AMENDED AND RESTATED DECLARATION OF COVENANTS, … · limitations, obligations, easements,...
Transcript of AMENDED AND RESTATED DECLARATION OF COVENANTS, … · limitations, obligations, easements,...
AMENDED AND RESTATED DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTIONS
FOR SALERO RANCH
Table of Contents RECITALS ......................................................................................................................................... ..5
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ARTICLE I ......................................................................................................................................... USE RESTRICTIONS ..........................................................................................................................
1.1. Residential Use Only........................................................................................................ 1.2. Development of Parcels .................................................................................................... 1.3. Parking, Storage, Repairs ............................................................................................... 1.4. Livestock, Poultry and Domestic Animals..................................................................... 1.5. Chimneys, Open Fires, Etc.............................................................................................. 1.6. No Nuisances................................................................................................................... 1.7. No Trash, Etc.................................................................................................................. 1.8. Signs ............................................................................................................................... 1.9. Construction Activities.................................................................................................... 1.10. No Mineral Exploration.............................................................................................. 1.11. Common Areas ........................................................................................................... 1.12. Public Events ............................................................................................................... 1.13. Camping...................................................................................................................... 1.14. Antennas and Generators............................................................................................ 1.15. Protective Screening ................................................................................................... 1.16. Window Coverings:..................................................................................................... 1.17. Non-disturbance of Existing Drainage ....................................................................... 1.18. Variances ..................................................................................................................... 1.19. Grazing Leases ............................................................................................................
ARTICLE II ...................................................................................................................................... ARCHITECTURAL CONTROL COMMITTEE......................................................................................
2.1. Architectural Review....................................................................................................... 2.2. Architectural Control Committee.................................................................................... 2.3. Design Guidelines ........................................................................................................... 2.4. Procedure........................................................................................................................ 2.5. Appeal ............................................................................................................................ 2.6. Cost Recovery ................................................................................................................ 2.7. Construction Deposit...................................................................................................... 2.8. Limitation of Liability.................................................................................................... 2.9. Right of Entry.................................................................................................................
ARTICLE III ..................................................................................................................................... ORGANIZATION OF ASSOCIATION ................................................................................................
3.1. Formation of Association ............................................................................................... 3.2. Board of Directors and Officers ..................................................................................... 3.3. Personal Liability ...........................................................................................................
ARTICLE IV ..................................................................................................................................... MEMBERSHIP AND VOTING RIGHTS .............................................................................................
4.1. Membership.................................................................................................................... 4.2. Voting Rights ................................................................................................................. 4.3. Suspension of Voting Rights...........................................................................................
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ARTICLE V ...................................................................................................................................... ..17..17.17
5.2. Special Meetings ..............................................................................................................17 ..17..18.18..18..18..18..18..18.18..19..19
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MEETINGS ..................................................................................................................................... 5.1. Annual Meetings .............................................................................................................
5.3. Notice ............................................................................................................................. 5.4. Quorum........................................................................................................................... 5.5. Voting Procedure.............................................................................................................
ARTICLE VI ..................................................................................................................................... BOARD OF DIRECTORS ..................................................................................................................
6.1. Composition of Board .................................................................................................... 6.2. Election -- One Year Terms ........................................................................................... 6.3. Regular Meeting............................................................................................................. 6.4. Special Meetings ............................................................................................................. 6.5. Notice to Owners............................................................................................................ 6.6. Quorum........................................................................................................................... 6.7. No Compensation.............................................................................................................20 6.8. Removal of Directors: ......................................................................................................20 6.9. Vacancies on the Board:................................................................................................. 6.10. Managing Agent .........................................................................................................
ARTICLE VII .................................................................................................................................... OFFICERS .......................................................................................................................................
7.1. Officers........................................................................................................................... 7.2. Election........................................................................................................................... 7.3. Replacement ................................................................................................................... 7.4. President ......................................................................................................................... 7.5. Vice President ................................................................................................................ 7.6. Secretary-Treasurer ......................................................................................................... 7.7. Checks -- Bonds .............................................................................................................
ARTICLE VIII ................................................................................................................................... COVENANT FOR ASSESSMENTS AND CREATION OF LIEN.............................................................
8.1. Creation of Lien and Personal Obligation for Assessments and Maintenance Charges 8.2. Purpose of Assessments ................................................................................................. 8.3. Assessment Based on Parcels.......................................................................................... 8.4. Commencement of Assessments.................................................................................... 8.5. Special Assessments....................................................................................................... 8.6. Assessment Lien-Foreclosure ........................................................................................ 8.7. Foreclosure of a First Lien ............................................................................................. 8.8. Delinquent Assessments-Collection................................................................................
ARTICLE IX ..................................................................................................................................... MAINTENANCE AND REPAIRS .......................................................................................................
9.1. Maintenance of Roadways and Common Area.............................................................. 9.2. Maintenance of Parcels by Owners................................................................................ 9.3. Total or Partial Destruction ............................................................................................ 9.4. Improper Maintenance and Use of Parcels ....................................................................
ARTICLE X ...................................................................................................................................... INSURANCE ...................................................................................................................................
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10.1. Insurance on Parcels ................................................................................................... ..25.25..25..25.25..25.26..26..26..26..26..27..27..27..27..27..27..27.27..27..27..27..28..28..28..28
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10.2. Association’s Insurance............................................................................................... ARTICLE XI ..................................................................................................................................... ENFORCEMENT .............................................................................................................................
11.1. Right of Association to Enforce .................................................................................. 11.2. Enforcement Procedures............................................................................................. 11.3. No Obligation to Enforce ............................................................................................ 11.4. Cumulative Rights and Remedies............................................................................... 11.5. Violation of Law.........................................................................................................
ARTICLE XII .................................................................................................................................... ANNEXATION OF ADDITIONAL PROPERTY.................................................................................... ARTICLE XIII ................................................................................................................................... TERM AND AMENDMENT .............................................................................................................
13.1. Term and Termination ................................................................................................ 13.2. Amendment ................................................................................................................
ARTICLE XIV ................................................................................................................................... MISCELLANEOUS...........................................................................................................................
14.1. Interpretations............................................................................................................. 14.2. Severability.................................................................................................................. 14.3. Change of Circumstances ........................................................................................... 14.4. Rules and Regulations ................................................................................................ 14.5. Declarant's Disclaimer of Representations ................................................................. 14.6. No Warranty of Enforceability ................................................................................... 14.7. Reserved Access Rights.............................................................................................. 14.8. References to the Covenants in Deeds ....................................................................... 14.9. Gender and Number.................................................................................................... 14.10. Captions and Titles .......................................................................................................30 14.11. Declarant's Exemption..................................................................................................30
EXHIBIT A.......................................................................................................................................
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AMENDED AND RESTATED DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR SALERO RANCH
THIS AMENDED AND RESTATED DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR SALERO RANCH (this “Declaration”) is made this 1st day of January, 2017, by the Owners of parcels of land (“Parcels”) in Salero Ranch Unit 1 and in the additional portions of Salero Ranch Land, which were subsequently annexed and are subject to this Declaration as shown below.
