimbursement from the Association for all of these expenses advanced by Seller. The Association may reimburse Seller out of assessments and the working capital fund contributions paid by Purchaser and the purchasers of other TOWNHOMES in the Projector by way of credit against any obligation Seller may have to the Association, at Seller's election. Purchaser acknowledges and agrees that construction of all improvements, and any modifications or additions thereto, will be subject to the requirements of the Declaration, any design guidelines promulgated under the Declaration and approval by the Board of Directors of the Association. Purchaser further acknowledges that the 'Association will be controlled by Seller and that Seller will be entitled to operate the Association until such time as control of the Association is turned over to the Homeowners. 3. Maintenance of Association Property. Purchaser acknowledges that, except as may be otherwise provided herein or in the Association Documents, the Association is responsible for all maintenance and repair of the common areas within the Project as defined In the Declaration as "Common Area" which may include, but not be limited to, the following: gates; private streets; landscaping; buffer tracts; common utilities, mailboxes, recreation areas and facilities, open space tracts; site walls or fences; monument walls; decorative street lights; irrigation; lighting; and entrance Amenities. The costs and expenses of the operation, maintenance and repair of the common areas which are maintained and repaired by the Association are shared by all Owners in the Community. Notwithstanding the preceding, a TOWNHOME owner may be additionally required to maintain certain portions of Association Property pursuant to the Association Documents. All of the foregoing maintenance obligations are more fully described in the Association Documents. 4. Estimated Operating Budget. Purchaser understands that: (a) the Estimated Operating Budget of the Association provides only an estimate of what it will cost to run the Association when the Project is fully constructed and (b) the Association may make changes in the Estimated Operating Budget at any time to cover increases or decreases in actual or estimated expenses. Purchaser also understands that the assessments for the TOWNHOME as shown in the Estimated Operating Budget are not guaranteed, except to the extent and only in the manner provided (if at all) in the Association Documents, and Seller is not obligated to pay assessments on the TOWNHOMES or lots and other property owned by Seller. Purchaser acknowledges and agrees that assessments payable by Purchaser may also change based on, among other things, the costs of operating and maintaining the recreational facilities. 5. Return of Documents. In the event the closing contemplated by this Contract is not consummated for any reason, Purchaser shall return to Seller the Association Documents furnished to Purchaser in the same condition in which Purchaser received them, allowing for normal wear and tear. Purchaser's failure to return the Association Documents shall entitle Seller to the sum of $200 to defray Seller's costs and expenses of printing and delivering the Association Documents. /Th /Th /Th 6. No Amendment. The provisions of this Section E shall survive closing; however, the provisions of this Section E are not intended to and shall not be deemed to modify, amend or otherwise alter the Association Documents. PURCHASER DATE PURCHASER DATE F. OPERATION OF CONTRACT 1. Purchaser's Default. In the event that Purchaser shall default in the performance of the obligations to be performed by Purchaser pursuant to this Contract, including, but not limited to, the timely payment of additional deposits, if and as required, and timely closing and funding of proceeds, Seller shall retain a sum equal to all deposits tendered, plus all payments for options made pursuant to Section B.1 above and/or any Amenities Addendum, or Change Order Form(s). The foregoing sum, in view of the impossibility of accurately ascertaining the loss which Seller will suffer by reason of Purchasers default hereunder, is hereby fixed and agreed as the liquidated damages which Seller will suffer by reason of such default and not as a penalty. In the event that Purchaser shall default in the performance of any of its obligations which by the terms of this Contract survive closing, Seller shall be entitled to all remedies available under applicable law. Seller, in its sole discretion, may unilaterally extend Purchaser's time frames to comply with any requirements of this Contract. Seller's failure to exercise, or delay in exercising, any of its rights or remedies shall not be construed as a waiver of any such right or remedy or a waiver of any default of Purchaser nor shall it prevent or impair the later exercise of such right or remedy by Seller. The provisions of this paragraph shall survive closing. 2. Seller's Default. If for any reason whatsoever Seller shall default in the performance of any of the obligations to be performed by Seller pursuant to this Contract, Purchaser shall give Seller written notice of such default. If Seller within seven (7) days from receipt of such written notice shall fail to take action that would cure the default within a reasonable period of time, and if Purchaser has performed all Purchaser's obligations hereunder, Purchaser shall have the option to cancel this Contract by giving written notice thereof to Seller and upon cancellation Seller shall refund to Purchaser all monies paid by Purchaser to Seller hereunder, in which event this Contract shall be terminated and neither party shall have any claim against the other. Nothing contained herein shall be deemed to restrict Purchaser's remedy of specific performance of this Contract 3. Attorneys Fees. In connection with any litigation arising out of this Contract, the prevailing party shall be entitled to recover all costs incurred, including reasonable attomeys' fees, through and including all appellate levels. The provisions of this paragraph shall survive the closing and any termination of this Contract prior to closing. 4. Construction Interference. Purchaser agrees that all matters pertaining to construction will be discussed by Purchaser only at the office of Seller. Purchaser agrees that Purchaser and Purchaser's agents and representatives shall not in any way interfere with workmen during the construction of the TOWNHOME or completion of the work specified in the Inspection List. Purchaser further agrees that Purchaser and Purchasers agents and representatives shall not visit the construction site without Seller's prior written consent, which Seller may grant or deny in Seller's sole discretion, and if Seller grants such consent, Purchaser and Purchaser's agents and representatives must be accompanied to the construction site by a representative of Seller. Seller shall not be liable or responsible for any injury, loss or damage resulting from any violation of this paragraph or any visit to the construction site by Purchaser or Purchaser's agents or representatives. In addition, Purchaser agrees to

