DECLARATION PROTECTIVE COVENANTS, RESTRICTIONS, EASEMENTS AND LIENS THE VISTAS HOMEOWNERS ASSOCIATION, INC. Version 5

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1 DECLARATION OF PROTECTIVE COVENANTS, RESTRICTIONS, EASEMENTS AND LIENS OF THE VISTAS HOMEOWNERS ASSOCIATION, INC. Town of Clifton Park County of Saratoga, New York Version 5 May 15, 2015 Version 5 was approved by a majority of Authorized Voting Members of The Vistas Homeowners Association on June 8,

2 THIS PAGE INTENTIONALLY LEFT BLANK 2

3 THE VISTAS HOMEOWNERS ASSOCIATION, INC. DECLARATION OF PROTECTIVE COVENANTS, RESTRICTIONS, EASEMENTS AND LIENS TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS 8 Section 1.01 Definitions ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION 11 Section 2.01 Property Section 2.02 Additional Property Section 2.03 Merger ARTICLE III THE ASSOCIATION STRUCTURE AND MEMBERSHIP 12 Section 3.01 Formation of the Association Section 3.02 Membership Section 3.04 [Intentionally Left Blank] Section 3.05 Holder of Security Interest Section 3.06 Declaration Duration Section 3.07 Undisturbed Use of Premises Section 3.08 Conveyance of a Home ARTICLE IV PROPERTY RIGHTS AND EASEMENTS 14 Section 4.01 Dedication of Association Property Section 4.02 Right and Easement of Enjoyment in and to Association Property Section 4.03 Rights of Association Section 4.04 Maintenance of Association Facilities and Easements Section 4.05 Common Utility and Conduit Easement Section 4.06 Environmental Considerations Section 4.07 [Intentionally Left Blank] Section 4.08 Rights and Easements to Owners Section 4.09 Easement Reserved to HOA for Benefit of Future Development Section 4.10 Distribution of Condemnation Awards ARTICLE V ASSESSMENTS AND WORKING CAPITAL 17 Section 5.01 Creation of the Lien Section 5.02 Basis for Assessments Section 5.03 Purpose of Assessments Section 5.04 Special Services Section 5.05 Date of Commencement and Notice of Assessments Section 5.06 Change in the Basis of Assessments Section 5.07 Special Assessments for Capital Improvements Section 5.08 Special Assessments for Loss Due to Casualty Section 5.09 Assessments Personal Obligation of the Owner and Lien on a Home 3

4 Section 5.10 Section 5.11 Section 5.12 Section 5.13 Section 5.14 Section 5.15 Section 5.16 Section 5.17 Section 5.18 TABLE OF CONTENTS Reserves Working Capital Foreclosure of Lien for Assessments Notice of Default No Exemption or Waiver of Assessments Grantee to be Liable with Grantor for Unpaid Assessments Exempt Property Right to Maintain Surplus Assessment Certificates PAGE ARTICLE VI MAINTENANCE BY THE ASSOCIATION 22 Section 6.01 Repairs and Maintenance by the Association Section 6.02 Repairs and Maintenance which are the Responsibility of Owners ARTICLE VII PARTY WALLS (FIRE WALLS) 23 Section 7.01 Party Walls (Fire Walls) Section 7.02 Maintenance of Party Walls Section 7.03 Exposure of Party Walls Section 7.04 Materials Used Section 7.05 Destruction and Repair of Party Wall Section 7.06 Party Wall Rights Run With Land Section 7.07 Arbitration ARTICLE VIII ARCHITECTURAL CONTROL 25 Section 8.01 Initial Control by Association Section 8.02 Purpose Section 8.03 Control by Association Section 8.04 Criteria Section 8.05 Submission of Plans Section 8.06 Basis for Recommendation of Disapproval of Plans Section 8.07 Written Notification of Disapproval Section 8.08 Failure of the Board to Act Section 8.09 Liability Section 8.10 Architectural Compliance Certificate Section 8.11 Completion of Work by the Board Section 8.12 Maintain File Section 8.13 Violations Section 8.14 Indemnification ARTICLE IX BUILDING RESTRICTIONS AND GENERAL COVENANTS AND RESTRICTIONS Section 9.01 Use of Property 28 a. Residential Use Only b. Refuse Disposal. c. Flammable Substances. d. Noxious or Offensive Activities. 4

5 TABLE OF CONTENTS PAGE Section 9.02 Building Restrictions 28 a. Advertising and Signs. b. Antennas, Satellite Dishes, Aerials, Solar Panels c. Awnings. d. Clotheslines e. Doors and Windows. f. Driveways and Walkways g. Fire Pits. h. Grounds Maintenance i. Hot Tubs/Spas. j. House Numbers k. Landscaping/Community Garden l. Lighting m. Mail Boxes n. Newspaper Boxes o. Out-Buildings / Storage Sheds. p. Outdoor Storage. q. Patios and Decks. r. Privacy Fencing or Panels s. Recreational Equipment. t. Roofs. u. Siding v. Swimming Pools w. Vehicle Maintenance x. Vehicle Parking y. Window Air Conditioners z. Wood-Burning Fireplaces/Fire Pits Section 9.03 Pets 31 Section 9.04 Leasing 32 ARTICLE X INSURANCE AND RECONSTRUCTION 34 Section Insurance to be Carried by the Association Section Restoration or Reconstruction After Fire or Other Casualty Section Insurance to be Carried by Owners ARTICLE XI DURATION, ENFORCEMENT AND AMENDMENT 36 Section Duration Section Declaration Runs with the Land; Enforceability Section No Waiver by Failure to Enforce Section Obligation and Lien for Cost of Enforcement by Association Section Amending Section Conflict with Municipal Laws Section Attorneys' Fees Section Change of Conditions Section Inspection and Entry Rights 5

6 TABLE OF CONTENTS PAGE ARTICLE XII COMPLIANCE AND ARBITRATION 38 Section Compliance with Rules of the Association Pursuant to This Declaration and the By-Laws ARTICLE XIII GENERAL 40 Section Headings and Captions Section Invalidity of Declaration Section Gender Section Right Reserved to Impose Additional Protective Covenants Section Notice Section Right of Association to Transfer Interest Section Right of Association to Transfer Functions Section Right of First Mortgagee to Make Payment of Charges Section Management Firm Guidelines Section Non-transferrable New Home Limited Warranty EXHIBITS TO DECLARATION Exhibit A ( Removed ) 42 Exhibit B Architectural Change/Addition Request for Approval 43 Exhibit C Certificate of Compliance 46 Exhibit D The Vistas Plot Plan 47 Exhibit E New York State Filing Receipt 49 Exhibit F Certificate of Incorporation of The Vistas Homeowners Association, Inc. 50 Exhibit G Management Company Guidelines 53 Exhibit H Opinion of Counsel 55 Exhibit I Deed, The Vistas at Clifton Park 59 SCHEDULES TO DECLARATION: SCHEDULE A Liens, Encumbrances and Other Title Exceptions 66 SCHEDULE B Legal Description of Lands of Parkland Development Corp. 67 SCHEDULE C Description of Association Properties 69 SCHEDULE C1 Lands of Parkland Development Corp. Open Space Lot #7 Revised 70 SCHEDULE C2 Lands of Parkland Development Corp. Open Space Lot #14 71 SCHEDULE C3 Lands of Parkland Development Corp. Open Space Lot #27 72 SCHEDULE C4 Lands of Parkland Development Corp. Open Space Lot #

7 DECLARATION Of PROTECTIVE COVENANTS, RESTRICTIONS, EASEMENTS AND LIENS FOR THE VISTAS HOMEOWNERS ASSOCIATION, INC. THIS DECLARATION, made [Date Unknown] by THE VISTAS AT CLIFTON PARK, LLC, a New York limited liability company, having an office at 323 Kings Road, Schenectady, New York 12304, being referred to hereinafter as the "Sponsor". The Sponsor was the owner of the property located in the Town of Clifton Park, County of Saratoga, New York, described in Article II of this Declaration which the Sponsor developed into a residential community known as The Vistas of Clifton Park upon which was constructed twenty-six (26) attached residential single-family Homes, two (2) in each of thirteen (13) Buildings, all for residential single-family use only and none of which may be otherwise subdivided. The two roadways, Vista Drive providing access from N.Y.S. Route 146, a municipal roadway maintained by the State of New York, and Vista Court providing access from Vista Drive to the Homes, both roadways to be dedicated to the Town of Clifton Park; and The Vistas Homeowners Association, Inc. was formed on August 5, 2011 under the Not-for-Profit Corporation Law of the State of New York for the purpose of exercising the functions set forth below; and The Sponsor desired that the amenities of the lands described in Schedule C to this Declaration ( Association Properties ) be available for use by the Owners and/or occupants of the Homes. 7

8 ARTICLE I DEFINITIONS Section 1.01 Definitions. The following words, when capitalized and used in this Declaration, the By-Laws, the Rules and Regulations, the Offering Plan or in any instrument supplemental to this Declaration, the By-Laws, the Rules and Regulations, or the Offering Plan, shall, unless the context otherwise prohibits, have the following meanings: a. Assessments: Charges for the maintenance and operation of Association Property, including Maintenance Assessments, Special Assessments for capital improvements, Special Assessments for loss due to casualty and any other charges deemed to be Assessments pursuant to this Declaration and the By-Laws. b. Association: The Vistas Homeowners Association, Inc. sometimes referred to as the Association or HOA. c. Association Properties: All properties, real, personal or mixed owned by the Association. d. Authorized Votes: There shall be only one vote for each Authorized Voting Owner regardless of the number of Homes owned by such Owner. e. Authorized Voting Owner or Member: The Owner of a Home. In the event a Home is owned by more than one person, the Authorized Voting Owner shall be the person named in a certificate signed by all Owners of such Home and filed with the Secretary of the Board of Directors. If such certificate is not on file, the person or entity first named on the deed by which title is obtained shall be the person considered the Authorized Voting Owner. f. Board of Directors or the Board: The Board of Directors (sometimes referred to as the Board ) elected by the Members, to administer the affairs of the Association. g. By-Laws: The By-Laws of the Association, as adopted by the initial Board and on file with the Association Documents and further as set forth in Part II of the Offering Plan, as the same may be supplemented, extended or amended from time to time. h. Declaration: This document of Protective Covenants, Restrictions, Easements and Liens of The Vistas Homeowners Association, Inc (the "Declaration") as it may, from time to time, be supplemented, extended or amended in the manner provided for herein. i First Mortgage: The first mortgage granted by an Owner of Home to a bank, federal savings and loan association, life insurance company, pension fund, trust company or other institutional lender, licensed mortgage banker or broker, or an individual. j. First Mortgagee: The original first mortgagee, its representatives, assigns or other holder of a First Mortgage on a Home and/or Lot. k. Grantee. The Purchaser of a Home. 8