RECITALS
WHEREAS, Salero Land and Cattle, Inc., an Arizona corporation (“Declarant”) executed a Declaration of Conditions, Covenants and Restrictions for Salero Ranch, Unit 1, recorded in the Office of the County Recorder of Santa Cruz County, Arizona on November 6, 1997, in Docket 740, pages 682 et seq. (the “Original Declaration”); and WHEREAS, Declarant executed a Restated Declaration of Conditions, Covenants and Restrictions for Salero Ranch, Unit 1, recorded in the Office of the County Recorder of Santa Cruz County, Arizona on January 14, 1998, in Docket 746, pages 487 et seq. which superseded and replaced the Original Declaration; and which was amended by: (A) that certain Amendment to Covenants, Conditions and Restrictions, recorded in the Office of the County Recorder of Santa Cruz County, Arizona on May 20, 2003, in Docket 978, pages 633 et seq. and (B) that certain Second Amendment of Declaration of Covenants, Conditions and Restrictions for Salero Ranch Unit 1, recorded in the Office of the County Recorder of Santa Cruz County, Arizona on April 21, 2008, #2008‐04313 (together, the “Superseded Declaration”); and
WHEREAS, Declarant is the sole beneficiary of Trust No. 8344 in the Trust Department of First American Title Insurance Company (“First American”), dated June 26, 1997, with First American as Trustee; and
WHEREAS, First American, as Trustee under Trust No. 8344, held legal title to Parcels 1‐49, inclusive of Salero Ranch, Unit I, per Record of Survey recorded in Book 2 of Maps, page 184, records of Santa Cruz County, Arizona; and
WHEREAS, Declarant was the owner (through Trust No. 8344 or as legal title holder) of all that land conveyed to Declarant in that certain deed recorded on June 27, 1997, in Docket 728, page 6, Office of the County Recorder of Santa Cruz County, Arizona (“Salero Ranch Land”); and
WHEREAS, it was Declarant’s intention to divide the Salero Ranch Land into various parcels and subdivisions; and
WHEREAS, as part of the various stages of division of the Salero Ranch Land, Declarant intended, without obligation, to record various survey maps and to record various Supplements to the Superseded Declaration covering portions of the Salero Ranch Land, which would
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designate the purposes for which such portions of the Salero Ranch Land may be used and may set forth additional covenants, conditions and restrictions applicable to such portions of the Salero Ranch Land; and
WHEREAS, Declarant or First American recorded the following Declarations of Annexation, which are incorporated herein by this reference, and describe the portions of the Salero Ranch Land that are subject to this Declaration (the “Annexed Properties”) in addition to Salero Ranch, Unit I, Parcels 1‐49:
_______Document Recording Date Recording Info._____ Unit Parcels__ 1. Declaration of Annexation May 26, 1998 Docket 758 Page 910 2 50 ‐ 80 2. Declaration of Annexation August 10, 2000 Docket 843 Page 657 4 81‐126 3. Amendment to Dec. of Annexation August 29, 2003 Docket 998 Page 076 7 110‐138 DELETE 7 246‐268 4. Amended Dec. of Annexation October 8, 2003 Docket 1006 Page 465 7 110‐138 5. Declaration of Annexation February 9, 2005 Docket 1098 Page 164 3 All Parcels 6. Declaration of Annexation February 23, 2007 Doc. #2007‐02722 5 143‐194 7. Retraction of Dec. of Annexation February 13, 2008 Doc. #2008‐01641 DELETE 5 143‐194 8. Declaration of Annexation April 21, 2008 Doc. #2008‐04313 see Exhibit A WHEREAS, Declarant intended to provide ingress, egress and utility easements, either public or private, through, to, and from the Salero Ranch Land, and to construct roads within said easements for vehicular traffic; and
WHEREAS, Declarant has formed a nonprofit corporation, the Salero Ranch Community Association, Inc. (“Association”), which will: (A) own, manage and maintain the Common Areas, if any, with the Salero Ranch Land; (B) levy, collect and disburse the Assessments and other charges imposed hereunder; (C) as the agent and representative of the Owners of Parcels in Salero Ranch, Unit I and the Annexed Properties, enforce the use restrictions and other provisions of this Declaration; and
WHEREAS, Declarant desired to establish for its own benefit and for the mutual benefit of all future owners of, and other holders of an interest in, any of the Parcels in Salero Ranch, Unit I and the Annexed Properties, certain mutually beneficial covenants, restrictions and obligations with respect to the proper development, use and maintenance of the Salero Ranch Land; and
WHEREAS, Declarant desired and intended that the Owners of, and the mortgagees, beneficiaries, trustees, and other persons hereafter acquiring any interest in the Parcels in Salero Ranch, Unit I and the Annexed Properties shall at all times enjoy the benefits of, and shall hold their interests subject to, the rights, easements, privileges, covenants, and restrictions hereinafter set forth, all of which are declared to be in furtherance of a plan to promote and protect the value, desirability, and attractiveness of the Salero Ranch Land; and
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WHEREAS, “Owner” as used herein shall mean the beneficial or equitable owner of a given Parcel, including without limitation, the buyer under a contract for sale to purchase a Parcel.
NOW THEREFORE, the Owners hereby declare that Salero Ranch, Unit I, Parcels 1‐49 and the Annexed Properties, and any other portion of the Salero Ranch Land that is subsequently annexed hereunder (collectively, the “Properties”) are and shall be held, conveyed, encumbered, leased, and used subject to the following covenants, conditions, uses, restrictions, limitations, obligations, easements, equitable servitudes, charges and liens (hereinafter collectively referred to as the “Covenants”), all of which are for the purpose of enhancing and protecting the value, desirability and attractiveness of the Properties. The Covenants set forth herein shall run with the Properties, shall be binding upon all persons having or acquiring any right, title or interest therein, and shall inure to the benefit of, be binding upon and enforceable by all Owners, the Association and their successors and assigns in interest. This Declaration replaces and supersedes in its entirety that which is recorded in Docket 746, pages 487 et seq., as amended from time to time.
ARTICLE I USE RESTRICTIONS
1.1. Residential Use Only: All Parcels shall be used only as residential Parcels. No manufacturing or commercial enterprise, or enterprises of any kind for profit, or otherwise inconsistent with the above paragraph, shall be maintained upon, in front of, or in connection with any parcel, except that an Owner may conduct a business activity within a dwelling unit located on a Parcel (“Dwelling Unit”) so long as the existence or operation of the business activity (A) is not apparent or detectable by sight, sound or smell from the exterior of the Dwelling Unit; (B) is consistent with the residential character of the real property subject to this Declaration and does not constitute a nuisance or a hazardous or offensive use including, without limitation, excessive or unusual traffic or parking of vehicles in the vicinity of any Parcel, as may be determined in the sole discretion of the Association. The terms “business” or “trade”, as used in the previous sentence, shall be construed to have their ordinary and generally accepted meanings and shall include, without limitation, any occupation, work or activity undertaken on any ongoing basis which involves providing goods or services to persons other than the provider's family regardless of whether: (A) such activity is engaged in full or part‐time; (B) such activity is intended to or does generate a profit; or (C) a license is required therefor. This Section shall not prohibit individual Parcel Owners from entering into grazing leases, as provided in Article I, Section 30, which was added to the Declaration by amendment.
1.2. Development of Parcels: All improvement must be approved by the Architectural Control Committee (“ACC”) as provided for in Article II.
1.2.1. Improvements. The term 'Residential' shall NOT include mobile homes, manufactured homes, modular homes or trailers; no mobile homes, manufactured homes, modular homes or trailers are allowed. No camping is allowed except with Board of Directors of the Association (the 'Board') approval. All residences shall be constructed on
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site and shall be of conventional construction. Not more than one single family detached residence, a private garage, and a guest house and other outbuildings, as approved by the ACC shall be allowed. The minimum size of the interior floor space of the primary dwelling, exclusive of carports, garages, breezeways, patios, terraces and porches, shall be 1,500 square feet.
Construction of a guest house (or other structure or improvements) may not begin prior to the completion of the primary residence. Any guest house, which may include a kitchen, shall be for the use of bona fide guests or domestic help, as the case may be or the occupants of the main residence, or members of such occupants’ family, and shall not be rented or leased separate from the main residence.
1.2.2. Building Height: The maximum height of any building on a Parcel may not exceed 25 feet, measured to the top of the surrounding parapets on flat roofs or the ridge line on pitched roofs. Height shall be measured from the highest adjacent natural grade at each building. Chimneys shall be no more than five feet above the highest point on the roof or 30 feet above ground.
1.2.3. Completion Time: Construction of a residence or other improvement shall be finished and completed no later than 24 months after the issuance of a building permit by the appropriate regulatory body. This time period may be extended by petition to the Board of Directors so long as good progress is shown and reasonable explanation provided. A valid building permit must be maintained during all construction. 1.2.4. Temporary Structures: No structure of a temporary character, motor home, recreational vehicle or travel trailer, regardless of its nature or form, shall be used as a residence at any time, provided, a travel trailer or recreational vehicle may be used during the period of the actual construction of a residence, and such use shall not exceed actual construction activity.
1.2.5. Limitation on Division: No Parcel; except for Parcels 1 through 6 inclusive, 22 through 27 inclusive, and 47 through 49 inclusive, which may be divided into not more than two Parcels of not less than 18 acres each; shall be divided or partitioned and shall remain as shown on the recorded Results of Survey Map. No Parcel may be divided without first obtaining the approval of the Association’s Board of Directors as to its size, shape and plan for access to the divided Parcel and the remaining Parcel. The Board of Directors may assign its right to approve all divisions to the ACC.
1.2.6. Inside Toilets: All residences shall install water flush toilets, and all bathrooms, toilets or other sanitary conveniences shall be located within the residence and all waste water shall be discharged into municipal/county approved septic sewage disposal system to be installed by the Parcel Owner or into some other municipal/county approved sewage disposal system. An outdoor shower is permitted consistent with applicable land use regulations and law.