102 /Th indemnify and hold Seller harmless from and against any and all injury, loss or damage (including, without limitation, reasonable attorneys' fees and court costs at trial and through all appellate levels and whether or not suit be brought) arising out of or in connection with any violation of this paragraph or any visit to the construction site by Purchaser or Purchaser's agents or representatives. Purchaser also agrees that prior to closing, Purchaser and Purchaser's contractors, subcontractors, agents and representatives shall not apply for any building permit with respect to the TOWNHOME for any modifications to the TOWNHOME, and that any such building permit application prior to closing may result in a delay in the issuance by the appropriate governmental authority of a certificate of occupancy for the TOWNHOME and a delay in closing. In the event of any such building permit application prior to closing, in addition to any other remedies provided for in this Contract, Seller may charge Purchaser, and Purchaser agrees to pay, an interest charge as liquidated damages in accordance with the provisions of Section D.5 above. The provisions of this paragraph shall survive the closing and any termination of this Contract prior to closing. 5. Sales Interference. Purchaser agrees not to interfere in any manner whatsoever in the sales process (including, without limitation, by picketing or distributing flyers or other literature) with other purchasers or prospective buyers in, near or around or in the vicinity of the Project or any other Project owned or developed by Seller or any of its affiliates. In the event of interference, in addition to any remedies provided for in this Contract, Seller may seek remedies available under applicable law. The provisions of this paragraph shall survive the closing and any termination of this Contract prior to closing. 6. Contract Subordination. This Contract is subordinate and subject to any mortgage which Seller may obtain to finance any portion of the construction of the Community, or any mortgage the proceeds of which are used to satisfy any such mortgage, and any modifications of such mortgages, even if such mortgages (and modifications of such mortgages) are made or recorded after the date of this Contract. The provisions hereof shall be self-executing, but Purchaser agrees upon request of Seller to execute any document of subordination as reasonably requested by Seller or any mortgage lender. If a mortgage encumbers the TOWNHOME at the time of closing, Seller may use Purchaser's closing funds to obtain a partial release of such mortgage after the closing. Neither this Agreement, nor Purchaser's payment of deposits or payment for options, shall give Purchaser any lien or claim against the TOWNHOME or the Community. The provisions of this paragraph shall survive the closing and any termination of this Contract. 7. Assignment of Contract. This Contract is not assignable by Purchaser except as set forth herein. 8. Persons Bound. This Contract, together with any amendments, modifications and/or addenda thereto, shall be construed in accordance with the laws of the State of Florida and shall, except as otherwise expressly provided herein, bind and inure to the benefit of the heirs, personal representatives, executors and successors of Purchaser and Seller. If more than one person is signing this Contract as Purchaser, all such individuals are jointly and severally bound. 9. Notices. Unless notice of change of address is given in writing, notices shall be deemed duly sent if mailed to either Seller or Purchaser at their respective addresses as listed on the front page hereof. Except as specifically provided herein to the contrary, every notice, demand or request hereunder shall be in writing, and shall be deemed to have been duly given or made if either delivered personally or mailed by registered or certified mail, return receipt requested, addressed as set forth in the previous sentence. Any such notice, demand or request by mail shall be deemed received on the date appearing on the return receipt thereof. Rejection or other refusal to accept or inability to deliver because of a changed address of which no notice has been received by Seller shall constitute receipt of the notice, demand or request sent on the date such notice was attempted to be sent by registered or certified mail, return receipt requested, addressed as set forth above. The signature of an employee, family member or any other person at the designated address shall be deemed to constitute receipt by the addressee. If Purchaser is not a resident of the United States, Purchaser shall designate a United States resident as agent for the purposes of accepting notices under this Contract and such person shall be listed on the local address section on the front page of this Contract. Notwithstanding the foregoing, notice of the acceptance of this Contract by Seller may be made by first class mail, and this Contract shall be deemed accepted by Seller on the day a fully executed copy hereof is either personally delivered to Purchaser or deposited in the U.S. mail. 10. Recording of Contract. Purchaser shall be in default by recording this Contract or any memorandum or other document referring to or describing this Contract, in the Public Records of any county in the State of Florida. Further, Purchaser shall not record any liens pending against the TOWNHOME or the Project in the Public Records of any county in the State of Florida. The provisions of this paragraph shall survive closing and any termination of this Contract. 11. Time. Time is of the essence with regard to all provisions of this Contract. All references in this Contract to days shall mean calendar days (and not business days); however, any time period provided for in this Contract which would end on a Saturday, Sunday or legal holiday shall be deemed extended to the next business day immediately following such Saturday, Sunday or legal holiday. 12. Amendment. Except as expressly provided herein to the contrary, this Contract may only be amended or modified by an instrument in writing signed by Purchaser and Seller. This Contract may not be changed or terminated orally. 13. Severability. Should any provisions or portion of this Contract be found or ruled to be invalid by a court of competent jurisdiction, the same will not Invalidate the remaining provisions of this Contract, which provisions will remain in full force and effect. Without limiting the generality of the foregoing and notwithstanding anything to the contrary in this Agreement, if any provisions of this Agreement serve to limit or qualify Sellers obligation under this Contract or limitations, or any other provisions of this Contract, are not permitted if Sellers exemption under the Federal Interstate Land Sales Full Disclosure Act is to apply or this Contract is to otherwise be fully enforceable, then all of those provisions are hereby deleted and made null and void as if never a part of this Agreement. 14. Captions. Captions contained in this Contract are inserted only as a matter of convenience and for reference and in no way define, limit, extend or describe the scope of this Contract or the intent of any provision thereof. PURCHASER DATE PURCHASER DATE

103 G. ADDITIONAL DISCLOSURES & ACKNOWLEDGMENTS 1. Receipt of Documents and Exhibits. Purchaser acknowledges receipt of copies of the following documents and exhibits: a) Association Documents; b) Escrow Agreement; c) TOWNHOME Buyers Warranty (to be provided at dosing); d) Estimated Operating Budget of the Association; e) Rules and Regulations of the Association; f) Disclosure Summary; g) Schedule of Title Exceptions to be provided at closing; h) Standard Amenities Addendum; i) Upgraded Amenities, if applicable; Purchaser hereby acknowledges that the Association Documents and the documents listed above are subject to change by Seller 2. Seller's Representations. Purchaser acknowledges that neither Seller nor any of its agents or representatives has made any representation of any kind as to tax or other economic benefits or advantages, if any, which may be realized from owning the TOWNHOME, nor any representations as to the ability or willingness of Seller or its affiliates to assist Purchaser in renting or selling the TOWNHOME. In addition, Purchaser acknowledges that neither Seller nor any of its agents or representatives has made any representation, warranty or guarantee of any kind whatsoever upon which the Purchaser has relied as to the land use plan designation, zoning, current or future uses, or any other matters with respect to any property which is located adjacent to or in the vicinity of the Community. Purchaser further acknowledges that Purchaser is responsible to make its own investigation of any such matters with the city, county, state or any other governmental agencies with jurisdiction, and Seller has no duty or obligation to disclose any such matters or any liability therefore. This Contract contains the entire understanding between Purchaser and Seller, and Purchaser hereby acknowledges that the displays, artist renderings and other promotional materials contained in or distributed from the sales office are for promotional purposes only and may not be relied upon. Purchaser warrants that Purchaser has not relied upon any verbal representations, advertising, portrayals or promises other than as expressly contained herein and in the Association Documents. The provisions of this paragraph 2 shall survive the closing. 3. Risk of Loss. Seller shall bear the risk of loss prior to closing unless possession of the TOWNHOME is delivered to Purchaser prior to closing. In the latter event, the risk of loss shall be bome by Purchaser as of the date of delivery of possession. The provisions of this paragraph shall survive the closing. 4. Real Estate Brokerage. Except as shown on page 1, Purchaser covenants and represents to Seller that Purchaser has dealt only with Seller's broker,, and has not dealt with any other real estate broker or salesperson in connection with this transaction. Purchaser agrees to indemnity and hold Seller harmless from any claim whatsoever by any other real estate broker or salesperson for any commission and for the costs and expenses of defending any claim for commission including, without limitation, reasonable attorneys' fees, arising out of or related to this transaction. Further, Purchaser acknowledges and agrees that Sellers broker,, does not represent Purchaser in any capacity. The provisions of this paragraph shall survive the closing and the termination of this Contract prior to closing. 5. Radon Disclosure. Florida Law requires the following disclosure: RADON GAS - Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risk to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. 6. Energy-Efficiency Disclosure. Pursuant to Section , Florida Statutes, Purchaser hereby acknowledges receipt of a copy of the information brochure prepared by or on behalf of the Department of Project Affairs of the State of Florida, notifying Purchaser of the option for an energy-efficiency rating of the TOWNHOME. Purchaser is further notified that pursuant to Section , Florida Statutes, the energy performance level resulting from compliance with such section shall be disclosed if requested by Purchaser. Any request to have the energy efficiency rating or energy performance level provided to Purchaser must be delivered to Seller in writing, and shall be at Purchaser's cost and expense. This paragraph and any information provided pursuant hereto is only for purposes of complying with the requirements of Chapter 553, Florida Statutes, and this Contract is not contingent upon Purchaser approving same. 7. Flood Zone Disclosure. Purchaser acknowledges that the Project is located in flood zone "AE" according to the Flood Insurance Rate Maps. In that regard, Purchaser further acknowledges that the lender, if any, which provides Purchaser with a mortgage in connection with the purchase of the TOWNHOME will require Purchaser to obtain flood insurance covering the TOWNHOME. Purchaser shall be solely responsible to pay for the cost of such flood insurance. 8. Disclosure Summary. Pursuant to Section , Florida Statutes, Seller is required to provide each prospective purchaser in the Project with a Disclosure Summary regarding the Project before such prospective purchaser executes a contract to purchase a TOWNHOME in the Community. The Disclosure Summary for the Project is incorporated into this Contract by this reference. PURCHASER SHOULD NOT EXECUTE THIS CONTRACT UNTIL PURCHASER HAS RECEIVED AND READ THE DISCLOSURE SUMMARY. In that regard, Purchaser acknowledges that Purchaser has received and read the Disclosure Summary for the Project before executing this Contract. 9. Waiver of Trial by Jury. SELLER AND PURCHASER HEREBY MUTUALLY, KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT TO A TRIAL BY JURY, AND NEITHER OF THEM SHALL SEEK A TRIAL BY JURY, IN ANY LAWSUIT OR PROCEEDING (INCLUDING, WITHOUT LIMITATION, ANY COUNTERCLAIM) BASED UPON, ARISING OUT OF OR RELATED TO THIS CONTRACT OR THE TRANSACTION CONTEMPLATED BY THIS CONTRACT. THE WAIVER CONTAINED HEREIN IS IRREVOCABLE AND SHALL BE SUBJECT TO NO EXCEPTIONS.. SELLER AND PURCHASER HEREBY ACKNOWLEDGE HAVING READ AND UNDERSTOOD THE MEANING AND RAMIFICATIONS OF THE WAIVER PROVISION. PURCHASER DATE PURCHASER DATE 10

