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Home My WebLink About971239.tiff1H I[LLHOUSE ARCHITECTS ARCHITECTS & PLANNERS Weld County Planning Dept, Feb.13, 1997 Department of Planning Services 1400 N. 17th Av. Greeley, Co. 80631 Attn: Mr. Todd Hodges FEB 1 8 1997 Dear Mr. Hodges: Attached herewith is our application for a PUD Final Plan for a sixty eight acre parcel to be called Gander Valley, located at the SE corner of Sec. 4, T6N, R76W (NW corner of County Roads 19 and 72, 2 mi. N of Windsor). The Sketch Plan was reviewed by your department during November and December 1996, with no major obstacles to development noted. The PUD Change of Zone and Final Plan are being processed concurrently, per approval from the County Attorney. Owner/Applicant is Douglas E. Myers, with Jim Hillhouse as agent. PUD Concept The intent is to divide this vacant farm land into five lots, with four lots planned for single family residences and one forty acre lot reserved for farming. The residential lots average approximately six (6) acres each, and are proposed to be used as "horse property". We will allow one outbuilding per lot, which must be in a compatible architectural style with the house. Animal units will be more restricted than allowed by County zoning, but will encourage FFA type of activities. We propose to protect the view corridors of each lot by way of establishing building envelopes for each lot, within which all buildings must be located. Restrictive covenants will require that the houses be constructed in a rural style with front porches. Garages will be encouraged to face away from the street. This will be controlled by a homeowner's association with strict covenant and architectural controls, with the intent of maintaining the current rural "feel" to the parcel. The entry open space will be landscaped and maintained by the homeowner's association. The proposed zone changes of PUD Ag and PUD Estate are similar to the surrounding land uses. The residential lot sizes are approximately 2.5 times the minimum size allowed by right in the Estate zone. The ag lot is an attempt to preserve prime farm land for agricultural purposes, although it is smaller than the 80 acre goal of the Comprehensive Plan. The two story rural style houses will be set back from the internal access road by a minimum of 40 feet, providing a large front yard, and are set back from the County road at least 90 feet so as to not infringe on the agricultural appearance of the neighborhood to passersby. As a result of the minimal impact of the extremely low density and the preservation of the rural character (only two houses will be adjacent to County Rd. 19), we do not propose to treat the perimeter of the subdivision any differently than it is now. 11005 SOUTH BOULDER RD. LAFAYETTE, CO. 80026 PH. (303) 666-6646 FAX (303) 666-6648 971239 PUD Final Plan Page 2 Open Space We will dedicate to Weld County a landscape strip on each side of the entry road 15 ft. by 200 ft. This will be fenced with a white rail fence, and planted with cottonwood trees 20 feet apart to create a "tree -lined lane" feel to the subdivision entrance. It will be irrigated from the ditch and maintained in perpetuity by the Homeowners' Association. Ground cover is expected to be mowed native grasses behind the fence. Covenants controlling the architectural style and use of the buildings and common open space are included in our submittal. Schedule Construction of the improvements will begin upon final approval by Weld County, and are expected to be completed within three months. Financing for the privately maintained street and landscaping and water line construction has been arranged privately through Colorado Business Bank. A letter of credit in the amount of the construction cost has been provided to guarantee our performance, and a copy is included in our submittal. It will be activated upon final County approval of the plat. Cost estimates of the construction of the public improvements as certified by our Engineer consist of the street ($5,820), the water line ($15,230) and the landscaping ($6,000), for a total of $27,050. Soils