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1.2.7. Setbacks: No dwelling or other building improvement shall be erected or placed on any Parcel nearer than 100 feet from any boundary line, unless approved in writing by the Board. It is understood that the above set back lines and all other use restrictions contained in this declaration are in addition to zoning and other land use regulations adopted by governmental authorities and the more restrictive must be followed. No fencing shall be allowed within any easement as shown on the recorded Result of Survey.
1.2.8. Maximum Wall Height: No solid wall or fence of any type over six feet in height shall be erected.
1.2.9. Utility Connections: All utility connections within a Parcel shall be underground.
1.2.10. Materials and Roofs: Any single family residential structure or approved barn, shed or other improvement placed upon any Parcel shall be constructed from new material or its equivalent, and as may be approved by the ACC. No white or silver (natural) metal roofs shall be allowed unless screened from view outside the Parcel. Visible roofing shall be of complementary earth tones subject to ACC approval.
1.2.11. Lighting and Loudspeakers: All exterior lighting, such as tennis courts, horse arena, entertainment, or security lighting, shall be shielded so as to contain the illumination on the Parcel to be lighted and so as not to be offensive to the Owner of any other Parcel. All such lighting shall be subject to ACC approval and must meet County “dark skies” standards. Audio units of any kind must be played at volume levels that do not disturb neighboring parcels.
1.2.12. Facades: The exterior coloration of all facades shall be of complementary earth tones subject to ACC approval. Non‐complementary colors which strongly contrast with the surrounding landscape are not permitted.
1.2.13. Clearing of Land: No brush, tree removal or grading of any Parcel beyond regular maintenance and upkeep, shall be allowed except in conjunction with the installation of an improvement upon the Parcel, and only with the written consent of the ACC with the exception of 50 feet surrounding the building envelope.
1.2.14. Solar Devices: Installation of solar devices for new and existing homes requires review and written approval by the ACC. The ACC may require installations that minimize the visual impact of those devices as long as the restrictions do not significantly affect the efficiency or cost of the system. Roof mounted solar collectors should be screened from view to the extent possible. Solar devices mounted on flat roofs which are screened by parapet walls and ground mounted solar devices that are screened by walls, terrain, or landscaping are preferred to minimize visual impact on neighboring properties. Ground mounted solar collectors are considered to be “structures” and, as such, must be within the allowed setbacks. Solar installations are to
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be for non‐commercial purposes only. Systems producing more than 50% over annual onsite usage are not allowed.
1.3. Parking, Storage, Repairs: Boats, boat trailers, camping trailers, travel trailers, recreational or other types of vehicles, sporting or camping equipment, or any other equipment of any kind, shall not be stored or parked within 100 feet of the boundary lines of the Parcel nor adjacent to roads nor on the roads, or within any easement cited on the recorded Result of Survey. No repairs, rebuilding or maintenance work shall be performed on any motor vehicle, travel trailer, boat, boat trailer, camper or other piece of equipment on any road or Parcel, unless within the confines of an enclosed garage. None of the above shall be allowed to be abandoned or left in any non‐operating condition on any Parcel. Vehicles, trailers, or equipment of any kind stored or parked visibly within any Parcel must be maintained and limited so as not to become a visual or physical nuisance. The Board of Directors shall determine whether, for the purposes of this Section, stored vehicles, trailers, or equipment are a generally‐recognized nuisance. The Association may remove, or cause to be removed, any unauthorized vehicle, trailer, equipment, or materials at the expense of the Owner in any manner consistent with the law.
1.4. Livestock, Poultry Domestic Animals and Plants:
1.4.1. Number and Nuisance. The number of livestock, poultry and/or domestic animals on a Parcel must be maintained at a reasonable level. All livestock, poultry and domestic animals shall be maintained so as to avoid creation of a hazard, nuisance or visual disturbance to Owners of other Parcels. All areas maintained for livestock and poultry shall at all times be kept clean, with all manure removed on a regular basis. The Board of Directors shall determine, in its sole discretion, whether, for the purposes of this Section, animals on a Parcel are a nuisance, or whether the number of animals is excessive.
1.4.2. Types of Animals and Uses Allowed. Livestock, poultry and domestic animals shall be maintained only for the personal use and enjoyment of the residents of a Parcel. While the use of a Parcel for ranching purposes is allowed, no stockyards, no commercial horseback riding stables or any other activity which would create excessive dust, noise, insects, or obnoxious odors shall be permitted. Non‐domesticated pigs or swine of any kind may not be raised, bred or kept on any Parcel, except as domestic pets housed in the residence. No poisonous or hazardous animals shall be kept, bred or maintained on any Parcel except domestic pets.
1.4.3. Fences. All livestock and poultry shall be confined within a fenced area on a Parcel, and all fences for any livestock or animals shall be constructed of new materials or the equivalent thereof, and shall be of such height and strength as to adequately contain any and all permitted livestock or animals. All such fences are subject to ACC approval.
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1.4.4. Grazing Leases. This Section shall not prohibit individual Parcel Owners from entering into grazing leases, as provided in Section 1.21.
1.4.5. Invasive Species. No Owner shall permit anything or conditions to exist within the Parcel which shall induce, breed, or harbor infectious plant diseases or noxious insects. Plants and animals listed by government agencies as invasive, non‐native species are prohibited. The Santa Cruz County Planning & Zoning code provides a list of prohibited invasive species, including but not limited to, Fountain Grass, Buffelgrass, Rose Natal Grass, Pampasgrass, Oleander, and Salt Cedars.
1.5. Chimneys, Open Fires, Etc.: All fireplace chimneys and outlets from stoves, heating appliances and outside fireboxes must be protected from sparks by capping or screening. All fire pits, fireboxes, or fire enclosures shall be protected by non‐flammable covers or screens when not in use and the potential for hot embers exists. No open campfires are allowed unless: Within a permanent fire pit or enclosure with minimum 10‐foot radius of non‐flammable brush‐free area which is attended at all times until fully extinguished.]
1.6 No Nuisances: No noxious or offensive activities shall be carried on upon any Parcel nor shall anything be done thereon which may be or may become an annoyance or a nuisance. Hunting, discharging of firearms, and indiscriminate use of vehicles creating dust or excessive noise shall be considered a nuisance and are hereby prohibited. A road constructed within recorded easements to provide for vehicular ingress and egress, whether public or private, is not a violation of this provision.
Each owner shall maintain and keep their lot(s) at all times in a safe sound and sanitary condition and repair and shall correct any condition or refrain from any activity which might interfere with the reasonable enjoyment by other Owners of their respective lots or the Common Areas.
1.7. No Trash, Etc.: All Parcels shall be kept free of debris and trash so as not to cause an unsightly or dangerous condition, noxious odors, matters which would cause flies, vermin, or any violation of the State or County health code. No Parcel shall be used as a dumping ground for rubbish or hazardous or toxic waste materials. Trash, garbage or other waste shall not be kept except in sanitary, covered containers. No outdoor burning of rubbish shall be permitted on any Parcel. It is agreed that Declarant and/or the Association, upon 10 days1 written notice to the Parcel Owner, shall have the right to remove any debris or trash from the Parcel, and the Parcel Owner shall be obligated to pay to the Declarant, or the Association, upon demand, all reasonable costs incurred in removal of such debris. If unpaid upon demand, such costs shall be collectible like an Assessment and shall be secured by the Assessment Lien.
1Throughout this Declaration, all references to a number of days for notice or some other event are to calendar days unless otherwise stated.
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1.8. Signs No exterior signs, billboards or advertisements of any kind shall be placed, allowed or maintained on any Parcel except: (A) mailboxes; (B) residential nameplates; (C) security signs; (D) signs or other postings which may be required by legal proceedings; (E) indoor and outdoor display of political signs, posted no earlier than 71 days prior to an election and no later than three days after an election day in accordance with A.R.S. §33‐1808 and applicable Santa Cruz County ordinances; (F) One sign posted by a contractor currently working on a Parcel. A Contractor’s sign must be commercially‐produced, no larger than 18” x 24” in size, and removed when the job is completed; and (G) real estate signs (“For Rent”, “For Sale”, and “Open House”):
If the Owner(s) of any Parcel wishes to sell or rent, the Owner or his/her Realtor, with the Owner’s permission, may erect one commercially‐produced “For Sale” or “For Rent” sign of industry standard size (18” x 24”) on the Parcel. Said sign shall be removed within one week after close of escrow. The sign shall be the standard type used by real estate professionals without additional advertising or adornment, except one sign rider that does not exceed 6”x 24”. “Open House” signs may be displayed not more than two hours before and after the time of the event.