9 l. Grantor. The Seller of a Home. m. Home: Each completed Home and attached garage, situated upon a Lot, as evidenced by issuance of a Certificate of Occupancy by the Town of Clifton Park. Unless the context clearly indicates otherwise, the term "Home" shall be deemed to include the attached garage and the term "Lot". n. Lot: Any portion of the Property (with the exception of the Association Properties) under the scope of this Declaration, as shown on the subdivision map filed, or to be filed, with the Saratoga County Clerk and identified as a separate parcel on the tax records of the Town of Clifton Park. Unless the context clearly indicates otherwise, the term "Lot" is included in the term "Home". o. Member: Each holder of a membership interest in The Vistas Homeowners Association, Inc. as such interests are set forth in Article III of this Declaration. p. Mortgagee: Any mortgagee, its representatives, assigns, servicing agent or other holder of a mortgage on a Home. q. Offering Plan: The Offering Plan accepted for filing by the New York State Department of Law relating to The Vistas Homeowners Association, Inc. r. Owner: The holder of record title, whether one (1) or more persons or entities, of fee simple title to any Home subject to this Declaration, whether or not such a holder actually resides in such Home. An Owner may be one or more individuals, corporations, partnerships or trusts, or any other legal entity or any of the foregoing. All such Owners are collectively called the Owner. s. Party Wall (Fire Wall): Party Wall shall mean and refer to the entire wall built as a part of the original construction of attached Homes and serves as the dividing wall and fire wall between two contiguous Homes. t. Plot Plan: See Schedule E to this Declaration. u. Privacy Fence: A Privacy Fence shall mean and refer to the divider that is situated on the boundary line of adjoining patios and/or balconies shared by Owners of the adjoining Homes providing privacy for contiguous patios and/or balconies. v. Property: All properties as are subject to this Declaration. w. Purchaser: A person who has executed a Purchase Agreement and all contingencies satisfied. x. Rules and Regulations: The Rules and Regulations of the Association governing the use and care of the Property as may be set forth in this Declaration, the By-Laws or promulgated from time to time by the Board of Directors. 9

10 y. Site Plan: The approved Site Plan or Plans as filed in the office of the Saratoga County Clerk (see Schedule B to this Declaration). z. Sponsor: The Vistas at Clifton Park, LLC, its heirs, successors and assigns. aa. Transfer of Control Date: The date on which the Sponsor transferred title to all twenty six (26) Homes. 10

11 ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION Section Property. The real property, which is and shall be held, transferred, sold, conveyed by deed and occupied subject to this Declaration, is located in the Town of Clifton Park, County of Saratoga and State of New York, contains approximately ± acres, and is more particularly described in Schedule B of this Declaration. The Deed to the property acquired by The Vistas at Clifton Park is shown as Exhibit I, hereto. Section [Intentionally Left Blank] Section Merger. Upon a merger or consolidation of the Association with another Association as provided in the Association's Certificate of Incorporation, this Declaration, By-Laws, or New York State Law, its properties, rights and obligations may, by operation of law, be transferred to another surviving or consolidated Association or, alternatively, the properties, rights and obligations of another association, may, by operation of law, be added to the properties, rights and obligations of the Association as a surviving or consolidated Association and may administer the Protective Covenants, Restrictions, Easements and Liens established by this Declaration within the Property, together with the Protective Covenants. Restrictions, Easements and Liens established upon any other Properties. No such merger or consolidation, however, shall effect any revocation, change or addition to the Protective Covenants, Restrictions, Easements and Liens established by this Declaration, except as hereinafter provided. 11

12 ARTICLE III THE ASSOCIATION STRUCTURE AND MEMBERSHIP Section Formation of the Association. Pursuant to the Not-for-Profit Corporation Law of the State of New York, on August 5, 2011 The Vistas Homeowners Association, Inc. was formed to own, operate and maintain the Association Property, manage the affairs of the Association, enforce this Declaration, the By-Laws and Rules and Regulations and to have such other specific rights, obligations, duties and functions as are set forth in this Declaration, the Certificate of Incorporation and the By-Laws of the Association, as such may be supplemented, extended or amended from time to time. Subject to the additional limitations provided in this Declaration, the Certificate of Incorporation and the By-Laws, the Association shall have all the powers and be subject to the limitations of a not-for-profit corporation as contained in the New York State Not-for-Profit Corporation Law, as the same may be amended from time to time. With respect to the legal enforceability of the provisions of the Declaration, see Opinion of Counsel. The original Association consists of twenty six (26) Homes. Section Membership. All Owners shall be deemed to automatically have become Members upon acceptance of a deed to a Home and there shall be no other qualification for membership. Membership shall be appurtenant to, and shall not be separated from, the ownership of any of the interests described in the definition of the word "Owner" as found in Article I of this Declaration. Ownership of a Home shall be the sole qualification for membership. Membership in the Association is mandatory for all Owners of Homes within the lands described in Schedule C to the Declaration. Members agree to abide by all Declarations, Covenants and By-Laws of the Association. There is no restriction upon the sale or ownership of a Home other than an Owner must be eighteen (18) years of age or older. Section Investor-Purchasers. Investor-purchasers purchasing one or more Homes, the grantee, lessee or other person accepting such interest covenants to observe, perform and be bound by the provisions of the Declaration, including the personal responsibility for payment of all charges and Assessments which may become liens on such Home. Section [Intentionally Left Blank] Section Holder of Security Interest. Any person or entity which holds an interest in a Home merely as security for the performance of an obligation shall not be a Member and shall have no voting rights. Section Declaration Duration. The Declaration shall continue in perpetuity until: (i) terminated by casualty loss, condemnation or eminent domain; or (ii) such time as withdrawal of the Property from the provisions of the Declaration is authorized by an affirmative vote of Owners by a least sixty seven percent (67%) of Authorized Votes. 12

13 Section Undisturbed Use of Premises. Any land or construction loan mortgage on any part of the development will be subordinated to the Declaration, or include a covenant which insures the Association's and/or Owners' undisturbed use of the premises for the purposes described in this Offering Plan, even in the event of foreclosure. Section Conveyance of a Home. In any conveyance of a Home, either by voluntary instrument, by operation of law or judicial proceedings, the Grantee of the Home shall be jointly and severally liable with the Grantor for any unpaid Assessments against the latter, assessed and due up to the time of the grant or conveyance without prejudice to the Grantee's right to receive from the Grantor the amounts paid by the Grantee therefore. However, any such Grantee shall be entitled to a statement from the Board of Directors setting forth the unpaid Assessments against the Grantor and the Grantee shall not be liable for, nor shall the Home conveyed be subject to, a lien for any unpaid Assessments against the Grantor in excess of the amount therein set forth. "Grantee" as used herein shall not include either the First Mortgagee of record, its successors and assigns, nor a purchaser of a Home at a foreclosure sale of a First Mortgagee or holder of title, its successors, heirs and assigns, obtained by conveyance in lieu of foreclosure. 13

14 ARTICLE IV PROPERTY RIGHTS AND EASEMENTS Section Dedication of Association Properties. a. Upon transfer of title to the first Home, the Sponsor recorded a deed to the Association in the office of the Saratoga County Clerk conveying the Association Properties to The Vistas Homeowners Association, Inc. for the use and enjoyment of all Owners, their family members, guests, lessees, licensees and invitees. Notwithstanding the foregoing, the Sponsor shall have the right to maintain a sales office within the site until title has initially transferred to all Homes. b. The Association must accept each such conveyance made by the Sponsor provided such conveyances are made without consideration. No portion of the Association Properties shall be subject to the rights and easements of enjoyment and privileges herein granted unless and until the same shall have been conveyed to the Association by deed and such deed recorded in the office of the Saratoga County Clerk. c. The site plans were approved by the Town of Clifton Park January 8, 2009, the DEC July 1, 2009 and the NYS Department of Health July 21, Building Permits No. 22 and 24, dated December 22, 2011 have been issued by the Town of Clifton Park for the construction of one Building within Lots 3 and 4, 22 and 24 Vista Court. Section Right and Easement of Enjoyment in and to Association Properties. a. Every Owner and such Owner's guests, licensees, lessees and invitees shall have a right and easement of enjoyment in and to all Association Properties. Such easements shall be appurtenant to and shall pass with the interests of each Owner. Such rights, easements and privileges shall be subject, however, to the rights of the Association as set forth in Section 4.03 herein, and the rights of Owners as set forth in Section 4.08 herein. b. Each Home shall be subject to an easement for encroachments created by construction, settling and/or overhangs (if any) of the Homes or other improvements as designed or constructed. A valid easement for said encroachments and for the maintenance of same, so long as they stand, shall and does exist. c. Nothing shall be altered, constructed within or removed from the exterior of any Home or the Association Properties (other than debris) without prior written approval of the Board of Directors in accordance with ARTICLE IV of this Declaration. Section Rights of Association. With respect to the Association Properties, and in accordance with the Certificate of Incorporation, this Declaration and the By-Laws, the Board shall have the right: a. To grant easements or rights of way to any public or private utility corporation, governmental agency or political subdivision, or cable television franchisee with or without consideration. 14

15 b. Except as set forth in this Section 4.03 (a) above, to dedicate or transfer all or any part of the fee title to the land which it owns for such purposes and subject to such conditions as may be agreed to by the Association Members and the Transferee, subject to the following: (1) such a conveyance shall require the consent of Authorized Voting Owners by an affirmative vote of sixty-seven percent (67%) of Authorized Votes, other than the Sponsor, at a regular or special meeting of Owners; and c. Subject to an affirmative vote of sixty seven percent (67%) of the Authorized Voting Owners, to borrow funds, subject to and in conjunction therewith, mortgage its Properties. Such mortgage, however, shall be subject to any and all prior easements set forth herein and/or which may be of record. The amount, terms, or rate of all borrowing and the provisions of all agreements with note holders shall be determined by the Board, acting in its sole discretion, subject to the ability of the Association to repay such borrowed funds from Special Assessments. d. Except as may be prohibited by law, the Certificate of Incorporation, this Declaration or the By-Laws, to contract with any person for the performance of its management and other duties and functions. Without limiting the foregoing, this right shall entitle the Association to enter into common management agreements with trusts, condominiums, cooperatives or other homeowners' associations. All contracts and/or agreements shall be in writing, for a period of no more than two (2) years and shall contain no self-renewing clauses. All contracts and/or agreements, including renewals thereof, shall be in writing and signed by two (2) officers of the Board and a principal of the contractor. Section Maintenance of Association Facilities and Easements. In order to preserve and enhance values, the Association Properties shall at all times be maintained and kept in good repair, and adequate funds for this purpose shall be incorporated in the annual budget. Section Common Utility and Conduit Easements. All pipes, wires, conduits and public utility lines and cable television lines located within a Home, commencing at the point of entry from the Lot line, and servicing only such Home, shall be owned, maintained, repaired and replaced by the Owner of such Home. Every Owner shall have an easement in common with the Owners of other Homes to maintain and use all pipes, wires, conduits, public utility lines and cable television lines located within the site and servicing such Owner's Home. Each Home shall be subject to an easement in favor of the Owners of other Homes to maintain and use the pipes, wires, conduits, sewer and water systems and public utility lines and cable television lines. Section Environmental Considerations. In carrying out its responsibilities to enforce the provisions of this Declaration, the Association shall consider the environmental impact of any existing or proposed activities on the Properties or any portion thereof and may, in its discretion, establish standards or guidelines aimed at reducing or eliminating any activities which could have an adverse environmental impact or take affirmative action to improve the quality of the environment, and shall comply with all applicable laws, rules and regulations. Section 4.07 [Intentionally Left Blank] 15