104 H. DEPOSIT ESCROW. In accordance with the laws of the State of Florida, Section , Florida Statutes, Seller is required to advise you as follows: THE BUYER OF A ONE-FAMILY OR TWO-FAMILY RESIDENTIAL DWELLING UNIT HAS THE RIGHT TO HAVE ALL DEPOSIT FUNDS [UP TO TEN PERCENT (10%) OF THE PURCHASE PRICE] DEPOSITED IN AN ESCROW ACCOUNT. THIS RIGHT MAY BE WAIVED, IN WRITING, BY THE BUYER. Seller has two options in the event Purchaser elects not to waive the escrow deposits and Seller desires to use the escrowed funds for building purposes, as follows: a) Seller may use the escrowed funds for construction purposes only, after notifying Purchaser and obtaining a surety bond payable to Purchaser in the amount of the escrowed deposit, or Seller may obtain a master surety bond in an amount equal to or greater than the total amount of escrow deposits received by Seller, and Purchaser shall be charged at Closing an amount equal to the premium for the applicable portion of the bond securing the deposit; or b) If no surety bond is readily available in the open market, Seller may borrow money in an amount equal to the funds held in escrow, to be utilized for construction purposes only, in which case any interest which is paid by Seller on such a loan for a period not to exceed twelve (12) months shall be reimbursed to Seller by Purchaser at the time of Closing, less any interest accrued on the escrowed amount. Purchaser is further advised that in the event Purchaser waives the escrow provisions of the statute, Seller may and probably will use the deposit in the actual construction and development of the Property. Since Seller will not, in said event, be placing any of the Purchaser's deposit in escrow, the entire deposit may be so used. If the Purchaser wishes to waive the escrow of Purchasers deposit [up to ten percent (10%) of the Purchase Price], Purchaser may do so by signing the space provided in this Paragraph. PURCHASER HEREBY WAIVES THE KEEPING OF DEPOSIT IN AN ESCROW ACCOUNT AND RELEASES THE FUNDS TO SELLER. PURCHASER: PURCHASER: If Purchaser has not signed the above waiver, Purchasers deposit [up to ten percent (10%) of the Purchase Price] will be placed in escrow with Mastriana & Christiansen, P.A., (the ''Escrow Agent') in accordance with this Contract and applicable Florida law as of the date hereof. In the event that Escrow Agent resigns for any reason, Seller shall have the sole right to appoint a successor Escrow Agent who is qualified to serve under applicable Florida law and all deposits will be transferred to the successor Escrow Agent and held in escrow in accordance with this Contract and applicable Florida law. All accrued interest and deposits shall be credited to the Purchaser at the time of Closing. 11

105 EXHIBIT A Legal Description of Lot The legal description for the Lot is not currently available. Seller will provide Purchaser with the legal description for the Lot when it is completed. Since lot boundaries may change during planning and construction of the Community, Seller reserves the right to change the legal description of the Lot but the Lot will contain the dimensions shown to Purchaser and will be substantially the same Lot as shown on the Site Plan attached to this Contract as Exhibit B. 12

106 HARBOR VISTA TOWNHOMES AMENITIES STANDARD TO PURCHASE CONTRACT The following items are included in the Purchase Contract, dated, between HARBORDALE DEVELOPMENT, LLC ("Seller") and ("Purchaser) for the Townhome No. as shown on the Site Plan attached to the Purchase Contract as Exhibit "B": This Addendum is written to provide Purchaser with a list of standards included in the Townhome. It is agreed and understood the following items do not include any options and/or extras which are included in the Amenities Addendum, if applicable. STANDARD AMENITIES Kitchen Amenities: Nine-foot ceilings with designer lighting /-s\ Pre-wired for under cabinet lighting Stainless steel appliance package with electrical range and oven, dishwasher, microwave, refrigerator, and disposal Granite countertop with five-inch backsplash in choice of colors Stainless steel dual compartment sink with single-lever faucet Custom real wood cabinets in choice of colors fth Bathroom Amenities: Custom real wood cabinets in choice of colors Marble vanity tops /-s\ Separate oversized tub and shower in master bath Deluxe faucet and fixture sets Designer floor tile selections in choice of colors /-s\ Shower and tub areas tiled Interior Amenities: Two & three bedrooms, 31/z or 4 baths, and flex room Nine-foot ceilings in main living areas Seven-foot raised panel interior doors Designer floor tile in foyer, living, and dinning room Carpet in bedrooms, flex room, and stairs Walk-in closet in master bedroom Dining room pre-wired for pendant Decora light switches All bedrooms, living room, and flex room pre-wired for ceiling fans Minimum R-19 ceiling insulation and R-6 walls Impact-resistant hurricane glass windows and sliding doors Electric hot water heater One-year warranty on all materials and workmanship Telecommunication and security Amenities: Interior fire sprinklers and smoke detectors Pre-wired for cable television in the living room, flex room, and all bedrooms Pre-wired for telephone in the kitchen, living room, flex room, and all bedrooms Pre-wired security system on all movable openings c.th Pre-wired with high speed cat-5 computer cable /-s\ fth Exterior Amenities: Seven-foot doors Seven-foot sliding glass doors Exterior lighting Two-car garage with hurricane resistant paneled metal door and remote entry controls Lushly landscaped, fully sodded with automatic irrigation system. Energy-saving and quality construction Amenities: CBS wall and solid concrete slab construction Energy saving air conditioning All bedrooms, flex room, and living room, pre-wired for ceiling fans Impact-resistant hurricane glass windows and sliding doors Minimum R-19 ceiling insulation and R-6 walls Electric hot water heater One-year warranty on all materials and workmanship Two year major mechanical warranty 10 year structural warranty jsignatures APPEAR ON FOLLOWING PAGE] 13