The placement of any sign shall not obstruct any area of public access. Any sign must be placed on the owner’s parcel and not on any common or road area.
1.9. Construction Activities: The Board shall have the right to determine the existence of any nuisance. Normal construction activities and parking in connection with the building of improvements shall not be considered a nuisance or otherwise prohibited by this Declaration. It is acknowledged that normal construction activities may be noisy. The Board of Directors is authorized to designate the areas and manner in which supplies of building materials and construction equipment shall be stored. All such designations shall be reasonable and non‐discriminatory.
1.10. No Mineral Exploration: No area covered by this Declaration shall be used in any manner to explore for or to remove any oil or other hydrocarbons, minerals of any kind, gravel, earth, or any earth substance of any kind.
1.11. Common Areas: The term 'Common Area' shall be inclusive of roads, entryways, Tract 'A' as designated on Record of Survey of Salero Ranch, Unit I, and other areas of Association maintenance responsibility, present or future.
1.12. Public Events: No public events shall be held on any Parcel without the consent of the Board.
1.13. Camping: No camping is allowed except with prior written approval of the Board of Directors.
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1.14. Antennas and Generators: Subject to the Telecommunications Act of 1996 and any other applicable law, no exterior antennas or other devices for the transmission or reception of communication, television or radio signals, including satellite dishes, which are not in keeping with similar devices already present and approved within the Properties, shall be erected or maintained without prior written authorization of the Board of Directors or the Architectural Committee. No antenna, satellite dish or power generator shall be installed in a manner that will disturb the surrounding neighbors and/or their property. No other exterior devices, modifications, or additions, shall be constructed on the exterior of a Parcel (including the roof) without the prior written authorization of the ACC. The following antennas do not require review and approval by the Architectural Committee or the Board:
(1) A "dish" antenna that is one meter (39.37") or less in diameter and is designed to receive direct broadcast satellite service, including direct‐to‐home satellite service, or to receive or transmit fixed wireless signals via satellite; and (2) An antenna that is one meter or less in diameter or diagonal measurement and is designed to receive video programming services via broadband radio service (wireless cable) or to receive or transmit fixed wireless signals other than via satellite; and (3) An antenna that is designed to receive local television broadcast signals. These antennas may be mounted on "MASTS" to reach the height needed to receive or transmit an acceptable quality signal (e.g. maintain line‐of‐sight contact with the transmitter or view the satellite). A MAST that extends more than 12 feet above the roofline requires the prior written approval of the Architectural Committee or Board of Directors.
1.15. Protective Screening: All equipment, propane tanks, service yards, wood piles, outdoor shower areas, and storage areas shall be screened by adequate planting, coloration, covering or fencing so as to conceal them from view of neighboring parcels and roads.
1.16. Window Coverings: No aluminum foil, reflective material, newspapers, or other material not customarily used as window covering may be placed upon the outside of any Residence or other structure.
1.17. Non‐disturbance of Existing Drainage: No Owner shall erect, construct, maintain, permit or allow any wall or other improvement or other obstruction which would interrupt the normal drainage of the land within any area of the Parcels shown on the Results of Survey, without the express written consent of the ACC. Any alteration of an existing drainageway may require a County permit.
1.18. Variances: The Board may, at its option and in extenuating circumstances, grant variances from the restrictions set forth in Article I of this Declaration or from restrictions in any Annexation Supplement to this Declaration, if the Board determines in its discretion that:
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(A) a restriction would create an unreasonable hardship or burden on a Parcel Owner, or
(B) a change of circumstances since the recordation of this Declaration has rendered such restriction impractical or obsolete, and
(C) the activity permitted under the variance will not have any substantially adverse effect on other Owners and residents of Parcels covered by this Declaration as amended or supplemented.
The request for a variance must be made in writing and be accompanied by adequate supporting documentation. The Board, in writing, shall approve or disapprove the request with reasonable promptness. All decisions of the Board shall be final and non‐appealable.
1.19. Grazing Leases: Salero Ranch has historically been used as grazing land for commercial cattle operations, which use has continued since Declarant's initial development. The Association, as the representative of all of the Parcel Owners and when specifically authorized in writing by a Parcel Owner, may enter into leases with commercial operators allowing the lessees to graze cattle throughout Salero Ranch on all Parcels, regardless of ownership, and the lessee under said grazing lease shall have an easement for that purpose. Salero Ranch is not located in a 'no‐fence district' (as defined by Arizona law), and a Parcel Owner may prohibit cattle from grazing upon a designated area of his/her Parcel by constructing and maintaining a fence around the area. Any such fence must have the prior approval of the ACC, in accordance with Article II of this Declaration.
ARTICLE II ARCHITECTURAL CONTROL COMMITTEE
2.1. Architectural Review: No leveling, excavation, grading, planting, landscaping, residence, outbuilding, fence or wall, or other improvement or installation, shall be commenced, erected, placed, or altered on any Parcel, until the plans and specifications therefor, showing the nature, kind, shape, materials, floor plans, and locations shall have been submitted to and approved in writing by the Architectural Control Committee (“ACC”). The ACC shall have the right to deny approval of any such plans or specifications which are not suitable or desirable in its opinion for aesthetic reasons; or are not in accordance with the overall scheme of development of Salero Ranch; or for any other reasonable consideration. In reviewing such plans and specifications, the ACC shall have the right to take into consideration the suitability of the proposed building or other structure, the material which is to be used, the site upon which it is proposed to be erected, the harmony with the surroundings, and the effect of the proposed structure on the outlook from adjacent or neighboring property. The ACC has the right to charge a reasonable fee for plan approval. All plans must comply with Santa Cruz County regulations and requirements. No construction may be commenced prior to the issuance of the appropriate County building permits.
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2.2. Architectural Control Committee: The ACC shall be initially composed of Millie Hudson Handcock, Marty Ryan, and Richard Schust, their successors and assigns. When 75% of the Parcels (including any additional phases incorporated into this Declaration) have been sold by the Declarant, then the function of the ACC shall be assigned to the Association, at which time, the ACC shall include at least one member of the Board of Directors who shall serve as chairperson of the committee. Prior to assignment to the Association, the Declarant shall appoint and remove the ACC members. The members of the ACC shall not be entitled to any compensation for services performed pursuant to this Declaration, but shall be entitled to reimbursement for reasonable costs expended, as approved by the Board of Directors.
2.3. Design Guidelines: The Board may adopt, amend and repeal Design Guidelines concerning the construction, alteration, repair, modification or addition of any exterior improvement on a Parcel, including without limitation, procedural rules for review and approval or disapproval of proposed improvements. The Design Guidelines shall be reasonable and shall be consistent with this Declaration.
2.4. Procedure: ACC's approval or disapproval as required in this Declaration shall be in writing. Actions of the ACC shall be by the majority vote of the members of the ACC. In the event the ACC or its designated representative, fails to approve or disapprove within 60 days after the plans and specifications along with any requested revisions or clarifications have been submitted to it, the plans and specifications shall be deemed to have been approved. All improvements must be approved by the Architectural Control Committee. Changes to approved plans which require County building permit modification also require Committee approval.
2.5. Appeal: Any Owner whose proposal has been disapproved or has received a decision that he or she considers adverse, may appeal the decision to the Board of Directors within 30 days of receipt of the original ACC decision. The appeal must be in writing and state the reasons for the request for reconsideration or appeal of the ACC’s decision and the relief requested. The Board shall set the appeal hearing for a closed meeting (unless the affected Owner requests an open meeting), and shall give the Owner and any other interested party or parties notice of said hearing. The Owner and any other interested party or parties may testify and present evidence at the hearing. The date of the hearing shall not be sooner than 10 days nor later than 30 days following the receipt by the Board of the appeal. The Board shall issue a written decision within 15 days after the hearing has been completed. Decisions of the Board in this regard shall be binding and conclusive.
2.6. Cost Recovery: If the Association incurs any costs for review of submitted plans and specifications due to the need for professional services, the Association may charge a reasonable fee to a petitioning Owner for the review of the plans and specifications.
2.7. Construction Deposit: A $2,000.00 refundable deposit is required for new home construction or for rebuilds of the main residential structure on a Parcel. All deposits must be
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paid with plan submittal, and will be held in escrow and will be refunded once construction is complete and the project has received final approval from the ACC. The Board of Directors may change the amount of construction deposits at its sole discretion.