16 Section Rights and Easements to Owners. Every Owner shall have an easement for ingress and egress over and to all Association Properties and a common utility and conduit easements as described in Section These easements will be subject to the rights of the Association as set forth in Section 4.03 herein, provided, however, that a conveyance or encumbrance referred to in Section 4.03 and Section 4.07 hereof shall be subject to said easement for ingress and egress of each Owner, each Owner's family members, guests, lessees, licensees and invitees. Section Easements. a. Easements over the Property are reserved to the HOA, its successors and assigns, for the following purposes: (1) Ingress and egress over roadways; and (2) Use of and connection with the sewer and water systems, utility lines and related facilities, including, but not limited to, telephone, electric and cable television. This easement shall not include the right to consume any water or electric for which one or more individual Owners and/or occupants are billed directly without the consent of the individual Owners and/or occupants affected. Section Distribution of Condemnation Awards. In the event all or part of the Association Properties is taken in condemnation or eminent domain proceedings, the award from such proceedings shall be paid to the Association. The Board shall arrange for the repair and restoration of such Association Properties and shall disburse the proceeds of such award. If there shall be a surplus of such proceeds, or if the Board shall elect not to repair or restore the Association Properties, then the proceeds shall be retained in the Association s interest-bearing Reserve Fund for future capital improvements. 16

17 ARTICLE V ASSESSMENTS AND WORKING CAPITAL Section Creation of the Lien. Each Owner of a Home, by acceptance of a deed therefore, whether or not it shall be expressed in any such deed or other conveyance, shall be deemed to covenant and agree, to pay to the Association: a. Annual Assessments for the maintenance and operations of the Association Properties; and b. Special Assessments for the maintenance of the Association Properties or loss due to casualty. The Annual Assessments and Special Assessments are, together, hereinafter referred to as "Assessments". The Assessments shall be fixed, established and collected from time to time as hereinafter provided. The initial Annual Assessment as of July 1, 2014, is $2,400 per year, payable in equal installments of $200 per month on the first day of each month. Except to the extent prohibited by law, the Board, on behalf of all Owners, shall have a lien on each Home for unpaid Assessments, with monetary penalties thereon, assessed against such Home. Section Basis for Assessments. The Board shall, from time to time, but at least annually, fix and determine the budget for the continued operation of the Association and shall send a copy of the budget and any supplement to the budget to each Owner at least thirty (30) days prior to assessing the Owners thereon. The Board shall determine the total amount required, including the operational items such as insurance, repairs, reserves, maintenance and other operating expenses, as well as charges to cover any deficits from prior years and capital improvements approved by the Board. The total annual requirements and any supplemental requirements shall be allocated among, assessed to, and paid by the Owners. Each Owner shall pay a portion of said requirements, the number of which shall be one (1) and denominator of which shall be equal to the number of Homes subject to this Declaration. The sum due the Association from each Owner shall constitute an Assessment by the Board. Section Purpose of Assessments. The purpose of the Assessments shall be to fund the insurance, maintenance, repair, replacement and improvement of the Association facilities and Properties and all other expenses of the Association, including, but not necessarily limited to: a. Payment of taxes on the Association Properties, if any; b. Utility services, if any, such as electric, to service the site, which would be metered and billed to the Association. c. All casualty, liability and other insurance obtained pursuant to Article IX of this Declaration covering the Properties and the Association's officers and directors, and employees, if any. d. Accounting and record keeping of all Association financial transactions. 17

18 e. Preparation of annual financial statements and state and federal tax returns, payment of state and/or federal taxes, if any, legal, architecture, engineering, management and other professional services. f. Such other expenses of the Association as may be approved by the Board and are for the benefit of all Owners. Section Special Services. The Board may arrange for the providing of any special services for the benefit of an Owner. The cost of any special services shall be in addition to the Owner s annual Assessment payments and shall be collectible in the same manner and shall constitute a lien on such Owner s Home as set forth in Article V of this Declaration. A tenant desiring any special services shall be arranged through the Owner of the leased Home and the Owner of the leased Home shall be solely responsible for the payment of any special services contracted for at the request of such Owner s tenant. Section Change in the Basis of Assessments. a. The Board may change the basis of determining the Annual Assessments by obtaining the consent of Owners by an affirmative vote of not less than fifty-one percent (51%) of Authorized Voting Owners at a regular or special meeting of Owners. Any change in the basis of Assessments shall be equitable and nondiscriminatory. b. Written notice shall be sent at least thirty (30) days in advance of the date set for voting thereon to all Owners. A written certification of any such change shall be executed by the Board and recorded in the office of the Saratoga County Clerk. Section Special Assessments for Capital Improvements. In addition to the annual Maintenance Assessment, the Association may levy a Special Assessment for the purpose of defraying, in whole or in part, the cost of any capital improvements, including without limitation, the construction, reconstruction, replacement or repair of a capital nature to the Property, including the necessary fixtures and personal property related thereto. Any Special Assessment for the construction (rather than reconstruction or replacement) of any capital improvement, the consent of Owners shall be evidenced by an affirmative vote of no less than fifty-one percent (51%) of the Authorized Voting Owners cast in person, by mail (absentee ballot) or by proxy at a regular or special meeting duly called for this purpose, except as otherwise provided in Section 5.07 hereof. Written notice of such meeting shall be sent to all affected Owners at least ten (10) days and not more than fifty (50) days in advance, setting forth the purpose of the meeting. The Association shall establish one (1) or more due dates for each payment or partial payment of each Special Assessment and shall notify each Owner thereof, in writing, at least thirty (30) days prior to the first such due date. Section Special Assessments for Loss Due to Casualty. In addition to the annual Maintenance Assessment, the Association may levy a Special Assessment for the purpose of defraying, in whole or in part, the cost of a budget deficit, including without limitation, the construction, reconstruction, replacement or repair of Association facilities and Property, resulting from a casualty caused by nature, such as an ice storm or extraordinary snow or rain storm. Any 18

19 such Special Assessment shall not require the consent of Owners. The Association shall establish one (1) or more due dates for each payment or partial payment of such Special Assessment and shall notify each Owner thereof, in writing, at least thirty (30) days prior to the first such due date. Section Assessments: Personal Obligation of the Owner and Lien on a Home. Assessments shall be paid when due. All sums assessed by the Board, but unpaid, together with any accelerated installments, late charges, fees for violations of Rules and Regulations and interest thereon at such rate as may be fixed by the Board from time to time (such rate not to exceed the maximum rate of interest then permitted by law), shall be the personal obligation of an Owner and shall constitute a lien upon the Owner's Home prior to all other liens except: (i) tax or assessment liens on the Home by the taxing authority of any governmental unit, including, but not limited to, state, county, village and school district taxing agencies; and (ii) all sums unpaid on any First Mortgage of record encumbering any Home. Assessments shall be levied on an annual basis and shall be due and payable on a monthly basis on the first (1st) day of each month unless the Board establishes other periods of payment, except that, if an installment of Assessments due is not paid within thirty (30) days from date due, the Board may accelerate the remaining installments, if any, upon notice thereof to the delinquent Owner and if not paid within thirty (30) days from the date of such notice, the Board may file a lien against the Home, which may include accelerated remaining installments, late charges, monetary penalties and attorney fees. All costs and expenses incurred in collection of past due Assessments, including late fees and reasonable attorneys' fees, shall be added to and shall constitute an Assessment payable by such Owner. Section Reserves. The monthly reserves, as set forth in the annual budget and payable as a part of the monthly Assessment payment, shall be transferred at least quarterly to a segregated interest-bearing account. This reserve fund is not intended to be used to reduce Assessments or cover any budget deficit. The purpose of the Reserve Fund is to provide for adequate funds to replace any capital improvement as set forth in the budget footnotes and/or subsequent capital improvements. All reserve items should be reviewed annually to determine whether the funds budgeted are adequate to cover the respective replacements based on current costs, including labor and all existing capital improvements that may have been added to the Association Properties. Section Working Capital. Each initial Owner contributed two hundred dollars ($200.00) for the Association Working Capital which shall be maintained in a segregated interest-bearing account until all Homes have been sold to initial Purchasers. This Working Capital is not intended to be used to reduce Assessments, cover any budget deficit or fund the Reserves for replacements. The purpose of this Working Capital is for improvements, such as recreation equipment, to be installed within Association Properties with approval by Owners by an affirmative vote of no less than fifty one percent (51%) of the Authorized Voting Owners at a duly called meeting of Owners subsequent to Transfer of Control. Section Foreclosure of Lien for Assessments. The lien for past due Assessments may be foreclosed by the Association in accordance with the laws of the State of New York, in like manner as a mortgage on real property, and the Association shall also have the right to recover all costs incurred by it in pursuing such right, including, but not necessarily limited to, accelerated payments, if any, late charges, monetary penalties and reasonable attorneys' fees. In the event the proceeds of the foreclosure sale are not sufficient to pay such unpaid Assessments, the unpaid 19