107 [SIGNATURE PAGE] Purchaser Date Purchaser Date HARBORDALE DEVELOPMENT, LLC a Florida limited liability company By: Douglas Faulkner, Manager Date: 14

108 HARBOR VISTA TOWNHOMES AMENITITY ADDENDUM TO PURCHASE CONTRACT /Th The following items are in addition to the Purchase Contract, dated between HARBORDALE DEVELOPMENT, LLC ("Seller) and /Th ("Purchaser") for TOWNHOME No. as shown on the Site Plan attached to the Purchase Contract as Exhibit "B": This Addendum is written to provide additions and/or changes as stated in the original Purchase Contract. It is agreed and understood the following items are in addition to or in lieu of standard Amenities as found on the Amenities Standards Addendum provided to Purchaser. Items induded in the original Purchase Contract that appear on this form, if any, are shown as a "no charge item. All prices below are installed and completed with proper credits for items deleted, some items are sales tax extra, and is so stated below. Options Description Price Totals " /Th Total Cost of Changes Attach extra sheet as necessary /Th /Th PURCHASER AGREES THAT THE AMOUNT DUE PURSUANT TO THIS OPTION ADDENDUM WILL BE PAID IN FULL AT TIME OF ITS EXECUTION AND THAT IN THE EVENT PURCHASER FAILS TO CLOSE AS REQUIRED BY THE PURCHASE CONTRACT, SELLER SHALL BE ENTITLED TO RETAIN ALL SUMS PAID TO IT UNDER THIS ADDENDUM AND THE DEPOSIT PAID UNDER THE PURCHASE CONTRACT AS LIQUIDATED DAMAGES AND IN FULL SETTLEMENT OF ANY CLAIM FOR DAMAGES. PURCHASER AGREES THAT THE OPTIONS SELECTED ABOVE ARE FINAL AND NO CHANGES (ADDITIONS OR DELETIONS) WILL BE ALLOWED AFTER THE TIME PERIOD TO MAKE AMENITIES EXPIRES PURSUANT TO SECTION OF THE STANDARDS. SELLER MAY, IN ITS DISCRETION, ALLOW CHANGES IN CERTAIN CIRCUMSTANCES AFTER SUCH TIME PERIOD EXPIRES, IN WHICH EVENT, IN ADDITION TO ANY AMENITY PRICE, PURCHASER WILL BE SUBJECT TO A $1,000 PROCESSING FEE. DETAILED DESCRIPTION OF AMENITY ATTACHED HERE TO Purchaser Date /Th Purchaser HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company Date By: Douglas Faulkner, Manager Date: /Th 15 /"--\

109 HARBOR VISTA TOWNHOMES MORTGAGE CONTINGENCY ADDENDUM This Mortgage Contingency Addendum to Purchase Contract by and between HARBORDALE DEVELOPMENT, LLC, a limited liability company ("Seller), and ripurchaser"). 1. Applicability and Term. Purchaser intends to obtain a mortgage commitment from an institutional lender or mortgage company for a mortgage loan of no more than the amount of ("Mortgage Loan"), if any. Purchaser and Seller agree that this Contract is contingent upon Purchaser obtaining preliminary mortgage approval in the amount of the Mortgage Loan (the "Preliminary Approval") within sixty (60) days of the date of this Contract (the "Contingency Date") subject to the terms and conditions of this Mortgage Addendum. For purposes of this Addendum, the date of this Contract shall be the date when the Seller signs it. 2. Mortgage Loan Acts. Purchaser agrees to perform all of the following acts (the "Mortgage Loan Acts"): (a) to make application for the Mortgage Loan within thirty (30) days of the date of this Contract in form and content required by or any other lender approved by Seller (the "Mortgage Lender"); (b) to use Purchaser's best efforts to obtain the Preliminary Approval in good faith; (c) to promptly execute and supply all necessary documents and disclose all information requested by the Mortgage Lender, (d) to promptly and duly comply with all requests of Mortgage Lender and Seller to apply for the Mortgage Loan and obtain Preliminary Approval; (e) to take such actions as are reasonably necessary for obtaining the Preliminary Approval; and (f) not to take any such actions that would cause Purchaser to be disapproved for the Preliminary Approval. Purchaser's failure to perform any of the Mortgage Loan Acts, including, by way of example but not limitation, Purchaser's failure to make application for the Mortgage Loan with the Mortgage Lender within five (5) days of the date of this Contract, shall, at Sellers option, constitute a default under this Contract. Purchaser agrees that the Mortgage Lender may release to Seller information regarding the status and progress of Purchaser's loan application. Purchaser acknowledges that Seller may decide not to commence construction of the TOWNHOME or apply for a building permit therefore until Seller has received notice of the Preliminary Approval of Purchaser for the Mortgage Loan. 3. Termination of Contingency. The contingency provided for by this Mortgage Addendum (the "Contingency") shall automatically terminate and Purchaser will no longer have any right to terminate this Contract on account of a failure to obtain the Mortgage Loan for any reason upon the occurrence of any one of the five following events: (a) Seller receives Purchaser's Preliminary Approval on or before the Contingency Date; (b) on or before the Contingency Date, Seller receives a letter Issued by the Mortgage Lender declining approval of Purchaser for the Mortgage Loan, and Seller is able to procure a Preliminary Approval for Purchaser on terms set forth in Section 4 below within forty-five (45) days from Setters receipt of the letter of rejection; (c) Purchaser notifies Seller in writing of his waiver of the Contingency on or before the Contingency Date; (d) Purchaser fails to provide Seller with a letter issued by the Mortgage Lender declining approval of Purchaser for the Mortgage Loan on or before the Contingency Date; or (e) Purchaser fails to perform any of the Mortgage Loan Acts. Should the Contingency automatically terminate upon the occurrence of any one of the preceding events (c), (d) or (e) and if the total deposit shown on the Contract is less than ten percent (10%) of the Total Purchase Price, an additional deposit in a dollar amount sufficient to bring the total deposit paid by Purchaser to ten percent (10%) of the Total Purchase Price shall be immediately due and payable. The terms contained herein shall not be construed so as to create (i) a contract between Purchaser and the Mortgage Lender for the issuance of the Mortgage Loan or (ii) any other obligation or requirement that Purchaser use Mortgage Lender to obtain the closing proceeds. Purchaser hereby acknowledges and agrees that the Contingency is immediately terminated upon Seller's receipt of the Preliminary Approval regardless of whether Purchaser either accepts its terms and conditions or ultimately closes the Mortgage Loan with the Mortgage Lender. 4. Seller Obtaining Financing. Should Seller receive a letter from the Mortgage Lender declining approval of Purchaser for the Mortgage Loan on or before the Contingency Date, Purchaser agrees to provide to Seller (or the lending institution designated by Seller), at Seller's request, all personal and financial information as may be required by a lending institution including, but not limited to, tax returns and W-2 forms for the previous two (2) years. Failure to provide such information or falsifying such information constitutes a default by Purchaser under this Contract. Purchaser shall complete all mortgage loan application forms which may be provided by Seller (or the lending institution designated by Seller) within five (5) days of delivery of such forms to Purchaser. Purchaser hereby authorizes any lending institution which denied mortgage financing to Purchaser to deliver all loan application information in its possession to Seller or the lending institution designated by Seller. Purchaser agrees to accept the Preliminary Approval and the mortgage financing obtained by Seller for Purchaser within forty-five (45) days from Seller's receipt of the letter of rejection should said mortgage financing meet the mortgage terms set forth herein. In such event, in accordance with the preceding Section 3, the Contingency shall automatically terminate and Purchaser shall no longer have any right to terminate this Contract on account of a failure to obtain the Mortgage Loan for any reason. 5. Failure to Obtain Preliminary Approval. In the event Purchaser fails to obtain a Preliminary Approval on or before the Contingency Date, as evidenced by a written letter from the Mortgage Lender declining approval of Purchaser for the Mortgage Loan, and Seller is unable or unwilling to secure or provide financing within forty-five (45) days of the Contingency Date as outlined above, and if Purchaser has complied with all of the Mortgage Loan Acts, Seller shall return the deposit to Purchaser. Upon the return of the deposit, the parties shall be relieved of all further rights and obligations hereunder. Once the Preliminary Approval for the Mortgage Loan has been obtained by Purchaser or provided to Seller, the deposit monies paid by Purchaser to Seller shall no longer be refundable, unless Seller is in default hereunder (after notice and the expiration of the applicable cure period), and Purchaser will not have any right to terminate this Contract on account of a failure to obtain the Mortgage Loan for any reason. A Preliminary Approval for the Mortgage Loan which is subject to a condition or contingency shall be deemed an acceptable approval for the purposes hereunder and, hence, termination of the Contingency for purposes of this Contract. This provision is intended to cover Purchaser's receipt of a Preliminary Approval conditioned on the happening of a future event. Purchaser acknowledges that this provision is fair and reasonable and that Purchaser should properly bear the risk that, once approved, the Mortgage Lender may not close the Mortgage Loan due to, but not limited to, a change in Purchaser's financial condition, a change in interest rates or Purchaser's failure to remove a condition or contingency of the Preliminary Approval. Notwithstanding anything contained herein to the contrary, Seller reserves the 16