2.8. Limitation of Liability: Neither the Board of Directors, the ACC, nor any of their members shall be liable for damages or otherwise to any Owner submitting requests or plans for approval, or to any Owner of land subject to this Declaration, by reason of any action, mistake in judgment, negligence, failure to act, approval, disapproval or failure to approve or disapprove with respect to any matter within their jurisdiction under the terms of this Declaration. Any Owner submitting plans to the ACC, and any Owner, by acquiring title to any Parcel, waives his/her claim for damages or other relief arising under the architectural review process established in this Declaration or by the Board of Directors.
2.9. Right of Entry: During reasonable hours and upon reasonable notice to the Owner or other occupant of a Parcel, the ACC shall have the right to enter upon and inspect any Parcel, or other area, and the improvements constructed or being constructed thereon (except for the interior portions of any completed and occupied Dwelling Unit or Garage) to determine compliance with this Declaration, or to perform repairs, maintenance or take corrective action as provided in Sections 1.7, 8.6 or 9.4, and such persons shall not be deemed guilty of trespass by reason of such entry.
ARTICLE III ORGANIZATION OF ASSOCIATION
3.1. Formation of Association: The Declarant organized an owners association, Salero Ranch Community Association, Inc., as a nonprofit Arizona corporation. The Association is charged with the duties and vested with the powers prescribed by law and set forth in its Articles, Bylaws, this Declaration and rules adopted by the Board (together, the “Project Documents”). Neither the Articles nor Bylaws shall, for any reason, be amended or otherwise changed or interpreted so as to be inconsistent with this Declaration.
3.2. Board of Directors and Officers: The affairs of the Association shall be conducted by the Board and such officers as the Board may elect or appoint in accordance with the Articles and the Bylaws as the same may be amended from time to time.
3.3. Personal Liability: No Board member, committee member, employee or officer of the Association shall be personally liable to any Member or to any other person or entity, including the Association, for any damage, loss or prejudice suffered or claimed on account of any act, omission, error or negligence; provided, however, the limitations set forth in this Section 3.4 shall not apply to any person who has failed to act in good faith or has engaged in willful or intentional misconduct. The Association shall indemnify its committee members, directors and officers when acting on behalf of the Association, to the full extent permitted by law.
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ARTICLE IV MEMBERSHIP AND VOTING RIGHTS
4.1. Membership: Membership shall be appurtenant to and may not be separated from Parcel ownership. The rights and obligations of an Owner and membership in the Association shall not be assigned, transferred, pledged, conveyed, or alienated in any way except upon transfer of ownership, or by intestate succession, testamentary disposition, or such other legal process as now in effect or as may hereafter be established under or pursuant to the laws of the state of Arizona.
4.2. Voting Rights: Each Parcel Owner, except for Declarant who shall be entitled to three votes for each Parcel it owns, shall be entitled to one vote for each Parcel owned. The term “Parcel” shall be inclusive of any Parcel division allowed by this Declaration, and thus each divided Parcel would have one vote. When more than one person owns a Parcel, all such persons shall be members, but the vote for such Parcel shall be exercised as they among themselves unanimously determine. In the event of non‐agreement among the Owners, the vote for the Parcel shall not be accepted, and fractional votes shall not be allowed. Unless otherwise provided for herein, all actions of the Association taken by members shall be by majority vote.
4.3. Suspension of Voting Rights: If any Owner fails to pay any Assessments or other amounts due to the Association under the Project Documents within 30 days after such payment is due, or if any Owner violates any other provision of the Project Documents and such violation is not cured within 30 days after the Association notifies the Owner of the violation, the Board of Directors may suspend such Owner's right to vote until such time as all payments, including interest and attorneys' fees, are brought current, and until any other infractions or violations of the Project Documents are corrected.
ARTICLE V MEETINGS
5.1. Annual Meetings: The annual meeting of the Parcel Owners shall be held on the second Saturday or Sunday in April, at such location as the President or a majority of the Board of Directors shall specify in writing to the Owners. When suitable facilities are unavailable or any other conflicts exist, the meeting shall be held on the nearest available Saturday or Sunday.
5.2. Special Meetings: A special meeting of the Owners may be called at any time by the President or by a majority of the Board, and shall be held at such place as is designated by the President or a majority of the Board, and stated in a written notice. Only business stated in the written notice may be addressed at a special meeting.
5.3. Notice: Notice of any annual or special meeting of the Parcel Owners shall be hand delivered or sent prepaid by U.S. mail at least 10 days and not more than 50 days prior to the
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date of the meeting. All notices shall be hand delivered or sent prepaid by U.S. mail to the mailing address for each Parcel that appears in the Association’s records, or at such other address or electronic address when/if allowed by law as designated in writing by an Owner and received by the Association. 2
5.4. Quorum: Except as otherwise provided in the Project Documents, the presence in person or by absentee ballot of Owners entitled to cast at least a majority of the votes in the Association shall constitute a quorum at all meetings of the Association. In the event such a quorum is not present, the meeting may be delayed from time to time by a majority vote of the Owners present, provided that written notice of the new time shall be mailed to or served upon each Owner at least five days prior to the time fixed for the continuation of the meeting.
5.5. Voting Procedure: Association elections shall be held in accordance with A.R.S. §33‐1812 and A.R.S. §10‐3708.
ARTICLE VI BOARD OF DIRECTORS
6.1. Composition of Board: The affairs of the Association shall be governed by a Board of Directors composed of not less than three or more than five persons. All Board members must be Parcel Owners. All Board members and nominees must not be delinquent in paying Assessments or other charges owed to the Association.
6.2. Election ‐‐ One Year Terms: The Directors shall be elected by the Owners at their annual meeting for a term of one year each. Directors may be re‐elected for as many terms as the Owners may designate.
6.3. Regular Meeting: The first Board meeting each term shall be held immediately following the adjournment of the annual meeting of the members, at the same place as the annual meeting. The Board of Directors may establish a schedule of regular meetings to be held at such place(s) as the Board may designate; in which event, no notice shall be required to be sent to the said Board of Directors of said regular meetings once said schedule has been adopted.
6.4. Special Meetings: Special meetings of the Board of Directors may be called by the President, and in his/her absence, by the Vice President, or by a majority of the Directors. 10 days written notice shall be given to all of the members of the Board of Directors with the time and place of said meeting. The notice shall be mailed to, or electronically sent when/if allowed by law, or personally served on each member of the Board of Directors by the Secretary of the Association. By unanimous consent of the Board of Directors, a special meeting of the Board of
2 Notice requirements under Section 5.3 above are subject to change if A.R.S. §33‐1804(B) in the Arizona Planned Communities Act is amended from time to time. Electronic addresses (email) can be used when/if allowed by law.
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Directors may be held without notice at any time or place. All notices of special meetings shall state the purpose of the meeting, and no other matters may be discussed or acted upon at the meeting.
6.5. Notice to Owners: Owners shall be given notice of Board meetings in accordance with A.R.S. §33‐1804, as may be amended from time to time.
6.6. Quorum: A majority of the members of the Board shall constitute a quorum for the transaction of business at any regular or special meeting of the Board of Directors. If a quorum is not present, a majority of the directors present shall have the power to adjourn the meeting to a future time, provided that written notice of the new time, date and place shall be mailed or electronically delivered, or personally served on each member of the Board of Directors at least five days prior to the time fixed for said meeting. Unless otherwise provided for herein, all Board action shall be by a majority vote of the Directors present.
6.7. No Compensation: The Directors of this Association shall serve without compensation.
6.8. Removal of Directors:
6.8.1 Voting Requirement. The Members, by a majority vote of Members entitled to vote and voting on the matter at a meeting of the Members called pursuant to these Bylaws, at which a quorum is present, may remove any Director from the Board with or without cause. For purposes of calling for removal of a Director by the Members, the following apply:
(A) On receipt of a petition that calls for removal of a Director and that is signed by the Members entitled to cast at least 25% of the votes in the Association, the Board shall call and provide written notice of a special meeting of the Association as prescribed by these Bylaws. A Person is eligible to sign the petition if he/she is eligible to vote in the Association at the time of signing.
(B) Special Meeting. The special meeting shall be called, noticed and held within 30 days after the Board’s receipt of the petition. A quorum is present if 20% of the Members who are eligible to vote in the Association as of the date of the meeting are present in person or by absentee ballot.
