Art. 5

Declaration Article 5

Exhibit III

Declaration of Protective Covenants, Restrictions, and Easements

Article 5 - Duties and Powers of the Association

5.1 In General. The Association shall govern, operate, control, manage and maintain the Common Properties, pursuant to the terms and provisions of this Declaration, the Articles of Incorporation and the By-Laws. The Association shall pay all real property ad valorem taxes and all governmental liens assessed against the Common Properties, if any. The Association shall further have the responsibility to maintain, repair, and replace the Common Properties, including, without limitation, street lights, parking areas, driveway and sewage facilities, at Common Expenses of the Association.

5.2 Additional Powers of Association. The Association, acting through the Board, shall also have the power and duty to:

A. Maintain, protect, repair, replace and otherwise manage the Common Properties, including without limitation any and all Improvements thereon in accordance with the provisions of this Declaration;

B. Preserve and enhance the natural beauty of The Village and the properties of the Members of this Association;

C. Promote the health, safety and social welfare of the Owners;

D. Own, operate, govern, administer and manage the Common Properties, including, without limitation, the sewer treatment plant;

E. Subject to the approval of the CLT, control the specifications, architecture and design appearance of The Village, including, but not limited to, elevation and location of, and landscaping around, all improvements of any type, including: walls, fences, sewers, drains, disposal systems, or other structures constructed, placed or permitted to remain in The Village, as well as the alteration, improvement, addition or change thereto in order to preserve and maintain an integrated architectural design within The Village;

F. Insure compliance with the Development Agreement and to maintain all permits for the operation of The Village, of whatever nature, as required by governmental entities having jurisdiction over The Village;

G. Make and collect assessments, of any type, in accordance with the terms herein, and bill and collect from Owners, on a per-unit, as consumed basis, for water, sewer treatment, and such additional utilities as are provided by the Association to Residential Units;

H. Provide, purchase, acquire, replace, improve, maintain and/or repair such buildings, structures, landscaping, paving and equipment, both real and personal, related to the health, safety, and social welfare of the Members as the Board, in its discretion, determines to be necessary, appropriate, and/or convenient;

I. Oversee the general operation and maintenance of The Village in such a manner as to prevent substantial injury to the use and value of all or any part of The Village;

J. Operate without profit for the sole and exclusive benefit of its Members;

K. Assure that the provisions of the Declaration are duly enforced;

L. Maintain all private streets within the Common Properties, including cleaning and periodic resurfacing, and to maintain, operate and replace any streetlights now located or to be installed on the Common Properties;

M. For the benefit of the Common Properties and the entire Project, (i) obtain all commonly metered water, sanitary sewage, gas and electric services and other such utilities or services, (ii) provide for all refuse collection, (iii) the right but not the obligation to provide cable or master television service (if any), as necessary, and (iv) charge each Owner for water, sewer and other utility services that is consumed on an individual basis. Nothing herein shall create any liability on the part of the Association for consequential or other damages resulting from the inability of the Association to so obtain, produce, circulate and provide any of the foregoing services for reasons beyond the Association's reasonable control, nor prohibit the Association from temporarily interrupting the foregoing services in order to effect necessary repairs, maintenance and replacement;

N. Grant easements, rights of way or strips of land, where necessary, for utilities, and sewer facilities and other services over the Common Properties and other portions of The Village;

O. Maintain such policy or policies of liability, fire, flood, windstorm and other insurance with respect to (i) the Common Properties and personal property located thereon or used in connection therewith, if any, owned by the Association or the Declarant as provided herein in furthering the purposes and protecting the interests of the Association and Members and as directed by this Declaration and the Bylaws of the Association and (ii) all buildings with The Village; provided however, that it shall be the right but not the obligation of the Association to prove such insurance;

P. Employ or contract with a management company (which may be an affiliate of Declarant) to perform all or any part of the duties and responsibilities of the Association, and delegate, at the option of the Board, its powers of committees, officers and employees (which may also be employees of association (s) in The Village, in which case compensation shall be equitably apportioned);

Q. Install and maintain security devices, detectors and communications facilities, and employ or contract for employment of security services, guards and watchmen for the Common Properties, if so desired by the Board;

R. Operate and maintain (or contract for the operation and maintenance of a cable TV or similar system for the benefit of Owners as specified herein, if so desired by the Board;

S. To enter into agreements to manage the Associations and maintain the Common Properties;

T. Take such other action which the Board shall deem advisable with respect to The Village as may be permitted hereunder or under law;

U. To do and perform all such other acts and things permitted and to exercise all powers granted to a corporation not for profit under the laws of the State of Florida as those laws now exist or as they may hereafter provide; and

V. To comply with all federal, state and local requirements concerning environmental protection including, but not limited to: the compliance with all water quality monitoring requirements; and the maintenance of the water management system.

5.3 Association Expenses. The Association shall, through the Board, fix and determine from time to time the sum (s) necessary and adequate to provide for the expenses of the Association. The expenses of the Association shall be assessed against the Owners as provided in Article 6 hereof.