110 right to accept a Preliminary Approval after the Contingency Date without altering or adversely affecting any other provision of this Mortgage Addendum. 6. Title Insurance and Costs. The simultaneous issuance of a mortgagee title insurance commitment and policy is available from Seller's closing agent at Purchaser's expense. The cost of such insurance (together with the settlement fee payable to Sellers closing agent if Sellers closing agent provides settlement services to Purchaser's mortgage lender) will vary but will not exceed $500.00, provided Seller's closing agent provides the owner's policy. This cost to Purchaser will be in addition to the cost of any title endorsements which may be required by Purchasers mortgage lender. 7. Verification of Cash to Close. Purchaser intends to pay in cash the Balance of Total Purchase Price due at closing (the "Balance"), if any, as set forth on the front page of this Contract. Purchaser acknowledges that Seller may elect to not commence construction of the TOWNHOME until Seller has received written notice of Purchaser's ability to pay in cash the Balance, should Seller so request in writing to receive such written notice from Purchaser. Within twenty (20) days from the date of such written request, Purchaser agrees to deliver to Seller written verification from Purchaser's attorney, certified public accountant, bank or securities broker verifying Purchaser's ability to pay the Balance in cash at closing. Executed the day and year written below. Purchaser Date Purchaser Date THIS CONTRACT SHALL NOT BE BINDING ON SELLER UNTIL FULLY EXECUTED BY SELLER. HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company By: Douglas Faulkner, Manager Date: 17

111 DISCLOSURE SUMMARY FOR HARBOR VISTA TOWNHOMES 1. AS A PURCHASER OF PROPERTY IN THIS COMMUNITY, YOU WILL BE OBLIGATED TO BE A MEMBER OF A HOMEOWNERS ASSOCIATION. 2. THERE HAVE BEEN OR WILL BE RECORDED RESTRICTIVE COVENANTS GOVERNING THE USE AND OCCUPANCY OF PROPERTIES IN THIS COMMUNITY. 3. YOU WILL BE OBLIGATED TO PAY ASSESSMENTS TO THE ASSOCIATION, WHICH ASSESSMENTS ARE SUBJECT TO PERIODIC CHANGE. 4. YOUR FAILURE TO PAY THESE ASSESSMENTS COULD RESULT IN A LIEN ON YOUR PROPERTY. 5. THERE IS NOT AN OBLIGATION TO PAY RENT OR LAND USE FEES FOR RECREATIONAL OR OTHER COMMONLY USED FACILITIES AS AN OBLIGATION OF MEMBERSHIP IN THE HOMEOWNERS ASSOCIATION. 6. THE RESTRICTIVE COVENANTS CAN BE AMENDED WITHOUT THE APPROVAL OF THE ASSOCIATION'S MEMBERSHIP. 7. THE STATEMENTS CONTAINED IN THIS DISCLOSURE FORM ARE ONLY SUMMARY IN NATURE, AND, AS A PROSPECTIVE PURCHASER, YOU SHOULD REFER TO THE COVENANTS AND THE ASSOCIATION'S GOVERNING DOCUMENTS. 8. THESE DOCUMENTS ARE OR WILL BE MATTERS OF PUBLIC RECORD AND CAN BE OBTAINED FROM THE RECORD OFFICE IN THE COUNTY WHERE THE PROPERTY IS LOCATED AND PRIOR TO RECORDING CAN BE OBTAINED FROM SELLER'S SALES OFFICE. Th Th Th DATE: PURCHASER: DATE: PURCHASER: Th 18

112 Licensee GLOBAL REAL ESTATE ASSET Name: TEAM OPPORTUNITY REALTY License Number: LLC Rank: Real Estate Corporation License Expiration Date: 09/30/2016 Primary Status: Current Original License Date: 10/22/2015 Secondary Status: Active Related License Information License Number Status Related Party Relationship Relation Effective Type Date Current, COLEMAN, JEANET1E MARIE Qualifying 09/21/2015 Active Broker Rank Expiration Date Real 09/30/2016 Estate Broker

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121 tth PERMITTED TITLE EXCEPTIONS This document is forthcoming and will be provided at time of Closing.