(C) Civil Action. If a civil action is filed regarding the removal of a Director, the prevailing party in the civil action shall be awarded its reasonable attorney fees and costs.
(D) Retention of Documents. The Board shall retain all documents and other records relating to the proposed removal of any Director for at least one year after the date of the special meeting and shall permit Members to inspect those documents and records pursuant to these Bylaws and applicable law.
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(E) Limitation on Removal Action. A petition that calls for the removal of the same Director shall not be submitted more than once during each term of office for that Director.
6.9. Vacancies on the Board:
6.9.1. After Removal Action. If fewer than all of the Directors are removed in accordance with Section 4.6, the remaining Directors shall appoint a successor to fill each vacancy for the remainder of the term. If all of the Directors are removed, the Nominating and Election Committee shall organize an election to replace the removed Directors, who shall remain in office (but shall take no action other than to maintain the day‐to‐day operations of the Association) until the replacement Directors are elected and qualified.
6.9.2. Absences or Delinquency. Any Director who has three consecutive unexcused absences from Board meetings, or is more than 90 days delinquent (or is the representative of a Member who is delinquent) in the payment of any assessment or other charge due the Association, without being excused by the President for good cause, shall be deemed to have resigned from office and the Board may appoint a successor to fill the vacancy for the remainder of the term.
6.9.3. Death, Disability or Resignation. In the event of the death, disability, or resignation of a Director, the Board may declare a vacancy and appoint a successor to fill the vacancy until the next annual meeting.
6.9.4. Replacement Director. Any Director who the Board appoints shall be selected from among Members.
6.10. Managing Agent: The Board of Directors may employ for the Association a managing agent at a compensation established by the Board to perform such duties and services as the Board shall authorize. Any such managing agent shall incur no liability for action in good faith upon instructions given to it by a majority of the Board of Directors, however any such agent shall be responsible for that agent's negligence and misconduct. All management agreements shall be terminable without cause or penalty upon 30 days written notice from either party. Each Owner shall be bound by the terms and conditions of all management agreements entered into by the Association.
ARTICLE VII OFFICERS
7.1. Officers: The principal officers of the Association shall be a President, Vice President and a Secretary/ Treasurer, all of whom shall be elected by the Board of Directors. The directors may appoint such other officers as in their judgment may be necessary.
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7.2. Election: The officers of the Association shall be elected annually by the Board of Directors at the first meeting of each new term, and shall hold office at the pleasure of the Board.
7.3. Replacement: Upon affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, either with or without cause, and his successor elected at any regular meeting of the Board of Directors or at any special meeting of the Board called for such purpose.
7.4. President: The President shall be the Chief Executive Officer of the Association; he/she shall preside at all meetings of the Owners and of the Board of Directors. He/She shall have executive powers and general supervision over the affairs of the Association, and shall perform and have the powers necessary to perform all of the duties incident to this office and that may be delegated to him/her from time to time by the Board of Directors.
7.5. Vice President: The Vice President shall perform all of the duties of the President in his/her absence and such other duties as may be required of him/her from time to time by the Board of Directors.
7.6. Secretary‐Treasurer:
7.6.1. The Secretary‐Treasurer shall issue notices of all Board of Directors meetings and all Owners meetings; he/she shall attend and keep the minutes of the same; he/she shall have Charge of all of the Association books, records and papers.
7.6.2. The Secretary‐Treasurer shall have the custody of the Association funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Association and shall deposit all monies and other valuable effects in the name and to the credit of the Association in such depositories as may be designated from time to time by the Board of Directors. The Board may engage a professional bookkeeper or manager to facilitate these and other duties.
7.6.3. The Secretary‐Treasurer shall disburse the funds of the Association as may be ordered by the Board in accordance with these Articles, making proper vouchers for such disbursements, and shall render to the President and Board of Directors at the regular meeting of the Board of Directors, or whenever they may require it, an account of all his/her transactions as Treasurer and of the financial condition of the Association.
7.6.4. The Secretary‐Treasurer shall collect the assessments and shall promptly report the status of the collections and of all delinquencies to the Board of Directors.
7.6.5. The Secretary‐Treasurer shall also give assessment status reports to potential transferees, on which reports, the transferees may rely.
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7.7. Checks ‐‐ Bonds: The Secretary‐Treasurer, and all officers who are authorized to sign checks, must be bonded, unless waived by a vote of the membership, in an amount equal to the total anticipated assessments for a full year. Cost of the bond shall be paid for by the Association.
ARTICLE VIII COVENANT FOR ASSESSMENTS AND CREATION OF LIEN
8.1. Creation of Lien and Personal Obligation for Assessments and Maintenance Charges: Each Parcel Owner by acceptance of a deed or contract for purchase (whether or not it shall be so expressed in such deed or contract) is deemed to covenant and agree, to accept and be subject to mandatory membership in the Association, and to pay to the Association the following: (A) Annual Assessments, (B) Special Assessments, and (C) Maintenance Charges, (together, “Assessments”) incurred by the Owner or any resident occupying the Owner's Parcel or any portion thereof. The Assessments and any other fees, fines charges and late charges which are the obligation of an Owner, together with interest, costs, collection agency fees, reasonable attorneys' fees and court costs, and other costs of collection incurred in connection with the enforcement and collection thereof or in otherwise enforcing this Declaration, shall be a charge and continuing servitude and lien upon the Parcel against which such Assessment or other charge is made and, in addition, shall be the personal obligation of the Owner of such Parcel at the time when such payment becomes due and payable. The personal obligation for delinquent Assessments and other charges shall not pass to the successors in title of the Owner unless expressly assumed by them; however, the Parcel shall remain subject to the lien for delinquent Assessments except as provided in Section 8.7 below. No Owner may waive or otherwise exempt himself/herself from liability for the Assessments; including, but not limited to, by abandonment of his/her Parcel. The obligation to pay Assessments is a separate and independent covenant on the part of each Owner. No diminution, abatement or set‐off shall be allowed by reason of any action or failure to act of the Board of Directors. The Declarant shall not be responsible for comparable assessments on each Parcel owned by it. Declarant shall be responsible to provide labor, material and/or monies in sufficient amounts, not to exceed the amount of the normal Parcel assessment for each Parcel owned by it, if necessary in Declarant's opinion, to properly fulfill the Association's maintenance responsibilities.
8.2. Purpose of Assessments: The Assessments shall be used exclusively for paying the costs of enforcing this Declaration, paying the administrative costs of the Association, and the costs of the improvement and maintenance of the roadways, entryways, Tract 'A' and any other common areas so designated by the Board in the future within the Properties and roadways, entryways and any other common areas within other portions of the Salero Ranch Land annexed under this Declaration which are dedicated to the public, but not accepted by the County or by any municipality (or any other governmental agency) for maintenance and repair, and necessary access roads (collectively, 'Roadways'). The Association shall establish and maintain a reserve fund for such purposes by the allocation and periodic payment to such reserve fund an amount to be designated from time to time by the Board of Directors. Such funds shall be deposited in a special account with a safe and responsible depository, and may
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be in the form of a cash deposit or invested in obligations of, or fully guaranteed as to principal by the United States of America.
8.3. Assessment Based on Parcels: Annual and Special Assessments will be divided among the Owners on a per Parcel owned basis, including any divided Parcels. Assessments shall be due on a yearly or such other basis as determined by the Board of Directors.
8.4. Commencement of Assessments: The Annual Assessments shall commence as to all Owners as of close of the sale by Declarant of the first Parcel. Annual Assessments shall be set by the Board of Directors on an annual basis. The Board shall each year adopt a budget and fix the amount of the Annual Assessment against each Owner, ideally, at least 30 days in advance of each Annual Assessment period. Notice of the Annual Assessment shall be sent to every Owner subject thereto. The due dates shall be established by the Board. Assessments shall be enforceable even though not timely noticed or established.
8.5. Special Assessments: The Board of Directors may levy a Special Assessment in addition to the Annual Assessment, with the approval of a majority of the Membership.
8.6. Assessment Lien‐Foreclosure: All sums assessed by the Association to any Parcel that are delinquent shall constitute a lien on such Parcel prior to all other liens except only:
(A) tax liens in favor of any assessing agency and special district; and
(B) all sums unpaid on the first mortgage or deed of trust of record.
Such lien may be foreclosed by suit by the Board, in like manner as a foreclosure of a real property mortgage. The Board, acting on behalf of the Association shall have the power to bid on the Parcel at foreclosure sale, and to acquire and hold, lease, encumber and convey same. Suit to recover a money judgment for unpaid Assessments shall be maintainable without foreclosing or waiving the lien securing the same.