20 balance shall be charged equally to all Owners. The Purchaser of a Home at a foreclosure sale of First Mortgage, including the First Mortgagee or a first mortgage holder obtaining title by conveyance in lieu of foreclosure, such acquirer of title, their successors or assigns, shall not be liable for Assessments unpaid up to the date of such foreclosure sale or conveyance, but shall be responsible for Assessments from the date of such foreclosure. Nothing contained in this Section with regard to the right of the Association to enforce its lien by foreclosure shall prohibit the Association from obtaining a money judgment against the Owner or Owners and issuing execution for a sheriff's sale. Section Notice of Default. The Board, when giving notice to an Owner of a default in paying Assessments, may, at its option, or shall, at the request of a Mortgagee, send a copy of such notice to such Mortgagee. The Mortgagee shall have the right to cure the Owner's default with respect to the payment of said Assessments at any time prior to the time title is conveyed. Section No Exemption or Waiver of Assessments. Every Owner shall pay the Assessments assessed against his or her Home when due and no Owner may exempt himself or herself from liability for the payment of Assessments so assessed by waiver of the use or enjoyment of any of the facilities or Property or by the abandonment of his or her Home. However, no Owner shall be liable for the payment of any Assessments accruing subsequent to a sale, transfer or other conveyance by him or her of such Home made in accordance with the provisions of this Declaration and the By-Laws. Section Grantee to be Liable with Grantor for Unpaid Assessments. In any conveyance of a Home either by voluntary instrument (except by deed to First Mortgagee in lieu of foreclosure), or by operation of law or judicial proceedings (except the purchaser at a first mortgage foreclosure), the Grantee of the Home, and the Grantee's successors, heirs and assigns, shall be jointly and severally liable with the Grantor for any unpaid Assessments against the latter, assessed and due up to the time of the grant or conveyance without prejudice to the Grantee s right to receive from the Grantor the amounts paid by the Grantee therefore. However, any such Grantee shall be entitled to a statement from the Board setting forth the unpaid Assessments against the Grantor and the Grantee shall not be liable for, nor shall the Home conveyed be subject to a lien for any unpaid Assessments against the Grantor in excess of the amount therein set forth. "Grantee" as used herein shall not include either the First Mortgagee of record, its successors, heirs and assigns, or a Purchaser of a Home at a foreclosure sale of a First Mortgagee or holder of title, its successors, heirs and assigns, obtained by conveyance in lieu of foreclosure. Section Exempt Property. Property subject to this Declaration shall be exempt from Assessment Charges and liens created herein, to the extent of any easements or other interest therein dedicated and accepted by local public authority and devoted to public use. Section Right to Maintain Surplus. The Association shall not be obligated in any calendar or fiscal year to spend all the sums collected in such year by way of Assessments or otherwise, and may carry forward as surplus any balances remaining; nor shall the Association be obligated to apply any such surpluses to the reduction of the amount of the Assessments in the succeeding year, but may carry forward from year to year such surplus as the Board, in its absolute discretion, may determine to be desirable. 20

21 Section Assessment Certificates. Upon written demand of an Owner, Prospective Purchaser, Mortgagee, lessee or title insurer of a Home, the Board, shall, within fifteen (15) days of receipt of such written demand, issue, or provide for the issuance of a certificate in writing, signed by an Officer or designee of the Association, setting forth with respect to such Home, as of the date of such certificate: (i) whether all Assessments have been paid; (ii) the amount of such Assessments, including interest, late charges and costs, if any, due and payable as of such date; and (iii) whether any other amounts or charges are owing to the Association, e.g., for the cost of extinguishing a violation of this Declaration, the By-Laws and/or Rules and Regulations. A reasonable charge, as determined by the Board, may be made for the issuance of such certificates. Any such certificate, when duly issued as herein provided, shall be conclusive and binding with regard to any matter therein stated as between the Association and any bona fide Purchaser, Mortgagee, lessee of, or title insurer of, the Home with respect to which such certificate has been issued. 21

22 ARTICLE VI MAINTENANCE BY THE ASSOCIATION Section Repairs and Maintenance by the Association. The Association shall be responsible for the following and the cost thereof shall be an expense of the Association: a. Except as specifically otherwise provided in this Section 6.01, all repair, replacement, reconstruction, and maintenance of the Association Properties; b. Contract for curbside refuse collection; c. All grassed areas within each of the Building envelopes and clean driveway-dividing islands; d. Maintain the landscaped island within Vistas Court and the grassed/landscaped areas of Lot 14 and the area north/northeast of Lot 14 identified on the Site Plan as the continuance of the multi-purpose trail which will be owned and maintained by the Town with the Association maintaining the areas around the trail and clear the berms and shrub areas as may be required; e. Maintenance, repair and replacement of all pipes, wires, conduits, utility lines and cable television lines servicing more than one Home, unless such is the responsibility of the utility or cable television company; and f. Clearing of snow from driveways and walkways at a two-inch (2 ) or more accumulation, apply ice control material as necessary. In the event of an ice storm, apply ice control material as necessary. Clear three (3) on-site fire hydrants of snow as necessary. Section Repairs and Maintenance Which Are The Responsibility of Owners. a. Except as provided in Section 6.01 above, each Owner shall be responsible for the maintenance, repair or replacement of any pipes, wires, conduits, utility lines, cable television within the Lot of each Home commencing at the point of entry to the Lot and servicing only such Home; b. Maintaining of planting/shrub beds within the Lots of the individual Homes, including weeding, mulching and trimming of shrubs and trimming any of trees within such Lot; c. All Owners are responsible for the maintenance and repairs of the interiors and exteriors of their respective Homes, including, but not limited to, garage doors, entry doors, windows, roofing and siding. 22

23 ARTICLE VII PARTY WALLS (FIRE WALLS) Section Party Walls (Fire Walls). Each wall is built as part of the original construction of the Homes and serves as the dividing line and fire wall between the adjacent Homes and is considered a Party Wall To the extent not inconsistent with the provisions of this ARTICLE VII, the general rule of law regarding Party Walls and liability for the property damage due to negligence or willful acts or omissions, shall apply to each Party Wall which was built as part of the original construction of the attached Homes and any replacement thereof. It shall be deemed that the Owners of the adjoining Homes have granted perpetual easements to each other for continuing maintenance, repair and replacement of their respective Party Walls. The foregoing shall be perpetual in duration and shall not be subject to amendment of this Declaration. Section Maintenance of Party Walls. a. Each Owner whose Home contains one or two Party Walls shall have an easement to enter upon the Home with which the Party Wall is shared to effect necessary repairs or maintenance of such Part Wall. Each Owner shall be responsible for ordinary maintenance and repair of such Owner s respective side of a Party Wall. Subject to Sections 7.03 and 7.05 hereof, if it shall become necessary to make substantial repairs to, or rebuild, a Party Wall, the cost of such repairing or rebuilding shall be borne equally by the two Owners whose Homes share such wall. b. In any event, where it is necessary for an Owner (or said Owner s authorized employees, contractors or agents) to enter upon a Home owned by another for purpose of maintaining, repairing or rebuilding a Party Wall, such right shall be exercised upon reasonable notice to the adjoining Owner and/or occupant, shall be limited to reasonable times and shall be exercised so as not to unreasonably impair the right of the adjacent Owner and/or occupant to the use and quiet enjoyment of said adjacent Home. Section Exposure of Party Wall. An Owner, who, by negligent or willful act, causes the Party Wall to be exposed to the elements, shall bear the whole cost of furnishing the necessary protection against such elements and the necessary repair caused by such act. Section Materials Used. If and when any Party Wall is repaired or rebuilt, it shall stand upon the same place and be of the same or similar material as the original Wall. Section Destruction and Repair of Party Wall. In the event of destruction of a Party Wall by fire or other casualty, to the extent that such damage is not repaired out of the proceeds of the insurance covering the hazard, the Owner of either Home which uses the Wall may restore it. The Owner who undertakes such rebuilding or repair shall be entitled to a contribution (equaling one-half (1/2) the cost of such restoration) from the Owner owning the other Home which share such Wall. Such right of contribution shall not be construed, however, to limit in any degree, the right of an Owner to seek a greater contribution if so entitled under the laws of the State of New York regarding liability for negligent or willful acts or omissions. 23

24 Section Party Wall Rights Run With Land. The rights of support, quiet enjoyment, entry to repair or restore and contribution for the cost of same, which are described in this ARTICLE VII, shall run with the land and shall bind the heirs, successors and assigns of each Owner. Section Arbitration. In the event of any dispute arising under the provisions of this ARTICLE VII each party shall choose one arbitrator and such arbitrators shall choose one additional arbitrator. The Board, or the Compliance Committee if there be one, shall appoint a chairperson. The decision shall be an affirmative vote of the majority of the arbitrators. The decision of the arbitrators shall be binding and conclusive upon the parties. However, any party to the dispute shall thereafter have the right to institute any action legally available to appeal this decision. 24

25 ARTICLE VIII ARCHITECTURAL CONTROL Section Initial Control by Association. All initial building and landscaping plans and specifications for a Home shall be in compliance with those of the Association. Upon transfer of control from the Sponsor, the Association Board may form an Architectural Committee. Such Committee shall serve in an advisory capacity to the Board. Final notifications shall be transmitted to an Owner by an elected Board Officer. The Board shall establish the responsibilities of the Committee. Section Purpose. The purpose of these guidelines and the BUILDING RESTRICTIONS AND GENERAL COVENANTS AND RESTRICTIONS set forth in ARTICLE IX herein, is to ensure the Lots and exterior of the Homes, attached garages, continue to be consistent in design thereby enhancing the value of all Homes. Any and all exterior changes to the Home and/or any out-buildings and landscaping additions and/or changes, shall be submitted to the Board for written approval, as set forth herein. Section Control by Association. Enforcement of provisions of this Declaration pertaining to exterior appearance of the Home, including garages, and/or grounds and control over any change in use or any additions, modifications or alterations to any exterior improvements on said Home or other completed portion of the Property shall be subject to prior written approval of the Board prior to commencement of any work. Proposed changes or additions to the exterior of the Home shall be documented by the Owner on an Architectural Change/Addition Request for Approval Form, shown on Exhibit B. The Owner requesting a change or addition to the exterior of the Home shall notify neighbors whose lot is contiguous to the lot upon which the proposed change is to be made, will have any view of the proposed change or addition, may be impacted in any way by the proposed change or addition. Signatures of said lot owners are required on the reverse side of the Request for Approval Form. Obtaining neighbors signatures demonstrates to the Board that the requester has reviewed the plans for the proposed change or addition with homeowners who may be affected. The completed Request for Approval Form shall be submitted to the Architectural Control Member of the Board for review and approval. Section Criteria. The Board shall establish the criteria for approval of exterior alterations, which shall include, but not necessarily be limited to, the following: a. Substantial uniformity of color, texture, location, type and design in relation to the existing residences and topography. b. Comparable, or better, quality materials as used in existing improvements on the Property. c. Compliance with governmental laws, codes and regulations. 25