5.4 Title to Common Properties; Conveyances to the Association. The Association shall be obligated to accept title to the Common Properties from Declarant.

5.5 Rules and Regulations. The Board may from time to time adopt or amend Rules and Regulations governing the details of the operation, use, maintenance, management and control of the Lots, Residential Units, and the Common Properties.

5.6 Budget and Accounting. The Board shall adopt a budget for each fiscal year. Such budget shall contain estimates of all costs and expenses for the proper operation, management, and maintenance of The Village as provided in the Declaration, including area within Lots, Limited Common Properties, and Common Properties, including a reasonable allowance for contingencies and reserves, and shall take into account the projected income which is to be applied in reduction of the amounts required to be collected as an assessment each year. Assessments shall be established based upon such budget. The Association shall comply with Chapter 617 concerning the adoption, notice and other requirements for homeowner associations.

5.7 Reserves.

A. Reserves for Capital Expenditures and Deferred Maintenance. Each annual budget shall include sums to be collected and maintained as reserves to be used for capital expenditures and deferred maintenance. These accounts shall include, but not be limited to, roof replacement, building painting, and pavement resurfacing. The amount to be reserved shall be computed by the Board by means of a formula based on the estimated life and estimated replacement cost of each reserve item for such completed Residential Units. Such reserves may be waived or reduced for a fiscal year by the affirmative vote of at least one-half (1/2) of the Voting Interests of the Association at a duly called Meeting of the Association. If such a meeting shall have been called and the necessary vote for waiver or reduction shall not have been attained or a quorum shall not have been obtained, the reserves as set forth in the budget shall go into effect.

B. General Operating Reserve. Each annual budget may include a sum to be collected and maintained as a general operating reserve, which sum may be used to meet deficiencies from time to time existing as a result of delinquent payment of assessments by Owners or as a result of emergencies or to pay other costs or expenses placing financial stress upon the Association. The amount to be allocated to such operating reserve and collected therefore shall not exceed ten percent (10%) of the current annual assessment levied against all of the Owners. Upon accrual in the operating reserve of a sum equal to thirty percent (30%) of the current annual assessment, no further payments shall be collected, unless such operation reserve shall be reduced below the thirty percent (30%) level, in which event, contributions to such operating reserve shall be included in the annual assessment so as to restore the operating reserve to thirty percent (30%) of the current annual assessment.

5.8 Collections. All monies collected by the Association shall be treated as the separate property of the Association. Such monies may be applied by the Association to the payment of any expense of operating the Association, or to the proper undertaking of all acts and duties imposed upon it by virtue of this Declaration, the Articles of Incorporation and the By-Laws. Monies for any assessment paid to the Association by any Owner may be commingled with monies paid to the Association by the other Owners. Although all funds and the Common Surplus shall be held for the benefit of the members of the Association, no member shall have the right to assign, hypothecate, pledge or in any manner transfer his interest therein, except as an appurtenance to his Residential Unit. When a Owner shall cease to be a member of the Association, the Association shall not be required to account to him for any share of the funds or assets of the Association, or for any sums which he may have paid to the Association.

5.9 Members' Rights. The Association shall be run by the Board and the Members shall only have such power as is specified herein or in the Articles or Bylaws. In the absence of a specific requirement of approval by Members, the Board may act on its own through it proper officers with or without a specific authorizing resolution.

5.10 Maintenance by the Association.

A. Other than the maintenance of the Common Properties, the Association shall have not obligation to maintain any portion of the Residential Units or Lots within The Village.

B. The cost of such maintenance will be a Common Expense.

5.11 Lawn and Landscaping Maintenance by the Association. The Association shall provide as a Common Expense the maintenance of all lawns and landscaping within the Common Properties. All lawns and landscaping within Lots shall be maintained by and at the expense of each respective Owner.

5.12 Access at Reasonable Hours. Except in the case of emergency when no notice is required, for the purpose of performing the maintenance authorized by this Article, the Association, through its duly authorized agents or employees, shall have the right, after five days' written notice to the Owner or the Declarant, to enter upon any Residential Unit, or the exterior of any Residential Unit, Lot and/or property owned by the Declarant which is the subject of the maintenance assessment at reasonable hours on any day except on Sunday. Said notice shall be delivered either in person or mailed to the Owner or the Declarant, by certified mail, return receipt requested. the notice shall be deemed given when mailed. Notwithstanding the foregoing, no notice shall be required for landscaping maintenance.

5.13 Easement for Maintenance. The Association is hereby granted a non-exclusive easement to enter upon any Lot, the exterior of any Residential Unit, and any property in The Village owned by the Declarant in order to provide exterior maintenance service to and upon any structure located on or upon any of such enumerated properties in accordance with the terms of this Article, including, without limitation, the right to erect and maintain thereon scaffolding or other equipment required for such maintenance service.

5.14 Fines. Notwithstanding the availability of other remedies set forth elsewhere in this Declaration, the Association shall also have the power to assess reasonable fines to enforce any of the provisions of this Declaration, the By-Laws, or rules and regulations promulgated in connection therewith, provided only that appropriate notice and right to appear be granted to any subject to such fines.