8.7. Foreclosure of a First Lien: If ownership of a Parcel is acquired as a result of foreclosure or trustee's sale or a deed in lieu of foreclosure, regarding a recorded first lien on a Parcel, such acquirer of title, its successors and assigns, shall not be liable for the assessments by the Association chargeable to such Parcel which become due prior to the acquisition of title to such Parcel by such acquirer, however, the former Owner shall remain liable for the prior unpaid debt to the Association.
8.8. Delinquent Assessments‐Collection: In the event an Assessment is not paid within 30 days of its due date, the Board of Directors, may proceed to enforce and collect the said Assessment together with interest from the due date at the rate of 20% per annum, but not to exceed the highest legal rate, together with a late charge equal to 10% of the payment due.
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ARTICLE IX MAINTENANCE AND REPAIRS
9.1. Maintenance of Roadways and Common Area. The Board of Directors may enter into a contract(s) with any firm, person, governmental agency or entity, or corporation for the improvement, maintenance and repair of the Roadways or other common areas. The Board of Directors may, by contract empower and grant to such firms, person or corporation, the right of access.
9.2. Maintenance of Parcels by Owners: Each Owner of a Parcel shall be solely responsible for the maintenance of all portions of his/her Parcel. The Owner of each Parcel shall at all times perform his/her obligations under this Section so that the land and Improvements comprising his/her Parcel shall be in good condition and repair. Such obligations of Owner shall include keeping the Parcel free of trash and other unsightly material. All maintenance of the exterior of the Residence, including without limitation walls, fences and roofs, shall be accomplished in accordance with the Architectural Rules.
9.3. Total or Partial Destruction: If any structure on a Parcel is totally or partially destroyed, the Owner shall either: (A) submit plans to rebuild the structure; or (B) demolish the same and remove the debris from the Parcel within one year of the destruction. If the Owner fails to comply with this Section, the Board may take action as set forth in Section 9.4.
9.4. Improper Maintenance and Use of Parcels: In the event any portion of a Parcel is so maintained as to present a nuisance, or substantially detract from the appearance or quality of the surrounding Parcels; or in the event any portion of a Parcel is being used in a manner which violates this Declaration; or in the event the Owner of a Parcel is failing to perform any of his/her obligations under this Declaration, the Board may make a finding to such effect, specifying the particular violation(s) which exist. The offending Owner shall be given written notice of the violation(s) and asked to take corrective action within 60 days. At the expiration of said 60‐day period, if the requisite corrective action has not been taken, the Board shall be authorized and empowered to cause such action to be taken. The Owner shall be given an invoice itemizing the costs incurred, including attorney’s fees. If unpaid by the due date, said costs and fees shall be added to and become a part of the Assessment to which the offending Owner and the Owner's Parcel is subject, and shall be secured by the Assessment lien. The Association shall institute judicial proceedings before any item of construction is altered or demolished.
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ARTICLE X INSURANCE
10.1. Insurance on Parcels: The Association is not obligated to obtain any type of insurance covering the Parcels or improvements located thereon. The procurement and maintenance of all insurance on each Parcel, including improvements shall be the sole obligation and responsibility of the Owner.
10.2. Association’s Insurance: The Board of Directors shall procure such liability insurance as it deems necessary in its sole discretion to protect the Members and the Association from liability for conditions existing and events occurring on or about the Common Areas or Roadways, including, but not limited to, directors and officers liability insurance for the Board of Directors, officers and committee members. The Board may procure such other insurance for the Association that it deems necessary in its sole discretion.
ARTICLE XI ENFORCEMENT
11.1. Right of Association to Enforce. The Association or any Owner has the right to enforce, by any proceeding at law or in equity, all restrictions, conditions, covenants, reservations, liens or charges now or hereafter imposed by the provisions of this Declaration. This shall include enforcement of rules, guidelines and regulations adopted by the Association to carry out its purposes and duties under this Declaration.
11.1.1. Attorney Fees. The prevailing party in any Court action shall be awarded reasonable attorneys' fees and costs. 11.1.2. Waiver. No delay or omission on the part of the Association in exercising its right to enforcement of this Declaration shall be construed as a waiver of or acquiescence in any breach of any of the restrictions and covenants, and no right of action shall accrue against the Board of Directors, the Association or any Owner for their neglect or refusal to exercise such right of enforcement.
11.1.3. Violation Does Not Prejudice Encumbrance: No mortgage, deed of trust or other encumbrance entered into by a Parcel Owner shall be considered unenforceable because of, nor shall it be adversely affected by any violation of, these Restrictions, excepting, upon foreclosure of any such encumbrance, the holder thereof acquiring title shall be subject to all the terms and conditions of this Declaration.]
11.2. Enforcement Procedures. The Board and any Owner in violation of the Project Documents shall follow the procedures set forth in A.R.S. §33‐1803. At the Board’s discretion, a
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violation of the Project Documents by an Owner, his/her guests, tenants or family members, may be referred to the Association’s attorney for enforcement action in Superior Court or any other court or agency of appropriate jurisdiction. Alternatively, the Board may levy a monetary penalty or other sanction against an Owner in accordance with the Project Documents, applicable law and procedures set forth by the Board of Directors.
11.3. No Obligation to Enforce. The Association is not obligated to take any enforcement action if the Board determines, in its sole discretion, that because of considerations pertaining to the Association’s finances, possible defenses, the time and expense of litigation or other enforcement action, the likelihood of a result favorable to the Association, or other facts deemed relevant by the Board, enforcement action would not be appropriate or in the best interests of the Association. The failure of the Association or an Owner to take enforcement action with respect to a violation of the Project Documents shall not constitute or be deemed a waiver of the right of the Association or any Owner to enforce the Project Documents in the future. 11.4. Cumulative Rights and Remedies. All rights and remedies of the Association under the Project Documents or at law or in equity are cumulative, and the exercise of one right or remedy shall not waive the Association’s right to exercise another right or remedy. 11.5. Violation of Law. Each and every provision of this Declaration, as amended from time to time, is subject to any and all applicable federal, state and local governmental rules and regulations, ordinances and subdivision regulations. Any violation of any federal, state, municipal or local law, ordinance or regulation pertaining to the ownership, occupation or use of any property within the Properties is declared to be a violation of the Project Documents and subject to any and all enforcement procedures set forth in such Project Documents.
ARTICLE XII ANNEXATION OF ADDITIONAL PROPERTY
Declarant has the right to annex under this Declaration other Salero Ranch Land, without the consent of any Owner, mortgagee or any other party with an interest in land covered by this Declaration. The annexation of any or all of the Annexable Property shall be accomplished by the Declarant recording with the County Recorder of Santa Cruz County, Arizona, an Amendment to this Declaration or a Tract Declaration which subjects the annexed property to this Declaration, which establishes the Land Use of the annexed property and which includes the legal description of the property being annexed. An Amendment or a Tract Declaration annexing property as permitted hereunder may contain such complementary additions and modifications of the covenants, conditions and restrictions contained in this Declaration as may be necessary to reflect the different intended character, if any, of the annexed property and as are not inconsistent with the plan of this Declaration. In no event, however, shall any such document revoke, modify or add to the covenants, conditions and restrictions established by
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this Declaration and applicable to property previously covered by this Declaration. Such changes may only be made by Amendment.
ARTICLE XIII
TERM AND AMENDMENT
13.1. Term and Termination. The foregoing Restrictions shall run with the land and shall be binding upon all persons having an interest in and owning any land covered by this Declaration until January 1, 2027, at which time said Restrictions shall be automatically extended for successive periods of 10 years, unless by the Owners of a 75% of the Parcels then covered by this Declaration, it is agreed to terminate this Declaration.
13.2. Amendment. This Declaration may be amended at any time by the affirmative vote of at least two‐thirds of the Owners, casting one vote per Parcel. Any amendment to this Declaration shall be evidenced by a written document signed by the President and Secretary of the Association, attesting that the requisite number of Owners consented to such amendment. Any amendment to this Declaration shall become effective upon recordation of the office of the County Recorder of Santa Cruz County, Arizona.
ARTICLE XIV MISCELLANEOUS
14.1. Interpretations: Except for judicial construction, the Association, by and through its Board, shall have the exclusive right to construe and interpret the provisions of this Declaration. In the absence of any adjudication to the contrary by a court of competent jurisdiction, the Board’s construction or interpretation of the provisions hereof shall be final, conclusive and binding as to all persons and property benefited or bound hereof.