26 Section Submission of Plans. Effective July 1, 2014, after transfer of title to any Home, no other exterior improvements to, or alteration of, the Home or any part of the Lot, shall be commenced, erected or maintained, unless and until the plans and specifications shall have been submitted to, and approved in writing by, the Board as set forth herein. The Board may charge and collect a reasonable fee for the examination of plans submitted for review, including any fees and reasonable expenses which may be charged by architects, engineers or attorneys retained by the Board in connection with the review of such plans. The Board shall advise the Owner, within thirty (30) days of receipt of completed plans, of the Board's decision. Section Basis for Recommendation of Disapproval of Plans. The Board may disapprove any plans submitted for any of the following reasons: a. failure of such plans to comply with Covenants and Restrictions contained in this Declaration; b. failure to include information in such plans as reasonably requested by the Board; c. failure of the applicant and/or applicant s contractor to furnish proof that liability insurance and workers' compensation insurance has been obtained in the form and amounts satisfactory to the Board to be maintained for the appropriate period of time by the applicant; d. failure of proposed Alterations to comply with any zoning, building, health or other governmental laws, codes, ordinances, rules and regulations; or e. any other matter which, in the reasonable judgment of the Board would render the proposed improvement or use inconsistent or incompatible with the general plan of improvement of the Property and the Homes, including any possible adverse impact on the use and enjoyment of the Property and/or other Homes by any other Owner or occupant. Section Written Notification of Disapproval. In any case where the Board disapproves the plans submitted, the Board shall so notify the applicant in writing, together with a statement of the reasons upon which such action was based as set forth herein. In any such case, the Board, or the Architectural Committee if there be one, if requested and if practicable, make reasonable efforts to assist and advise the applicant so that acceptable plans can be prepared and resubmitted for approval. Section Failure of the Board to Act. If any applicant has not received notice from the Board approving (including qualified approval) or disapproving any plans within thirty (30) days after submission pursuant to Section 8.02 hereof, said applicant may notify the Board in writing of a demand for a decision on the plans submitted. Such notice shall be sent by certified mail, return receipt requested. The plans shall be deemed approved by the Board within thirty (30) days after the date of receipt of such notice by the Board if no decision is rendered by the Board within said thirty (30) day period. Section Liability. No action taken by the Board or any member of a committee, employee or agent thereof, shall entitle any person to rely thereon with respect to conformity with laws, regulations, codes or ordinances, or with respect to the physical or other condition of any Home or other portion of the Property. Neither the Association, the Board, nor any member of the Board, 26

27 committee member, employee or managing agent shall be liable to anyone submitting plans for approval or disapproval thereof, including without limitation, mistakes in judgment, negligence or nonfeasance. Every person or other entity submitting plans to the Board agrees, by submission of such plans to defend, indemnify and hold harmless the Association and the Board (or any officer, member of a committee, employee or managing agent thereof) from any action, proceeding, suit or claim arising out of, or in connection with, such submission. Section Architectural Compliance Certificate. Upon satisfactory completion of the approved change or addition to the exterior of the Home, the Board shall issue to the Owner of the Home a Certificate of Compliance (Exhibit C). Section Completion of Work by the Board. In the event the Board deems it necessary to complete work previously commenced by an Owner, or to otherwise protect the appearance, value or structural integrity of the Property or a Home, the cost for the completion of such work shall become a binding personal obligation of the Owner and an additional Assessment payable by such Owner which shall become a lien against his or her Home, subject to the provisions of Article V herein. Section Maintain File. Copies of all actions shall be maintained within the Association s individual Owner s file as pertains to such Owner. Section Violations. The Board, in the name of the Association, may undertake any measures, legal or administrative, to enforce compliance with these guidelines and those set forth in ARTICLE VIII herein and shall be entitled to recover from the Owner causing or permitting to cause the violation all attorneys fees and costs of enforcement incurred by the Association, whether or not legal action commences. Section Indemnification. The Owner causing or permitting to cause an alteration to be made, regardless of whether the alteration was approved by the Board shall be responsible for the work, and any claims, damages, losses or liabilities arising from such work. It is the responsibility of the Owner to determine whether any work/alteration is in violation of any restriction imposed by any governmental authority having jurisdiction over any portion of the Property. The Owner shall hold harmless, indemnify and defend the Association and officers and directors of the Board, any committee members and the managing agent, from and against any expenses, claims, damages, losses or liabilities, including without limitation, attorneys fees and costs of litigation arising from: (a) any alteration which violates any governmental law, codes, ordinances or regulations; (b) any alteration which violates the rules and regulations set forth in this Declaration, as may be amended from time to time; (c) the adequacy of the specifications or standards for construction of the alterations; and (d) the construction of the alterations. 27

28 ARTICLE IX BUILDING RESTRICTIONS AND GENERAL COVENANTS AND RESTRICTIONS Section Use of the Property. a. Homes for Residential Use Only. Except as otherwise provided in this Declaration and the By-Laws, only a single-family, residential Home, equipped for year-round occupancy may be constructed on a Lot. No business, professional or commercial enterprise may be conducted from any Home, except as such may be a home-office. No home-office employees shall be permitted and no signage may be posted on any Home, garage, in any window, on any out-building nor elsewhere within the Lot or within the Property. b. Refuse Disposal. Except for building materials being used during the course of construction or repair of any approved improvements contracted for by an Owner, no lumber, metals, bulk materials, refuse or other waste material shall be kept, stored or allowed to accumulate outside the Home or garage or any other portion of Lot. The Board shall contract with a licensed refuse hauler whose containers may be placed at curbside no sooner than the night prior to the scheduled pickup day and must be removed prior to the end of the day of pickup and stored out of sight. c. Flammable Substances. No flammable substances or articles deemed hazardous to life, limb or property shall be stored or permitted to be stored in any Home, garage or other portion of the Property. d. Noxious or Offensive Activities. No noxious or offensive activity shall be permitted on any portion of the Property, or in any Home or on any Lot or Association Properties, nor shall anything be done thereon that may be, or may become, a nuisance or annoyance to the occupants of other Homes. Section Building Restrictions. a. Advertising and Signs. Except for a temporary sign advertising a Home for sale or rent that is approved by the Board, no additional sign or other advertising device of any nature shall be placed for display to the public view on any Lot, Home, garage or out-building or in any window of such structures, or other portion of the Property or the Association Properties. An approved sign shall not be greater than twelve (12) inches by fifteen (15) inches and may only be placed in front of the applicable Home. Signs anywhere on the site, on any Lot, Home, garage or out-building indicating a Home-Office are prohibited. Written notice shall give the Owner forty-eight (48) hours to remove non-compliant signs before the Board takes action. b. Antennas, Satellite Dishes, Aerials, Solar Panels. No outside television or radio antenna or satellite dish for transmission or receiving shall be erected upon any Home, garage, out-building, Lot or other portion of the property with the exception of a Direct Satellite System (DDS) dish no more than fifteen-inches (15 ) in diameter. The location of the DDS shall be determined by the Board. Solar Panels shall be allowed on the section of the roof of a Home that faces the rear of the property; Solar Panels on the roof of a Home shall not be visible from Vista Court. 28

29 c. Awnings. Window awnings shall not be permitted. d. Clotheslines. No outdoor drying or airing of any clothing, bedding or other items shall be permitted on or from any Home. Permanent clotheslines shall not be permitted. e. Doors and Windows. Replacement of doors and/or windows, including those of the garage, shall be exactly and/or similar to those of original construction and shall require written approval of the Board. f. Driveways and Walkways. Driveways shall be the width of the garage. Each Home shall have a walkway from the driveway to the front door of the Home. g. Fire Pits. A fire pit may be located on the ground behind a Home and shall have a spark cover and be attended when in use. h. Grounds Maintenance. Mowing and snow clearing of the driveways and front walks will be provided by the Association. During mowing season the lawns should be clear of any obstructions and during snow storms the driveways shall be clear of all vehicles. i. Hot Tubs/Spas. Hot tubs/spas may be installed on the rear porches only. The tub/spa shall be covered at all times when not in use. The Owner/occupant shall be solely responsible for all maintenance of the tub/spa and for the sanitary maintenance of the porch. Chemicals and equipment shall be stored in a closed cabinet. j. House Numbers. The designated 911 house numbers for Clifton Park must be at least four-inches (4") in height and one-half inch (1/2") in width with color to be contrasting with background color and clearly visible from the roadway for purposes of ease of identification for emergency vehicles. No identification of professional designations shall be permitted. k. Landscaping/Community Garden. Initial landscaping is depicted on the approved Landscape Plan. Significant modifications to the initial landscaping plan, excluding ornamental plants, shall be submitted to the Board pursuant to Article VIII (Architectural Control) prior to the installation of replacement or supplemental plantings. Vegetable and herb gardens should be planted with consideration of overall appearance and the ability to perform lawn maintenance. There is an area designated for a Community Garden shown on the Plot Plan, Schedule E of this Declaration. Owners participating in the Community Garden shall be solely responsible for all materials and maintenance and cost thereof. l. Lighting. Each Home shall have a post lamp in the front yard which shall be installed during original construction which will operate on a timer or sensor and have illumination comparable to a 100-watt incandescent bulb. If the post lamp is on a timer, it shall be set to go on at dusk and off at daylight. Each Owner and/or occupant shall be responsible for the replacement of the post lamp light bulb. 29

30 m. Mail Boxes. Mail boxes will be of uniform design which will be determined by the HOA and the replacement of such shall be of the same color and design, unless otherwise be approved by the Board. n. Newspaper Boxes. Newspaper boxes, as provided by the newspaper, may only be installed adjacent to the mail boxes. o. Out-Buildings/Storage Sheds. Out Buildings, storage sheds, pergolas shall not be permitted. p. Outdoor Storage. Storage of personal property shall not be permitted outside the Home, on the patio, porch or elsewhere on the Home or Lot except for customary seasonal outdoor furniture, grills and the like. q. Patios/Decks. Enclosure of patios and decks shall require written approval of the Board. A Patio that is to be connected to the Home shall require a Town of Clifton Park Building Permit. Personal property, other than usual patio/deck furniture and electric grills shall not be placed on a patio or deck. Barbequing on patios/decks is permitted with the electric grills only. The repair of any damage to the siding and/or railings shall be at the sole expense of the Owner of the Unit and the cost of such shall be collectible in the same manner as Assessments and shall be a lien upon the Home. The Fire Code of New York State (19NYCRR 1225) prohibits the use of any open-flame cooking devices, such as LPG-fueled grills and charcoal burners, on decks and/or patios or elsewhere within ten feet (10 ) of combustible construction. r. Fencing. Fencing shall be in compliance with the Town of Clifton Park restrictions and approved by the Association s Board. Decorative fencing, having a majority of open space between uprights and a height of approximately four (4) feet or less, is preferred over privacy fencing which typically has solid panels with no spaces and height of approximately six (6) feet or more. Lawn maintenance requires enclosed lawn areas be double gated with a gate opening of at least seventy-two (72) inches in width. Privacy fencing that provides a sound or wind barrier may be appropriate for the rear property line of Homes adjacent to Route 146 and for the side property line of Homes adjacent to non-association property. Privacy fencing or panels to be installed on the property line between twin Homes to screen patios or balconies shall be agreed to by both parties. Such privacy fencing or panels shall not exceed sixteen (16) feet in length and six (6) feet tapering to four (4) feet in height. The Owners of the adjacent Homes sharing such privacy fencing or panels shall share equally in the cost of maintenance, repair and replacement. Owners with fencing installed are responsible for the maintenance, repair and replacement of the fencing. In the event such Owners fail to maintain and/or replace a damaged fencing or panel, the Board shall send notice to the Owners with a time frame for completion of the work. Failure to have the work done shall permit the Board to have the work done and the cost shall be a special assessment and collectible in the same manner as annual Assessments. s. Recreational Equipment. Children s play equipment shall only be located in the rear yard in such manner as to not inhibit the lawn mowing, maintained in good condition. The Owner/occupant shall be responsible for trimming the grass around the equipment. Basketball hoops shall not be permitted. 30