and Geology Per SCS documents and a report prepared by CDS Engineering, the soils on this farm are Kim Loam, Otero Sandy Loam and Thedalund Loam, all less than 5% slope. These are basically well draining soils well suited for agriculture and residential use, according to SCS classification, with low erosion hazard. Lot specific subsurface soils investigations will be prepared by each lot owner prior to construction. Adjacent buildings are all founded on standard spread footings. We have reason to believe that no commercially viable deposits of minerals, gravel deposits, oil or gas exist. Although we own 75% of the mineral rights, we have no interest in nor plans for attempting to extract any oil, gas, gravel or minerals. We informed the owner of the other 25% of the mineral rights by letter dated October, 1996, of our intentions to subdivide. There has been no response. A copy of the geology report by CDS Engineering is included with our submittal. Under separate cover we have submitted the completed application form and fee, the PUD plat and vicinity map, a certified list of property owners within 500 feet, a certified list of all mineral leaseholders, a copy of our letter of credit, the engineered street and utility plans, a drainage plan and a copy of the HOA and covenants. If additional information or data is required, please do not hesitate to call. ectfully s tted, n� James S. Hillhouse Agent for Doug Myers, Owner 971239 laCOLORADO BUSINESS BANK BOULDER IRREVOCABLE STANDBY LEI 1'ER OF CREDIT To: Mr. Todd Hodges Weld County Department of Planning Services 1400 North 17th Avenue Greeley, CO 80631 L/C NO: 1062 EFF DATE: 2/11/97 EXPIRATION: 2/11/98 AMOUNT: $30,000.00 We hereby establish our Irrevocable Standby Letter of Credit Number 1062 in your favor for the account of Gander Valley, a minor subdivision of Weld County, in the amount not to exceed Thirty Thousand Dollars and no/100 U.S. Dollars ($30,000.00) available by draft at sight on us accompanied by certification of the County Administrator, that Gander Valley failed to complete installation of the improvements in accordance with the Improvements Agreement and the issuer has been notified of such default. We hereby further agree that: 1. Drafts under and in compliance with the terms of this Irrevocable Letter of Credit will be duly honored if presented at our office at 1900 15th Street, Boulder, Colorado 80302, on or before 3:00 P.M. February 11 ,1998, or any extended expiry date as indicated below. 2. Funds available under this Irrevocable Letter of Credit may be drawn in such amounts and at such times as determined by Weld County, provided that the amount drawn shall not exceed the aggregate amount specified herein. 3. We shall have no right, duty, obligation, or responsibility to evaluate the performance or non performance of the underlying contract between Gander Valley and the beneficiary of this credit. 4. All drafts must be marked "Drawn under Irrevocable Letter of Credit Number 1062, Gander Valley". This Irrevocable Letter of Credit shall have a FULL AND FINAL EXPIRATION DATE OF FEBRUARY 11,1998. Except so far as otherwise stated, this credit is subject to the Uniform Customs and Practice for Documentary Credits (1993 Revision, International Chamber of Commerce Publication No. 500). Sincerely, Charles. Holmes President 1900 Fifteenth Street, Boulder, Colorado 80302 (303) 413-6000 Fax (303) 786-9701 971239 la COLORADO wirBUSINESS BANK BOULDER IRREVOCABLE STANDBY LETTER OF CREDIT To: Mr. Todd Hodges Weld County Department of Planning Services 1400 North 17th Avenue Greeley, CO 80631 L/C NO: 1062 EFF DATE: 2/11/97 EXPIRATION: 2/11/98 AMOUNT: $30,000.00 We hereby establish our Irrevocable Standby Letter of Credit Number 1062 in your favor for the account of Gander Valley, a minor subdivision of Weld County, in the amount not to exceed Thirty Thousand Dollars and no/100 U.S. Dollars ($30,000.00) available by draft at sight on us accompanied by certification of the County Administrator, that Gander Valley failed to complete installation of the improvements in accordance with the Improvements Agreement and the issuer has been notified of such default. We hereby further agree that: 1. Drafts under and in compliance with the terms of this Irrevocable Letter of Credit will be duly honored if presented at our office at 1900 15th Street, Boulder, Colorado 80302, on or before 3:00 P.M. February 11 ,1998, or any extended expiry date as indicated below. 