122 DRAFT This Instrument Prepared by & Return to: F. Ronald Mastriana, Esquire Mastriana & Christiansen, P.A North Federal Highway, Suite 200 Fort Lauderdale, Florida (954) SPECIAL WARRANTY DEED fl THIS INDENTURE is made this day of, 2005, by and between HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company, as ("Grantor"), whose mailing address is 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida 33304, and, a whose mailing address is, as ("Grantee"). WITNESSETH: Grantor, for and in consideration of the sum of Ten Dollars ($10. 00) and other good and valuable considerations to it in hand paid by Grantee, the receipt whereof is hereby acknowledged, have granted, bargained and sold to Grantee, and Grantee's heirs and assigns, forever, the following described real property, lying and being in the County of Broward, State of Florida, to-wit: See Exhibit "A" attached hereto and made a part hereof This conveyance is made subject to: 1. Taxes for the year 2005 and subsequent years; 2. Zoning and other regulatory laws and ordinances; and, 7Th 3. Restrictions, reservations, covenants, conditions, limitations and easements of record, if any, without reimposing any such which may have expired or are no longer legally enforceable; and, 4. Easements, rights of way and reservations of record, if any, for drainage and for the installation and maintenance of public utilities; and, 5. The Declaration of Covenants, Restrictions and Easements for Harbor Vista Townhomes recorded in Official Record Book Page of the public records of Broward County, Florida; and,

123 6. Restrictions, conditions, reservations, easements and other matters contained on the Plat of of the public records of Broward County, Florida. 7. Other Exceptions to be noted are forthcoming AND Grantor does hereby specially warrant the title to said land and will defend the same against the lawful claims of all parties whomsoever claiming by, through, or under Grantor, but none others. IN WITNESS WHEREOF, Grantor has caused these presents to be executed by its undersigned, duly authorized officer, and its corporate seal to be hereunder affixed, on this, the day and year first above written. WITNESSES: HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company Name: Name: Name: Douglas J, Faulkner Title: Manager STATE OF FLORIDA ) COUNTY OF BROWARD } I HEREBY CERTIFY that on this day of, 2005, before me, an officer duly authorized in the State and County aforesaid, to take acknowledgments, personally appeared, as Authorized Member of HARBORDALE DEVELOPMENT, LLC, a Florida limited liability company, on behalf of the company and to me known to be the person described in and who executed the foregoing instrument and he acknowledged before me that he executed the same. He is personally known to me and did not take an oath. My Commission Expires: NOTARY PUBLIC Page 2 of 2

124 ESCROW AGREEMENT THIS ESCROW AGREEMENT ("Escrow Agreement") is made and entered into between HARBORDALE DEVELOPMENT, a Florida limited liability company (hereinafter referred to as "Principal(s)") and Mastriana & Christiansen, P.A., whose address is 1500 North Federal Highway, Suite 200, Fort Lauderdale, Florida (hereinafter referred to as "'Escrow Agent"). WHEREAS, Principal(s) desire that Escrow Agent hold certain property as described on "Exhibit A" hereto ("Escrowed Property") pursuant to certain documents described on "Exhibit B" hereto, if any ("Documents"); and WHEREAS, Escrow Agent has agreed to act as escrow agent for the Escrowed Property on the terms and conditions now about to be set forth NOW, THEREFORE, in consideration of the covenants and agreements herein set forth and other good and lawful consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows: I. Escrow A. Escrow Agent agrees to hold all of the Escrowed Property in escrow subject to the terms and conditions contained in this Escrow Agreement and the Documents, if any. The provisions of this Escrow Agreement shall control in the event of any conflict between the provisions hereof and the provisions of the Documents, if any. B. Unless otherwise provided for in this Escrow Agreement or any addendum hereto, Escrow Agent shall disburse the Escrowed Property without interest or other accumulation in value. C. Escrow Agent shall not he deemed to have knowledge of any matter or thing unless and until Escrow Agent has actually received written notice of such matter or thing and Escrow Agent shall not be charged with any constructive notice whatsoever. D. In the event the Escrowed Property consists in whole or in part of stocks, bonds or certificates of deposit (or any other property which may fluctuate in value) Escrow Agent shall hold in escrow, pursuant to this Escrow Agreement, any proceeds of the Escrowed Property actually delivered to Escrow Agent and realized as a result of splits, calls, redemptions or otherwise, but shall not be obliged to ascertain the existence of (or initiate recovery of) such proceeds or to become or remain informed with respect to the possibility or probability of such proceeds being realized at any time in the future, or to inform any Principal(s) or any third party with respect to the nature and extent of any proceeds realized, except upon the written request of such party, or to monitor current market values of the Escrowed Property. Further, Escrow Agent shall not be obligated to proceed with any action or inaction based on information with respect to market values of the Escrowed Property which Escrow Agent may in any manner learn, nor shall Escrow Agent he obligated to inform Principals) or any third party with respect to market values of any one or more of the Escrowed Property at any time, Escrow Agent having no duties with respect to investment management or information, all Principals) understanding and intending that Escrow Agent's

125 responsibilities are purely ministerial in nature. Any reduction in the market value or other value of the Escrowed Property while deposited with Escrow Agent shall be at the sole risk of Principal(s). E. In the event instructions from Principal(s) would require Escrow Agent to expend any monies or to incur any cost, Escrow Agent shall be entitled to refrain from taking any action until it receives payment for such costs. F. Principal(s) acknowledge and agree that nothing in this Escrow Agreement shall prohibit Escrow Agent from (1) serving in a similar capacity on behalf of others or (2) acting in the capacity of attorneys for one or more Principal(s) in connection with any matter. II. Release of Escrowed Property A. Escrow Agent agrees to release the Escrowed Property in accordance with the terms and conditions set forth in the Documents, if any, and this Escrow Agreement. B. In the event Escrow Agent shall be uncertain as to its duties or rights hereunder or shall receive, instructions, claims or demands from any Principal(s) or from third persons with respect to the Escrowed Property or any other sums or things which may be held hereunder, which, in its sole opinion, are in conflict with any provision of this Escrow Agreement and/or the Documents, if any, Escrow Agent shall be entitled to refrain from taking any action until it shall he directed otherwise in writing by all Principal(s) and said third persons, if any, or by a final order or judgment of a court of competent jurisdiction. C. If all or any portion of the Escrowed Property delivered to Escrow Agent is in the form of a check or in any other form other than cash, Escrow Agent shall deposit same as required but shall not be liable for the nonpayment thereof nor responsible to enforce collection thereof, if such check or other instrument other than cash representing the Escrowed Property is returned to Escrow Agent unpaid, Escrow Agent shall notify the applicable Principal(s) for further instructions. III. Liability of Escrow Agent A. It is agreed that the duties of Escrow Agent are purely ministerial in nature and shall be expressly limited to the safekeeping of the Escrowed Property and for the disposition of same in accordance with the Documents, if any, and this Escrow Agreement. Each Principal hereby indemnifies Escrow Agent and holds it harmless from and against any and all claims, liabilities, damages, costs, penalties, losses, actions, suits or proceedings at law or in equity, or any other expenses, fees or charges of any character or nature, which it may incur or with which it may be threatened directly or indirectly arising from or in any way connected with this Escrow Agreement or which may result from Escrow Agent's following of instructions from Principal(s), in connection therewith, indemnifies Escrow Agent against any and all expenses, including attorneys' fees and the cost of defending any action, suit, or proceeding or resisting any claim, whether or not litigation is instituted- Escrow Agent shall be vested with a lien on all Escrowed Property held hereunder which is deliverable to Principal(s) under the terms of this Escrow Agreement, for indemnification, attorneys' fees, court costs arising from any suit, interpleader or otherwise, or other expenses, tees or charges of any character or nature, which may be incurred by Escrow Agent by reason of disputes arising between Principal(s) and/or any third party as to the correct interpretation of this Escrow Agreement and/or the Documents, if any, and instructions given to Escrow Agent hereunder, or