31 t. Roofs. Replacement of roofing material may be required for both twins at the same time. Material shall be exactly and/or similar to that of original construction, including color and texture, and shall require written approval of the Board prior to installation. u. Siding. Replacement of siding shall be exactly and/or similar to that of original construction, including color and texture, and shall require written approval of the Board prior to installation. v. Swimming Pools. Other than kiddie pools, swimming pools are prohibited. Kiddie pools shall not have a depth greater than twelve (12) inches. w. Vehicle Maintenance. Outside repairs of mechanical or motorized vehicles, including changing of oil, shall not be permitted on the premises of a Home, on Association properties, nor on Vista Court and Vista Drive. x. Vehicle Parking. No overnight parking of boats, campers, trailers, or trucks shall be allowed on the premises of a Home, on Association properties, and on Vista Court and Vista Drive. Street parking shall be in accordance with the regulations of the Town of Clifton Park. Specifically, Town of Clifton Park Highway Department Article states, No person shall park or leave unattended any vehicle on the pavement or shoulder of any Town highway, road or street during a period of snowfall, sleet, freezing rain or other winter-type weather and for a forty-eight-hour period after the precipitation ceases. y. Window Air Conditioners. Window air conditioners shall not be permitted. z. Wood-Burning Fireplaces. Wood-burning fireplaces shall be prohibited. (See Fire Pits.) Section Pets. a. ( Removed ) b. Disturbance. An Owner that is harboring a pet shall be required to remove the pet if it becomes a nuisance to neighbors with incessant barking, aggressive behavior and the like. c. Use of Leash. Pets shall be kept leashed and shall not be allowed to roam or run freely over the Owner s property or any of the Association Properties. d. Kennel/Cage. The use of a kennel or cage outside the Home on the Owner s property to harbor a pet shall be prohibited. e. Town Laws. The Owner shall obey the Town of Clifton Park leash/clean-up law. Dog owners shall be obligated to clean up their dog s debris. f. Licensing and Inoculations. The Owner of a pet shall be responsible to ensure a harbored pet is current with licensing and inoculations as may be required by law. New York State requires that dogs four (4) months old or more shall be licensed. The Owner of such a dog is to bring the Veterinarian s inoculation certificate for Rabies to the Clifton Park Town Clerk s Office to apply for the Dog License. 31

32 g. Hold Harmless. The Owner of a pet shall indemnify the Board and all other Owners and shall hold them harmless against any loss or liability of any kind or character whatsoever arising from or as a result of such Owner having a pet of any kind. Section Leasing. a. Limit of Number of Rentals. Rentals are limited to no less than six (6) consecutive months. Daily, weekly or single monthly rentals shall be prohibited. b. Lease Terms. No portion of a Home, other than the entire Home, may be leased and no transient tenants may be accommodated therein. All leases must be in writing and such leases shall contain all Rules and Regulations as set forth in this Declaration, the By-Laws, and such rules and regulations as may be promulgated from time to time by the Board of Directors. No Home may be subleased by a tenant. The Owner of the leased Home shall provide a copy of the lease, and all subsequent leases, and a "Tenant Information Form" which will be available from Board or the managing Agent if there be one, within ten (10) business days prior to tenant occupancy. c. Owner Responsible for Tenant. The Owner of the Home leased shall be responsible for full compliance by the tenant of this Declaration, the By-Laws and any rules and regulations promulgated by the Board. Such Home Owner shall be solely responsible for providing the tenant with all of the foregoing at the time of the signing of the lease and prior to occupancy by the tenant. Violations by the tenant shall be subject to monetary penalties established by the Board, payable by the Owner of the Home occupied by the tenant in violation. All litigation costs, fees and any assessments related to the tenancy are the sole responsibility of the Owner of the Home occupied by such tenant. d. Violations and Monetary Penalties. Violations by the tenant shall be subject to monetary penalties established by the Board from time to time and payable by the Owner of the Home occupied by the tenant in violation. Monetary penalties imposed for violations shall be liens upon the Owner and such Owner's Home collectible in the same manner as Assessments as set forth in Article V of this Declaration. Should a tenant, or any member of such tenant's family or invitee, be in violation at any time of this Declaration, the By-Laws and rules and regulations promulgated by the Board, the Board shall so notify the Owner of the Home occupied by the tenant in violation, in writing, by certified mail, return receipt. If the violation is not cured within five (5) business days from receipt by the Owner of notice, or if eviction proceedings commenced by such Owner are not diligently pursued, the Board may pursue any and all remedies available by law. The cost of any such proceedings by the Board shall be an additional lien upon the Owner and such Owner's Home, collectible in the same manner as Assessments as set forth in Article V of this Declaration. 32

33 e. Owner to Provide Services. An Owner leasing his or her Home has the responsibility as the "landlord", to provide all services to the tenant as required by the New York State Tenant-Landlord Act and/or the Multi-family or Multiple Dwelling Law, as such may apply. THE BOARD OF DIRECTORS MAY PROMULGATE SUCH OTHER RULES AND REGULATIONS, FROM TIME TO TIME, AS MAY BE NECESSARY TO PRESERVE AND ENHANCE THE PROPERTY OF THE COMMUNITY. 33

34 ARTICLE X INSURANCE AND RECONSTRUCTION Section Insurance to be Carried by the Association. The Board shall obtain and maintain the following types of insurance coverage: (i) full replacement cost of any structures that may be owned by the Association, (ii) full replacement cost of the Buildings, each containing two (2) attached Homes, exclusive of land and foundations and personal contents; (iii) general liability insurance; (iv) Directors' and Officers' liability insurance; (v) fidelity bond; and (vi) workers compensation. a. Casualty. There are no Buildings to be owned by the Association. The Homes shall be insured for full replacement cost without deduction for depreciation, foundations and land, with an initial deductible of $2,500 covering the Homes as initially built, excluding additions comprising the interior of the Home as originally installed and/or added by the Owner and the Owner s and/or occupant s personal property. b. General Liability. The liability insurance shall cover the Directors and Officers of the Association and all Owners, but not the liability of the Owners arising from occurrences from such Owner's Home or on such Owner's Lot. The policy shall include the following endorsements: This public liability insurance shall be in a combined single limit of no less than $1,000,000 covering all claims for bodily injury and property damage arising out of a single occurrence. c. Directors' and Officers' Liability. The Directors' and Officers' liability insurance shall cover the "wrongful" acts of a Director or Officer of the Association. The policy shall be on a "claims made" basis so as to cover all prior officers and members of the Board and any deductible provision shall apply only to each occurrence and not to each item of damage. This coverage shall be in an amount of no less than $1,000,000. d. Fidelity Bond. The fidelity bond shall cover all Directors, Officers and employees of the Association, if any, who handle Association funds. The bond shall name the Association as Obligee and be in an amount not less than the estimated maximum of funds, including reserves, in the custody of the Association at any given time, but in no event less than a sum equal to six months aggregate assessments, plus reserves and other funds on hand. In the event a professional property manager is employed or retained by the Association, such professional property manager, serving the Association under a contract (not as an employee of the Association) shall be added to the Association's bond. This coverage shall be no less than $50,000 for dishonest acts and $50,000 for forgery. e. Flood Insurance. The property is not located in a flood plain. f. Workers Compensation. In the event volunteer work committees are formed, the Board shall confer with the Association s insurance agent of the need for Workers Compensation insurance. 34

35 g. Other. The Board may also obtain such other insurance as it shall deem necessary or desirable from time to time, including additional "umbrella" coverage. Except as provided in Section of this Declaration, the deductible, if any, on any insurance policy purchased by the Board may be the subject of an Assessment. The Board may assess any deductible amount necessitated by the gross negligence or malicious act of an Owner against such Owner. The Board shall review all insurance limits provided thereby at least annually to assure adequacy of coverage. Section Restoration or Reconstruction After Fire or Other Casualty. In the event of damage to or destruction of any Association Property or Home, insurance proceeds, if any, shall be payable to the Association. The Board shall be responsible for the disbursement of the proceeds to contractors engaged in the repair and restoration of such Association Property and/or Home. Any cost of such repair and restoration in excess of the insurance proceeds shall constitute an Assessment and the Board shall assess all the Owners for such deficit and for the cost of a performance bond and labor and materials payment bond, if required, as part of the Assessments. Section Insurance To Be Carried By Owners. Each Home Owner and/or occupant shall, at such Owner's or occupant s expense, obtain adequate insurance covering the Owner s or occupant s contents and additions, if any, and liability insurance for occurrences within the Home and/or on the Lot of such Home. 35

