Art. 4

Declaration Article 4

Exhibit III

Declaration of Protective Covenants, Restrictions, and Easements

Article 4 - Association Membership and Voting Rights

4.1 Automatic Membership Every Owner, including the CLT and its Long-Term Lessees, automatically shall be a member of the Association upon becoming an Owner or Long-Term Lessee of such Residential Unit and shall remain a member until such Owner's fee simple or leasehold ceases for any reason, at which time such membership shall cease automatically as to such Residential Unit. Other than as an incident to a transfer of tile to a Residential Unit, membership in the Association shall not be transferable and any attempted transfer shall be null and void. No person, firm or corporation holding any lien, mortgage or other encumbrance upon any Residential Unit shall be entitled, by virtue of such lien, mortgage or other encumbrance to membership in the Association, or to any of the rights or privileges of such membership.

4.2 Limitation Upon Liability of the Association. Notwithstanding its duty to maintain and repair the Common Properties, the Association shall not be liable to Owners for injury or damage, other than the cost of maintenance and repair caused by latent conditions of the Common Properties. Further, the Association shall not be liable for any such injury or damage caused by defects in design or workmanship or any other reason connected with any additions, alterations, or improvements made by or on behalf of any Owner (s).

4.3 Declarant's Right to Transfer Voting Rights. Declarant shall have the right to transfer all or any portion of its voting rights and/or any or all of its rights to appoint members of the Board and hereby reserves the right to transfer any or all of its voting rights and any or all of its rights to appoint members of the Board. The number of votes entitled to be cast, if any, and/or the number of members of the Board entitled to be appointed which are transferred by Declarant shall be set forth in the deed of conveyance or other instrument of conveyance by the Declarant in Declarant's sole and absolute discretion. Such transferee, upon becoming the record owner of any portion of the Property shall be entitled to exercise the privilege of voting and/or of appointing such number of members to the Board as designated as aforesaid in the deed or other instrument of conveyance. The voting rights so transferred by Declarant shall not be thereafter assigned or transferred by such transferee of Declarant without Declarant's written consent, which may be unconditionally withheld. Anything to the contrary herein notwithstanding, Declarant shall have the right to transfer its voting rights to a transferee who may or may not be an Owner.

4.4 Voting Rights. Subject to the Declarant's voting rights in Section 4.3 hereof, each Residential Unit owned by the CLT shall be entitled to four (4) votes, and each Qualified Owner, whether a fee simple owner or Long-Term Lessee of a Residential Unit shall be entitled to one (1) vote. When more than one person holds an interest in a Lot and/or Residential Unit, the vote for such Lot and/or Residential Unit shall be cast by the Owner designated in a certificate filed with the Association and signed by all persons owning an interest. The vote for each Lot and/or Residential Unit is Indivisible. Membership in the Association shall be appurtenant to and may not be separated from fee simple or leasehold interest, in the case of a Long-Term Lessee, of a Lot and/or Residential Unit. Transfer of leasehold interest either voluntarily or by operation of law, shall terminate membership in the Association, and said membership shall thereupon be vested in the transferee. Notwithstanding anything contained in this Declaration to the contrary, until such time as Declarant shall have conveyed all the Lots (whether or not improved with Residential Unit) and contained within The Village, exclusive of conveyances to entities related to or affiliated with Declarant or conveyances to other Declarant's, or until Declarant sooner shall elect to transfer control to the non-Declarant members of the Association, Declarant shall have the sole and exclusive right to elect all officers and directors of the Association. During the period of Declarant's control, all Owners other than Declarant shall have a non-voting membership in the Association unless this provision is waived in writing by the Declarant. In the event Declarant, n its absolute discretion, elects to turn over control of the Association to the Owners prior to Declarant the required turn over, Declarant shall retain the right to appoint one (1) Director to the Board for so long as Declarant or an entity related to Declarant owns a Lot and/or Residential Unit within The Village. At such time as Declarant is not represented on the Board, the CLT shall be entitled to appoint three (3) of the five (5) members of the board, with the Qualified Owners having the right to elect two board members. Of the two members elected by the Qualified Owners, one board member shall be elected by the Long-Term Lessees and one board member shall be elected by the fee simple Qualified Owners.