126 otherwise, with the right of Escrow Agent, regardless of the instruments aforesaid and without the necessity of instituting any action, suit or proceeding, to hold the crowed Property until and unless said additional expenses, fees and charges shall be fully paid_ B. It is further agreed that Escrow Agent shall have the right to utilize the services of Mastriana & Christiansen, P.A. as its attorneys and same shall not affect or in any way prejudice or limit Escrow Agent's entitlement to reasonable attorney's fees for the services of such attorneys as set firth in this Escrow Agreement. IV. Disputes A. In the event Escrow Agent is joined as a party to a lawsuit by virtue of the fact that it is holding the Escrowed Property, Escrow Agent shall, at its option, either (1) tender the Escrowed Property to the registry of the appropriate court or 2) disburse the Escrowed Property in accordance with the court's ultimate disposition of the ease, and Principals) hereby, jointly and severally, indemnify and hold Escrow Agent harmless from and against any damages or losses in connection therewith including, but not limited to, reasonable attorneys' fees and court costs at all trial and appellate levels. B. In the event Escrow Agent tenders the Escrowed Property to the registry of the appropriate court and files an action of interpleader naming the Principal(s) and any affected third parties of whom Escrow Agent has received actual notice, Escrow Agent shall be released and relieved from any and all further obligation and liability hereunder or in connection herewith and Principal(s) hereby, jointly and severally, indemnify and hold Escrow Agent harmless from and against any damages or losses arising in connection therewith including, but not limited to, all costs and expenses incurred by Escrow Agent in connection with the filing of such action including, but not limited to, reasonable attorneys' fees and court costs at all trial and appellate levels, V. Term of Agreement A. This Escrow Agreement shall remain in effect unless and until it is cancelled in any of the following manners: 1, Upon written notice given by all Principal(s) of cancellation of designation of Escrow Agent to act and serve in said capacity, in which event, cancellation shall take effect no earlier than twenty (20) days after notice to Escrow Agent of such cancellation; or 2. Escrow Agent may resign as escrow agent at any time upon giving notice to Principal(s) of its desire to so resign; provided, however, that resignation of Escrow Agent shall take effect no earlier than ten (10) days after the giving of notice of resignation; or 3, Upon compliance with all escrow provisions as set forth in this Escrow Agreement and in the Documents, if any. B. In the event Principal(s) fail to agree to a successor escrow agent within the period described hereinabove, Escrow Agent shall have the right to deposit all of the Escrowed Property held hereunder into the registry of an appropriate court and request judicial determination o the rights between Principals), by interpleader or other appropriate action, and Principal{s} hereby, jointly and severally, indemnify and hold Escrow Agent harmless from and against any damages or losses in connection therewith including, but not limited to, reasonable attorneys' fees and court costs at all trial and appellate levels,

127 C. Upon termination of the duties of Escrow Agent in either mariner set forth in subparagraphs 1. or 2. of Paragraph A. of this Article V., Escrow Agent shall deliver all of the Escrowed Property to the newly appointed escrow agent designated by the Principal(s), and, except for rights of Escrow Agent specified in Paragraph A. of Article III. of this Escrow Agreement, Escrow Agent shall not otherwise have the right to withhold Escrowed Property from said newly appointed escrow agent. D. Escrow Agent shall not be bound by any modification, cancellation or rescission of this Escrow Agreement unless in writing and signed by all Principals) and Escrow Agent. In no event shall any modification of this Escrow Agreement, which shall affect the rights or duties of Escrow Agent, be binding on Escrow Agent unless it shall have given its prior written consent, VI. Notices All notices, certificates, requests, demands, materials and other communications hereunder shall he in writing and deemed to have been duly given (1) upon delivery by, hand to the appropriate address of each Principal or Escrow Agent as set forth in this Escrow Agreement or in the Documents, if any, or (2) on the third business day after mailing by United States registered or certified mail, return receipt requested, postage prepaid to such address. All notices to Escrow Agent shall he addressed to the attorney signing on behalf of Escrow Agent at the following address: Mastriana & Christiansen, P.A North Federal Highway, Suite 200 Fort Lauderdale, Florida VII. Choice of Law and Venue This Escrow Agreement shall be governed by and construed in accordance with the laws of the State of Florida. In the event any action, suit or proceeding is instituted as a result of any matter or thing affecting this Escrow Agreement, the parties hereto hereby designate Broward County, Florida, as the proper jurisdiction and the venue in which same is to be instituted. VIII. Cumulative Rights No right, power or remedy conferred upon Escrow Agent by this Escrow Agreement is exclusive of any other right, power or remedy, but each and every such right, power or remedy shall he cumulative and concurrent and shall be in addition to any other right, power or remedy Escrow Agent may have under the Escrow Agreement or now or hereafter existing at law, in equity or by statute, and the exercise of one right, power or remedy by Escrow Agent shall not be construed or considered as a waiver of any other right, power or remedy.

128 IX. Binding Agreement This Escrow Agreement shall be binding upon the Principal(s) and Escrow Agent and their respective successors and assigns. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed this day of January, Signed, Sealed and Delivered in the Presence of: ESCROW AGENT: Mastri / a & Ch :stianse, P.A. :efi. k. /Ali A ilitallim' Ronald Mastriana, Esq. PRINCIPAL (S): By: Harbordale Development, LLC, a Florida Limited Liability Company B va ys w,1 I6 1 /

129 EXHIBITA Escrowed Property The Escrowed Property shall be all money deposited in an escrow account pursuant to this Escrow Agreement in connection with the Documents listed from time to time in Exhibit B hereto.

130 EXHIBIT "B" Documents

131 RULES AND REGULATIONS FOR HARBOR VISTA TOWNHOMES The definitions contained in the Declaration of Covenants, Restrictions and Easements for Harbor Vista Townhomes ("Declaration") are incorporated herein as part of these Rules and Regulations ("Rules"). 1. No personal articles shall be allowed to stand overnight on the Association Property. 2. No Owner shall make or permit any noises that will disturb or annoy the occupants of any of the Townhomes nor do or permit anything to be done which will interfere with the rights, comfort or convenience of other Owners. 3. Each Owner shall keep his Townhome and Lot in a good state of preservation and cleanliness and shall not sweep or throw or permit to be swept or thrown any debris from the doors balconies, terraces or windows thereof. Tm 4. Each Owner who plans to be absent from his Townhome during the hurricane season must prepare his Townhome prior to his departure by: (a) Removing all furniture, potted plants and other movable objects from the terraces, balconies or outside the Townhome; and (b) Designating a responsible firm or individual satisfactory to the Association to care for the Townhome should the Townhome suffer hurricane damage. Such firm or individual shall contact the Association for clearance to install or remove hurricane shutters. 5. No rubbish, trash, garbage, refuse, or other waste material shall be kept or permitted on the Lots and/or Association Property, or other portions of the Property, except in sanitary, self-locking containers stored inside a Townhome and kept in a clean and sanitary condition, and no odor shall be permitted to arise therefrom so as to render the Property or any portion thereof unsanitary, offensive, detrimental or a nuisance to Owners or to any other property in the vicinity thereof or to its occupants. Garbage, trash, refuse or rubbish that is required to be placed at the front of the Townhome in order to be collected may be placed and kept at the front of the Townhome after 5:00 p.m. on the day before the scheduled day of collection but not sooner, and any trash facilities must be removed on the day of collection. No clothing or other household items shall be hung, dried, or aired in such a way as to be visible from the Association Property or another Lot. No stripped vehicles, lumber or other building materials, grass, tree clippings, metals, scrap, automobile pieces or parts, refuse, or trash shall be stored or allowed to accumulate on any portion of the Property (except when accumulated during construction by Declarant, during construction approved by the Committee, or when accumulated by the Association for imminent pick-up and discard). fth