36 ARTICLE XI DURATION, ENFORCEMENT AND AMENDMENT OF DECLARATION Section Duration. This Declaration shall continue in perpetuity until: (i) terminated by casualty loss, condemnation or eminent domain; or (ii) such time as withdrawal of the Property from the provisions of this Declaration is authorized by an affirmative vote of Owners by at least eighty percent (80%) of all Authorized Voting Members. Section Declaration Runs with the Land; Enforceability. The provisions of this Declaration shall bind the Property and shall be construed as running with the land and shall inure to the benefit of, and be enforceable by the Board (being hereby deemed agent for all of the Owners), and by any Owner, their respective legal representatives, heirs, successors and assigns, by actions at law or by suits in equity. As it may be impossible to measure monetarily the damages which may accrue to the beneficiaries hereof by reason of a violation of this Declaration, and monetary damages will not adequately compensate for violations of this Declaration, any beneficiary hereof shall be entitled to relief by way of injunction or specific performance, as well as any other relief available at law or in equity, to enforce the provisions hereof. In addition, or as an alternative, to an action at law or suit in equity, the Board may, with respect to any violation of this Declaration or the By-Laws or Rules and Regulations of the Association, and after affording the alleged violator a reasonable opportunity to appear and be heard, establish monetary and non-monetary penalties, the amount and/or severity of which shall be reasonably related to the violation and to the aim of deterring similar future violations by the same or any other person. Monetary penalties imposed against an Owner or occupant shall be deemed an Assessment against the Home of such Owner or against the Home occupied by such occupant, and, as such, shall be a charge and continuing lien upon such Home, shall constitute a personal obligation of the Owner and shall be collectible in the same manner as Assessments under Article V of this Declaration. The Owner of a Home is solely responsible for the actions of the occupant(s) of such Home. Each person or entity acquiring an interest in a Home or other portion of the Property, or otherwise occupying any portion of the Property (whether or not the deed, lease or any other instrument incorporates or refers to this Declaration) covenants and agrees, and for his or her heirs, successors and assigns, to observe, perform and be bound by the provisions of this Declaration, including personal responsibility for the payment of all charges which may become liens against his or her property and which become due while he or she is the Owner thereof, and also covenants to incorporate this Declaration by reference in any deed, lease or other instrument further transferring an interest in such Home and/or Property. Section No Waiver by Failure to Enforce. The failure of any beneficiary hereof to enforce any provision of this Declaration shall in no event be construed as a waiver of the right by that beneficiary or any other to do so thereafter, as to the same or a similar violation occurring prior or subsequent thereto. No liability shall attach to the Association (or any officer, director employee, managing agent, committee, committee member or other Owners) or to any other person or organization for failure to enforce the provisions of this Declaration. 36

37 Section Obligation and Lien for Cost of Enforcement by Association. If the Board successfully brings an action to extinguish a violation or otherwise enforce the provisions of this Declaration, the By-Laws or rules and regulations promulgated hereunder or thereunder, the costs of such action, including legal fees, shall become a binding, personal obligation of the violator. If such violator is: (i) an Owner; or (ii) any family member, lessee, guest or invitee of the Owner; or (iii) a family member or guest or invitee of the lessee of the Owner; or (iv) a guest or invitee of any Member of such Owner's family or any family member of the lessee of such Owner, such costs shall also be a lien upon the Home and/or Lot owned by such Owner, if any. This lien shall be subsequent to a first mortgage. Each Owner is responsible for the costs of such action regardless of whether the violator is the Owner, a member of such Owner's family, guest, lessee, licensee or invitee. Section Amending. Subject to the provisions of this Declaration, this Declaration may be modified, altered or amended at any duly called meeting of Members, provided that written notice of the meeting, containing a full statement of the proposed modification, alteration or amendment has been sent to each Owner at such Owner's last known place of residence no less than ten (10) days nor more than fifty (50) days prior to the date of the meeting; and provided further that not less than fifty one percent (51%) of the total Authorized Voting Members approve the change. The above provisions in this Section and the provisions of Section 11.09, notwithstanding, the HOA may execute, acknowledge and record in the office of the Saratoga County Clerk amendments to this Declaration which may be required to bring this Declaration into conformity with any subsequent requirements of the Planning Board of the Town of Clifton Park. Section Conflict with Municipal Laws. The provisions of this Declaration set forth herein shall not be taken as permitting any action or thing prohibited by applicable enforceable zoning laws, or the laws, ordinances, rules or regulations of any governmental authority or by specific enforceable restrictions imposed by any deed or lease. Section Attorneys' Fees. Any party to a proceeding who succeeds in enforcing the provisions of this Declaration set forth herein, or enjoining the violation of any of such provisions against an Owner (or such Owner's lessee, licensee or invitee), shall be entitled to reasonable attorneys' fees from such Owner. Section Change of Conditions. No change of conditions or circumstances shall operate to amend any of the provisions of this Declaration, as the same may be amended only in the manner provided herein. Section Inspection and Entry Rights. Any agent of the Association may, at any reasonable time or times, enter upon any portion of the Property to inspect the improvements thereon for the purpose of ascertaining whether the maintenance, construction or alteration of structures or other improvements thereon comply with this Declaration and By-Laws or Rules and Regulations issued pursuant hereto. Neither the Association nor any such agent shall be deemed to have committed a trespass or other wrongful act by reason of such entry or inspection. 37

38 ARTICLE XII COMPLIANCE AND ARBITRATION Section Compliance with Rules of the Association Pursuant to This Declaration and the By-Laws. Should any Owner, members of such Owner's family, his or her employees, guests, lessees, licensees or other invitees fail to comply with any of the provisions of this Declaration, the By-Laws, the Certificate of Incorporation or the rules and regulations, as such may be amended from time to time, the following procedures may be followed to obtain compliance: a. Each party shall choose one arbitrator and such arbitrators shall choose one additional arbitrator. The Board, or the Compliance Committee if there be one, shall appoint a chairperson. The decision shall be an affirmative vote of the majority of the arbitrators. The decision of the arbitrators shall be binding and conclusive upon the parties. However, any party to the dispute shall thereafter have the right to institute any action desirable to appeal this decision. b. The Compliance Committee shall first undertake to obtain compliance informally by discussing the violation or violations with the Home Owner responsible for the violator, and seeking to obtain future compliance or cessation of the ongoing violation or violations. c. Should this informal procedure prove unsatisfactory or not secure future compliance, the Compliance Committee shall then send a written notice to the violator, and if such person is not an Owner, to the Owner who brought such person onto the Property, notifying him or her of the claimed violation, requesting, as the case may be, either a correction of the violation, or an assurance that a similar violation will not occur in the future. Such notice shall establish a date for compliance. d. Should such notice obtain the requested compliance, that will dispose of the matter, unless the same or a similar violation thereafter reoccurs. e. Should such notice not obtain the requested compliance within the time requested, the Compliance Committee shall then be authorized, at its discretion, to establish a monetary and/or non-monetary penalty, the amount and/or severity of which shall be reasonably related to the violation and to the aim of deterring similar violations in the future by the same or any other person. Such monetary penalties shall become a binding personal obligation of the violator, if an Owner, or the Owner responsible for such violator. Failure to correct the condition or situation which leads to the first monetary penalty for a period of twenty (20) days after the initial monetary penalty becomes finally due and payable, shall constitute a second offense. Notice of the imposition of such monetary penalty or penalties shall be by certified mail, return receipt requested, to the violator and the Owner responsible for such violator, and shall be paid to the Association within ten (10) days following the date of the mailing of such notice, unless the violator, if an Owner, or the Owner responsible for such violator, requests the right to arbitrate the matter before the Arbitration Committee, as hereinafter set forth, within said ten (10) days. Should the monetary penalty not be paid within the ten (10) days, or if a request to arbitrate is not received within the said ten (10) days, the amount of the fine shall be added to the Owner's Assessment on the first of the month following the termination of the ten (10) day period above set forth, and shall be 38

39 collectible as such. Should the violator, or the Owner responsible for the violator, request the right to arbitrate the imposition or amount of a monetary, as above set forth, he or she shall do so in writing, directed to the Board, within ten (10) days of his or her receipt of notice sent by certified mail, return receipt requested, of the imposition of said monetary penalty. The Board shall promptly forward the same to the Arbitration Committee, which shall meet within twenty (20) days thereafter, on notice to the alleged violator, to hear and dispose of the matter. At such hearing, the alleged violator and/or the Owner responsible for such violator, and one (1) or more members of the Compliance Committee may be present and be heard. A decision on the matter shall be made by the Arbitration Committee, by a majority vote, within ten (10) days following said hearing, and shall be promptly communicated to the alleged violator and/or the Owner responsible for such violator in writing. If the decision of the Arbitration Committee is to uphold the determination of the Compliance Committee, the provision relating to the payment and enforcement thereof set forth in Subparagraph e., above shall apply. If their decision is in favor of the alleged violator, no fine will be imposed. The decision of the Arbitration Committee shall be final and binding upon all parties. f. In the event the violator is a person other than an Owner or member of such Owner's immediate family, copies of all notices required to be given, shall also be given to the violator under this Declaration and the By-Laws. 39

40 ARTICLE XIII GENERAL Section Headings and Captions. The headings and captions contained in this Declaration are for convenience only and shall not affect the meaning or interpretations of the content thereof. Section Invalidity of Declaration. The determination by any court that any provision hereof is unenforceable, invalid or void shall not affect the enforceability or validity of any other provision hereof. Section Gender. The use of any gender herein shall be deemed to include the masculine, feminine and neuter and the use of the singular shall be deemed to include the plural whenever the context so requires. Section Right Reserved to Impose Additional Protective Covenants. However, additional Covenants and Restrictions affecting existing Owners of Homes and/or Lots shall be subject to the approval of a majority of Authorized Voting Owners of such Homes and/or Lots. Section Notice. All notices hereunder shall be in writing, and, unless otherwise expressly provided, shall be sent by mail, by depositing same in a post office or letter box, in a postpaid sealed envelope, addressed, if to the Board, at the Office of the Board, and if to an Owner or Mortgagee, to the address of such Owner or Mortgagee as appears on the books of the Association. All notices shall be deemed to have been given when mailed, except notices of change of address, which shall be deemed to have been given when received. Whenever any notice is required to be given under the provisions of this Declaration, a waiver thereof, in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed the equivalent of such notice. Section Right of Association to Transfer Interest. Notwithstanding any other provision herein to the contrary, the Association and its successors, shall at all times have the absolute right to fully transfer, convey and assign its right, title and interest under this Declaration to any successor not-for-profit corporation. Upon such assignment, the successor corporation shall have all the rights and be subject to all the duties of the Association as set forth in this Declaration and shall be deemed to have agreed to be bound by all provisions hereof, to the same extent as if the successor corporation had been an original party and all references herein to the Board shall be deemed to refer to the Board of such successor corporation. Any such assignment shall be accepted by the successor corporation under a written agreement pursuant to which the successor corporation expressly assumes all the duties and obligations of the Association. If, for any reason, the Association shall cease to exist without having first assigned its rights hereunder to a successor corporation, this Declaration and any amendments thereto, shall continue and any Owner may petition a court of competent jurisdiction to appoint a trustee for the purpose of organizing a not-for-profit corporation to take over the duties and responsibilities of the Association, such corporation to exist, subject to the conditions provided for herein, with respect to an assignment and delegation to a successor corporation. 40

41 Section Right of Association to Transfer Functions. Unless otherwise specifically prohibited herein, or within the Certificate of Incorporation or the By-Laws of the Association, any and all functions of the Association shall be fully transferable in whole or in part to any other homeowners' association, condominium or similar entity. Section [Intentionally left blank.] Section In the event the Association should employs the services of a management company, the guidelines shown in Exhibit G, hereto, shall apply as modified by the Board of Directors. Section A Non-transferrable New Home Limited Warranty was provided to original Home buyers as described in The Vistas Homeowners Association Offering Plan, Part II, Schedule B, pages