14.2. Severability: Any determination by any court of competent jurisdiction that any provision of this Declaration is invalid or unenforceable shall not affect the validity or enforceability of any of the other provisions hereof.
14.3. Change of Circumstances: Except as otherwise expressly provided in this Declaration, no change of conditions or circumstances shall operate to extinguish, terminate or modify any of the provisions of this Declaration.
14.4. Rules and Regulations: The Association (by and through its Board) shall have the right to adopt rules and regulations with respect to all aspects of the Association's rights, activities and duties, provided said rules and regulations are not inconsistent with the provisions of this Declaration or any applicable law.
14.5. Declarant's Disclaimer of Representations: Anything to the contrary in this Declaration notwithstanding, and except as otherwise may be expressly set forth on a recorded plat or
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other instrument recorded in the office of the County Recorder of Santa Cruz County, Arizona, Declarant makes no warranties or representations whatsoever that the plans presently envisioned or the complete development of the Salero Ranch Land can or will be carried out, or that any land now owned or hereafter acquired by Declarant is or will be subjected to this Declaration or any other declaration, or that any such land (whether or not it has been subjected to this Declaration) is or will be committed to or developed for a particular (or any) use, or if that land is once used for a particular use, such use will continue in effect.
14.6. No Warranty of Enforceability: While Declarant has no reason to believe that any of the Covenants contained in this Declaration are or may be invalid or unenforceable for any reason or to any extent, Declarant makes no warranty or representation as to the present or future validity or enforceability of any such Covenants. Any Owner acquiring a Parcel covered by this Declaration on reliance on one or more of the Covenants shall assume all risks of the validity and enforceability thereof and by acquiring any Parcel agrees that Declarant shall have no liability therefor.
14.7. Reserved Access Rights: Declarant reserves to itself, successors, heirs and assigns, the right to provide ingress and egress easements pursuant to survey map 'Grant of Easements', either public or private, through or to, and from Salero Ranch Land, and other properties adjoining and non‐adjoining; and to construct roads within said easements suitable for conventional vehicles to insure a continuous flow of traffic for public or private ingress and egress, and to amend any portions of the Record of Survey subject to this Declaration, or others which are still owned by the Declarant.
14.8. References to the Covenants in Deeds: Deeds or any instruments affecting any part of the Salero Ranch Land may contain the Covenants herein set forth by reference to this Declaration; but regardless of whether any such reference is made in any Deed or instrument, each and all of the Covenants shall be binding upon the grantee‐owner or other person granting through any instrument.
14.9. Gender and Number: Whenever the context of this Declaration so requires, words used in the masculine gender shall include the feminine and neuter genders; words used in the neuter gender shall include the masculine and feminine genders; words used in the singular shall include the plural; and words in the plural shall include the singular.
14.10. Captions and Titles: All captions, titles or headings of the Articles or Sections in this Declaration are for the purpose of reference and convenience only and are not to be deemed to limit, modify or otherwise affect any of the provisions hereof or to be used in determining the intent or context thereof.
14.11. Declarant's Exemption: At any time Declarant owns any Parcel or other land which is subject to annexation pursuant to Article XII, Declarant shall be exempt from the provisions of Article I.
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IN WITNESS WHEREOF, the undersigned certify, in accordance with Article XIV of the Superseded Declaration, that the Owners of at least a majority of Parcels have agreed to approve this Declaration prior to January 1, 2017, thereby superseding and replacing the Superseded Declaration.
SALERO RANCH PROPERTY OWNERS ASSOCIATION, an Arizona non‐profit corporation By: ______________________________________ Its: President
ATTEST: By___________________________________ Secretary STATE OF ARIZONA ) : ss: County of Santa Cruz ) The foregoing instrument was acknowledged before me this _____________ day of _________________, 2017, by ______________________________________, President, of SALERO RANCH PROPERTY OWNERS ASSOCIATION, an Arizona non‐profit corporation, on behalf of the corporation.
______________________________ Notary Public
STATE OF ARIZONA ) : ss: County of Santa Cruz ) The foregoing instrument was acknowledged before me this ____ day of ___________________, 2017, by ________________________________, Secretary, of SALERO RANCH PROPERTY OWNERS ASSOCIATION, an Arizona non‐profit corporation, on behalf of the corporation.
______________________________ Notary Public
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EXHIBIT A
LEGAL DESCRIPTION
THAT PORTION OF THE NORTH HALF OF THE BACA LOCATION NO. 3, ALSO KNOWN AS THE BACA FLOAT NO. 3 IN SANTA CRUZ COUNTY, ARIZONA, ACCORDING TO THE SURVEY BY PHILIP CONTZEN UNDER CONTRACT NO, 133, DATED JUNE 17, 1905, AND NOW FILED AND APPROVED IN THE OFFICE OF THE COMMISSIONER OF THE GENERAL LAND OFFICE, WASHINGTON, D.C., DESCRIBED AS FOLLOWS: COMMENCING AT MILE STONE NO. 2 OF SAID BACA FLOAT NO. 3, SAID POINT ALSO BEING ON THE NORTH LINE OF LOT 81 OF SAID SALERO RANCH UNIT 3; THENCE NORTH 89°4623" EAST 1715.00 FEET UPON THE NORTH LINE OF SAID BACA FLOAT NO.3 TO THE NORTHEAST CORNER OF SAID LOT 81; THENCE NORTH 89°4623" EAST 3951.16 FEET UPON SAID NORTH LINE OF BACA FLOAT NO, 3 TO A 2Y2" GLO BCSM STAMPED "CC T21S R14E 512 /.RISE S18/ BF NO. 3 1925"; THENCE EASTERLY 1683.96 FEET UPON SAID NORTH LINE OF SAID BACA FLOAT NO.3 TO THE POINT OF BEGINNING; THENCE CONTINUING EASTERLY 3133.16 UPON SAID NORTH LINE OF SAID BACA FLOAT NO. 3 FEET TO THE NORTHEAST CORNER OF SAID BACA FLOAT NO.3; THENCE SOUTHERLY 10386.76 FEET UPON THE EAST LINE OF SAID BACA FLOAT NO. 3 TO THE NORTHEAST CORNER OF LOT 100 OF SAID SALERO RANCH UNIT 3; THENCE UPON THE BOUNDARY OF SAID SALERO RANCH UNIT 3 THE FOLLOWING 19 DESCRIBED COURSES; 1) THENCE NORTH 72°0225" WEST 2363.91 FEET; 2) THENCE NORTH 55°39'35" WEST 435.33 FEET; 3) THENCE NORTH 48°44'59" EAST 912.81 FEET; 4) THENCE NORTH 11°32'09" EAST 268.50 FEET; 5) THENCE NORTH 43°56'S2" WEST 1324.58 FEET; 6) THENCE NORTH 87°38'10" WEST 358.40 FEET; 7) THENCE NORTH 83°56'51" WEST 1026.91 FEET; 8) THENCE SOUTH 63°16'51" WEST 1392.41 FEET; 9) THENCE NORTH 35°26'51" WEST 2017.78 FEET; 10)THENCE NORTH 29°23'21" WEST 843.82 FEET; 11)THENCE NORTH 49°53'51" EAST 194.15 FEET; 12)THENCE SOUTH 72°26'26" EAST 635.03 FEET; 13)THENCE NORTH 48°23'36" EAST 650.39 FEET; 14)THENCE NORTH 38°54'29" WEST 201.39 FEET; 15)THENCE NORTH 19°30'19" WEST 89.97 FEET; 16)THENCE NORTH 52°47'18" WEST 158.82 FEET; 17) THENCE NORTH 42°56'02" EAST 182.69 FEET; 18) THENCE NORTH 31°30'15" WEST 446.27 FEET; 19) THENCE NORTH 26°29'05" WEST 1863.53 FEET; THENCE SOUTH 84°28'17" EAST 530.16 FEET; THENCE NORTH 86°25'21" EAST 2943.62 FEET; THENCE SOUTH 75°08'37" EAST 944.54 FEET; THENCE NORTH 13°39'54" EAST 882.52 FEET;
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THENCE NORTH 35°03'34" WEST 686.93 FEET; THENCE NORTH 10°37'11" EAST 401.47 FEET; THENCE NORTH 39°24'19" WEST 592.49 FEET; THENCE NORTH 0°14'18" EAST 657 FEET; MORE OR LESS TO THE POINT OF BEGINNING. CONTAINING 1013 ACRES, MORE OR LESS.
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