132 6. No Owner shall request or cause any employee or agent of the Association to do any private business of the Owner except as shall have been approved in writing by the Association. 7. An Owner shall not cause or permit the blowing of any horn from any vehicle of which he, his guests or family shall be occupants except in an emergency requiring such horn to be sounded. 8. An Owner shall be held responsible for the actions of his lessee or family members, guests, employees and invitees. 9. Complaints regarding the management of the Association Property or regarding actions of other Owners shall be made in writing to the Association. 10. Any consent or approval given under these Rules by the Association shall be revocable at any time by the Board. 11. No garage shall be erected which is separate from the Townhome. No garage shall be permanently enclosed, and no portion of a garage originally intended for the parking of an automobile shall be converted into a living space. No individual air conditioning units which are visible from outside the Townhome shall be permitted in a garage. All garage doors shall remain closed when not being used for ingress and egress. 12. Owners are referred to the restrictions contained in the Declaration which are binding upon all Owners. 13. These Rules may be modified, added to or repealed at any time by the Association. 14. These Rules shall not apply to Developer as an Owner. By Resolution of the Board of Directors Of HARBOR VISTA TOWNHOMES HOMEOWNERS ASSOCIATION, INC.

133 DISCLOSURE SUMMARY FOR HARBOR VISTA TOWNHOMES 1. AS A PURCHASER OF PROPERTY IN THIS COMMUNITY, YOU WILL BE OBLIGATED TO BE A MEMBER OF A HOMEOWNERS ASSOCIATION. 2. THERE HAVE BEEN OR WILL BE RECORDED RESTRICTIVE COVENANTS GOVERNING THE USE AND OCCUPANCY OF PROPERTIES IN THIS COMMUNITY. 3. YOU WILL BE OBLIGATED TO PAY ASSESSMENTS TO THE ASSOCIATION, WHICH ASSESSMENTS ARE SUBJECT TO PERIODIC CHANGE. 4. YOUR FAILURE TO PAY THESE ASSESSMENTS COULD RESULT IN A LIEN ON YOUR PROPERTY. 5. THERE IS NOT AN OBLIGATION TO PAY RENT OR LAND USE FEES FOR RECREATIONAL OR OTHER COMMONLY USED FACILITIES AS AN OBLIGATION OF MEMBERSHIP IN THE HOMEOWNERS ASSOCIATION. 6. THE RESTRICTIVE COVENANTS CAN BE AMENDED WITHOUT THE APPROVAL OF THE ASSOCIATION'S MEMBERSHIP. 7. THE STATEMENTS CONTAINED IN THIS DISCLOSURE FORM ARE ONLY SUMMARY IN NATURE, AND, AS A PROSPECTIVE PURCHASER, YOU SHOULD REFER TO THE COVENANTS AND THE ASSOCIATION'S GOVERNING DOCUMENTS. 8. THESE DOCUMENTS ARE OR WILL BE MATTERS OF PUBLIC RECORD AND CAN BE OBTAINED FROM THE RECORD OFFICE IN THE COUNTY WHERE THE PROPERTY IS LOCATED AND PRIOR TO RECORDING CAN BE OBTAINED FROM SELLER'S SALES OFFICE. PURCHASER: DATE: PURCHASER: DATE:

134 RECEIPT FOR DOCUMENTS The undersigned acknowledge receipt of the items, listed below relating to Harbor Vista Townhomes, located in Fort Lauderdale, Broward County, Florida. ITEM 1. Declaration of Covenants Restrictions and Easements for Harbor Vista Townhomes 2. Articles of Incorporation of Harbor Vista Townhomes Homeowners Association, Inc. 3. Bylaws of Harbor Vista Townhomes Homeowners Association, Inc. 4. Proposed Operating Budget for Harbor Vista Townhomes 5. Form of Purchase Contract, Amenity Addendum, Mortgage Addendum 6. Floor Plans 7. Permitted Title Exceptions (to be provided at Closing) 8. Form of Special Warranty Deed (to be provided at Closing) 9. Escrow Agreement 10. Rules and Regulations for Harbor Vista Townhomes 11. Disclosure Summary for Harbor Vista Townhomes 12. Receipt for Documents 13. Amenity Standards RECEIVED DATE: PURCHASER: DATE: PURCHASER:

135 HARBOR VISTA TOWNHOMES AMENITIES STANDARD TO PURCHASE CONTRACT The following items are included in the Purchase Contract, dated, between HARBORDALE DEVELOPMENT, LLC ("Seller") and ("Purchaser) for the Townhome No. as shown on the Site Plan attached to the Purchase Contract as Exhibit "Er: This Addendum is written to provide Purchaser with a list of standards included in the Townhome. It is agreed and understood the following items do not include any options and/or extras which are included in the Amenities Addendum, if applicable. STANDARD AMENITIES Kitchen Amenities: Nine-foot ceilings with designer lighting Pre-wired for under cabinet lighting Stainless steel appliance package with electrical range and oven, dishwasher, microwave, refrigerator, and disposal Granite countertop with five-inch backsplash in choice of colors Stainless steel dual compartment sink with single-lever faucet Custom real wood cabinets in choice of colors Bathroom Amenities: Custom real wood cabinets in choice of colors Marble vanity tops Separate oversized tub and shower in master bath Deluxe faucet and fixture sets Designer floor tile selections in choice of colors Shower and tub areas tiled n Interior Amenities: Two & three bedrooms, 3 1/2 or 4 baths, and flex room Nine-foot ceilings in main living areas Seven-foot raised panel interior doors Designer floor tile in foyer, living, and dinning room Carpet in bedrooms, flex room, and stairs Walk-in closet in master bedroom Dining room pre-wired for pendant Decora light switches All bedrooms, living room, and flex room pre-wired for ceiling fans Minimum R-19 ceiling insulation and R-6 walls Impact-resistant hurricane glass windows and sliding doors Electric hot water heater One-year warranty on all materials and workmanship Telecommunication and security Amenities: Interior fire sprinklers and smoke detectors Pre-wired for cable television in the living room, flex room, and all bedrooms Pre-wired for telephone in the kitchen, living room, flex room, and all bedrooms Pre-wired security system on all movable openings Pre-wired with high speed cat-5 computer cable Exterior Amenities: Seven-foot doors Seven-foot sliding glass doors Exterior lighting Two-car garage with hurricane resistant paneled metal door and remote entry controls Lushly landscaped, fully sodded with automatic irrigation system. n. Energy-saving and quality construction Amenities: CBS wall and solid concrete slab construction Energy saving air conditioning All bedrooms, flex room, and living room, pre-wired for ceiling fans Impact-resistant hurricane glass windows and sliding doors Minimum R-19 ceiling insulation and R-6 walls Electric hot water heater One-year warranty on all materials and workmanship Two year major mechanical warranty. 10 year structural warranty jsignatures APPEAR ON FOLLOWING PAGE]

136 ].SIGNATURE PAGE]. Purchaser Date Purchaser Date HARBORDALE DEVELOPMENT, LLC a Florida limited liability company By: Douglas Faulkner, Manager Date: rth n

137 ( C ( II.1 ( I (( ( C I CX I CX III I I ( I I II III ii I I I 1.11 ( I