42 EXHIBIT A ( Removed ) 42

43 Exhibit B1 The Vistas Homeowners Association VHOA Architectural Change/Addition Request for Approval Homeowner: Signature: Date: Vistas Property Address: Written approval must be received from the Homeowners Association Board before starting any exterior project. The proposed change or addition must comply with provisions documented in The Vistas Declaration of Protective Covenants, Restrictions, Easements and Liens, Article IX, Section The provisions therein ensure that the proposed change or addition shall be compatible with the architectural characteristics of the applicant s house, adjoining houses, and the community setting. Compatible is defined as similarity in architectural style, quality of workmanship, similar use of materials, color and construction details. Homeowner is responsible to assure all required municipal permits and approvals are received and the project is in compliance with all municipal and The Vistas Homeowners Association Covenants. The proposed change or addition will not result in increased costs borne by the Homeowners Association. Provide specific details defining the proposed change or addition. Provide a copy of the lot survey annotated with the proposed change or addition. Provide plans, sketches, colors or samples as appropriate to describe the proposed change or addition. Attach Building Permit, supporting documents and pictures, where applicable. Neighbors have a right to review and comment on this request. Signatures of property owners of adjoining lot lines and of property owners who will reasonably view the change or addition from their property are to be obtained on the form that follows this form. The HOA Board may request more information to clarify the request. The Architectural Review may take up to two (2) weeks or more. Please plan accordingly. Construction equipment and materials may not be placed in the street. Approved changes or additions to the property must be completed within ninety (90) days after approval. Refer any questions regarding the process to the Architectural Member of the Homeowners Board. Estimated Start date: Estimated Completion Date: Contractor (Name and Address): Provide a detailed description of the proposed change or addition. Attach supporting plans and documentation. State material(s) and color(s) to be used and similarities to existing structures as appropriate. Approved Not Approved Reason: For The Vistas Homeowner s Association: Architectural Control Board Member: Association President: 43 Date: Date:

44 Exhibit B2 The Vistas Homeowners Association Architectural Change/Addition Request for Approval Neighbor Awareness VHOA Regarding Property Change or Addition proposed by Homeowner: Signature: Date: Address: Signatures are required by neighbors whose lot a) Is contiguous (sides, back, front) to the lot upon which the proposed change or addition is to be made. b) Will have any view of the proposed change or addition. c) May be impacted in any way by the proposed change or addition. Obtaining neighbors signatures demonstrates to the Board that the requestor has reviewed the plans for the proposed change or addition with Homeowners who will be affected. By signing below you attest that you have reviewed the application and plans for the property change or addition proposed by the Vistas homeowner named above. Objections may be entered below or on a separate paper presented to the Architectural Member of the Board within five (5) days of signing this form. Neighbor approval or disapproval will be advisory only and will not be binding in any way on the board s decision. Homeowner s Name Signature Date Address No objection Objection (State reason for objection. Use separate page if needed) Homeowner s Name Signature Date Address No objection Objection (State reason for objection. Use separate page if needed) Homeowner s Name Signature Date Address No objection Objection (State reason for objection. Use separate page if needed) Use separate page for additional signatures if needed 44

45 Exhibit B3 The Vistas Homeowners Association Architectural Change/Addition Request for Approval VHOA Requirements and Change/Addition Considerations Reference Declaration of Protective Covenants, Restrictions, Easements and Liens, Article IX, Section Exterior Colors and Materials Provide color number(s) from the list of approved colors for The Vistas at Clifton Park. Or, if colors are different from the approved list, attach sample swatches. Fencing Provide lot survey showing proposed fence location, materials, height and style. Privacy fencing or panels to be installed on the property line between twin Homes to screen patios or balconies are limited in size to 16 feet in length and 6 feet tapering to 4 feet in height. Deck or Building Addition Provide lot survey showing proposed location, building plan, scale, elevation, dimensions, materials and any descriptive documents. Patio Provide lot survey showing proposed location, dimensions, material. Screened Porch or Sunroom Provide lot survey showing proposed porch, dimensions, elevation, materials, colors, location of doors/windows, roof tie-in. Garage Doors Manufacturer, style and color are to be the same as the original doors, or a perfect match. Landscaping other than Ornamental Plants Provide lot survey showing area(s) to be planted, landscaping plan, type and size of plants and/or trees to be used. Removal of Trees Provide lot survey showing location of tree(s) to be removed and reason. Trees are to be marked. Satellite Dish Describe proposed location of dish and name of installing company. Contractor Information If an independent contractor shall be employed, provide proof that liability insurance and workman s compensation insurance have been obtained in the form and amounts satisfactory to the Board and maintained for the appropriate period of time. The quality of work of all exterior changes should be equal to or better than that of the community. The Vistas Homeowners Association assumes no responsibility for the approved plan. Comments and/or additional information: 45

46 Exhibit C The Vistas Homeowners Association Certificate of Compliance VHOA Date: Homeowner: Address: Project: This Certificate of Compliance indicates that the project stated above conforms to Article IX, Building Restrictions and General Covenants and Restrictions set forth in The Vistas Homeowners Association Declaration. This Certificate is being provided to you for your records as set forth in Article VIII, Section 8.10 of said declaration. This certification is not in lieu of any town, county or state regulation or building code. It indicates that the homeowner followed the procedures set forth by the Association in the form of a written request for an approval. Upon completion of the above stated project, the structure is shown to be in compliance with The Vistas Homeowners Association Declarations as it relates to color, building material, architectural uniformity and proximity. Signed: Date: Executive Board Member, The Vistas Homeowners Association President, The Vistas Homeowners Association Date: 46

47 EXHIBIT D PLOT PLAN 47

48 EXHIBIT D Continued 48

49 EXHIBIT E NYS FILING RECEIPT 49

50 EXHIBIT F (1 OF 3) CERTIFICATE OF INCORPORATION 50

51 EXHIBIT F (2 OF 3) CERTIFICATE OF INCORPORATION 51

52 EXHIBIT F (3 OF 3) CERTIFICATE OF INCORPORATION 52

53 Exhibit G Management Company Guidelines The Vistas Homeowners Association, Inc. was formed under the Not-for-Profit Corporation Law of the State of New York on August 5, It is a Type A corporation under the aforementioned law. A copy of the Certificate of Incorporation is shown as Exhibit F of the Declaration. The business affairs of the Association shall be managed by the Board of Directors which shall consist of no less than three (3) nor more than five (5) members elected by Owners. At any meeting of Owners, duly called, the Owners may by affirmative vote of a majority of Authorized Votes, remove a director or directors (other than those appointed by the Sponsor), and elect the successor or successors to fill any resulting vacancies for the unexpired term or terms of the removed director or directors. Except as otherwise provided by statute, the Certificate of Incorporation, the Declaration or the By-Laws, a vote of a majority of a quorum of the entire Board of Directors at a duly constituted meeting shall be sufficient to pass any measure required Board approval. In accordance with Section 611(e) of the New York State Not-for-Profit Corporation Law, each Owner shall have no more than, nor less than, one (1) vote, regardless of the number of Homes owned. The Declaration and By-Laws may be modified, altered or amended at any duly called meeting of Members, provided that written notice of the meeting, containing a full statement of the proposed modification, alteration or amendment has been sent to all Owners no less than ten (10) days nor more than fifty (50) days prior to the date of the meeting and not less than fifty one percent (51%) of the Authorized Voting Members approved the change. An instrument evidencing the change, containing a certification by the Board of Directors that the consents required for such change were received and filed with the Board of Directors, shall be duly recorded in the office of the Saratoga County Clerk. Pursuant to Section 5.07 of the Declaration, any Special Assessment for the construction (rather than reconstruction or replacement) of any capital improvement, the consent of Owners shall be evidenced by an affirmative vote of fifty one percent (51%) of the Authorized Voting Owners cast in person, by mail (absentee ballot) or by proxy at a regular or special meeting duly called for this purpose. Any Special Assessment for the purpose of defraying, in whole or in part, pursuant to Section 5.08 of the Declaration, the cost of repairs or replacement of Association Properties or budget deficit resulting from an emergency, such as an ice storm or extraordinary wind, snow and/or rain storms, not otherwise covered by insurance, may be established by the Board of Directors and shall not require the consent of the Owners. Pursuant to Article V of the Declaration, the Board of Directors will fix and determine the budget from time to time, but at least annually, for the continued operation of the Association and shall send a copy of the budget and any supplement to the budget to each Owner at least thirty (30) days prior to assessing the Owner. The Assessments shall be paid when due. All sums assessed by 53

54 the Board but unpaid, together with any accelerated installments, late charges of $10.00 per month, or such other amount as may be established by the Board from time to time, for each thirty (30) days the Assessments remain unpaid, including fees for violations of Rules and Regulations and attorney s fees, shall be the personal obligation of an Owner and shall constitute a lien upon the Owner s Home prior to all other liens except: (i) tax or assessments liens on the Home by the taxing authority of any governmental unit, including, but not limited to, state, county, town and school district taxing agencies; and (ii) all sums unpaid on any First Mortgage of record encumbering any Home. Assessments shall be levied on an annual basis and shall be due and payable: (i) if annually, on the first day of the start of the Association s fiscal year; or (ii) if monthly, then on the first of each month commencing with the start of the Association s fiscal year; or (iii) if the Board establishes other periods of payment, as then may be established by the Board. If an installment of Assessments due is not paid within thirty (30) days thereof from date due, the Board of Directors may accelerate the remaining installments, if any, upon notice thereof to the delinquent Owners. All costs and expenses incurred in collection of past due Assessments, including reasonable attorneys fees, shall be added to and shall constitute an Assessment payable by such Owner. The Board shall notify all Owners, at least annually, the amount of late charge and/or other monetary penalties established for Assessment late payments and for violations of the Rules and Regulations. Voting rights for any Owner delinquent in the payment of his or her Assessments may not be suspended. The Board of Directors, when giving notice to an Owner of a default in paying Assessments, may at its option, or shall, at the request of a Mortgagee, send a copy of such notice to such Mortgagee. The Mortgagee shall have the right to cure the Owner's default with respect to the payment of said Assessments. 54

55 Exhibit H Opinion of Counsel 55

56 Exhibit H (Continued) Opinion of Counsel 56

57 Exhibit H (Continued) Opinion of Counsel 57

58 58

59 Exhibit I Deed, The Vistas at Clifton Park 59

60 60

61 EXHIBIT I (Continued) Deed, The Vistas at Clifton Park 61

62 EXHIBIT I (Continued) Deed, The Vistas at Clifton Park Schedule A (Continued) 62

63 EXHIBIT I (Continued) Deed, The Vistas at Clifton Park Schedule A (Continued) 63

64 EXHIBIT I (Continued) Deed, The Vistas at Clifton Park Schedule A (Continued) 64