2. Funds available under this Irrevocable Letter of Credit may be drawn in such amounts and at such times as determined by Weld County, provided that the amount drawn shall not exceed the aggregate amount specified herein. 3. We shall have no right, duty, obligation, or responsibility to evaluate the performance or non performance of the underlying contract between Gander Valley and the beneficiary of this credit. 4. All drafts must be marked "Drawn under Irrevocable Letter of Credit Number 1062, Gander Valley". This Irrevocable Letter of Credit shall have a FULL AND FINAL EXPIRATION DATE OF FEBRUARY 11,1998. Except so far as otherwise stated, this credit is subject to the Uniform Customs and Practice for Documentary Credits (1993 Revision, International Chamber of Commerce Publication No. 500). Sincerely, Charles. Holmes President 1900 Fifteenth Street, Boulder, Colorado 80302 (303) 413-6000 Fax (303) 786-9701 971239 DEPARTMENT OF PLANNING SERVICES Weld County Administrative Offices, 1400 N. 17th Avenue, Greeley, Colorado 80631 Phone: (970)353-6100, Ext. 3540, Fax: (970) 352-6312 PLANNED UNIT DEVELOPMENT PLAN APPLICATION FOR PLANNING DEPARTMENT USE ONLY: Case Number Application Fee: 4 I f 00.00 Zoning District Receipt Number (p) I Date Application Checked By: Planner Assigned to Case: BE COMPLETED BY APPLICANT: (Print or type only except for required signatures). I (we), the undersigned, hereby request a hearing before the Weld County Planning Commission and the Board of County Commissioners concerning proposed subdivision of the following described unincorporated area of Weld County. LEGAL DESCRIPTION: (If additional space is required, attach an additional sheet of this same size.) PARCEL NUMBER: Qg(17=Q4.J1=Q Q3Z___(12digitnumberfoundonTaxI.D.Informationorobtainedin the Assessor's Office. NAME OFPROPOSEDPUDSUBDIVISION Gander Valley P.U.D. EXISTING ZONING AG NO. OF PROPOSED LOTS 5 TOTAL AREA (ACRES) 68 LOT SIZE: AVERAGE 6AC MINIMUM 5. 8 UTILITIES: WATER: NAME North Weld County Water Di strict SEWER: NAME Private Tndiv coptin GAS: NAME Public Service Co. PHONE: NAME itS. West ELECTRIC: NAME REA DISTRICTS: SCHOOL: NAME Windsor FIRE: NAME Windsor/Severance Vol. DESIGNER'S NAME Hillhouse Architects PHONE 303-666-6646 ADDRESS 11005 So. Boulder Rd. Lafayette, Co. PHONE ENGINEERS NAME Acklam Assoc. PHONE 303-659-8546 ADDRESS P.O. Box 795 Brighton, Co. 80601 PHONE SURFACE FEE (PROPERTY OWNERS) OF AREA PROPOSED FOR PUD REZONING: NAME: Dou g l a s E. Myers HOME E: 303-442-2682 ADDRESS: Spruce #101 Boulder, Co. 80302 BUS.TELEPHONE:303-442-2677 NAME: HOME TELEPHONE: ADDRESS: APPLICANT OR AUTHORIZED AGENT (if different than above): NAME: James S. Hi l lhrnise ADDRESS: 9323 WCR 70 Windsor, Co. 80550 BUS.TELEPHONE: HOME TELEPHONE 970-686-0500 BUS.TELEPHONE: 303-666-6646 OWNER(S) AND LESSEES OF MINERAL RIGHTS ON OR UNDER THE SUBJECT PROPERTIES OF RECORD IN THE WELD COUNTY ASSESSOR'S OFFICE: NAME: Douglas E. Myers ADDRESS: 1525 Spruce #101 Boulder. Co. 80302 NAME: Walter Holmes ADDRESS: P.O. Box 567 Amarillo, Tx. 79 0 •' Weld County Planning Dept. Revised: 3-28-96 FEB 1 8 1997 �L 25 Sign e: Owner od Authorized Agent 971239 EXHI BIT "A" Name of Subdivision: GANDER V.ILLEY P.U.I). Filing: Location: A part of Section 4, Township 6 North, Range 67 W., Weld Co., Colorado Intending to be legally bound, the undersigned Applicant hereby agrees to provide throughout this subdivision and as shown on the subdivision final plat County dated , 19 recorded on , 19 in Book _ , Page No. , Reception No. , the fulkjv.ing improvements. (Leave spaces blank where they do not apply) Estimated impro4.tr ls<IllS cjreet grading 5lreet lase bsreet paving Clubs, garters. dt cul ecru Su:ewaIk Strrn seweC acilitie.yi _ RetentiQa ponds pitch improvements uburfacL drainage Sanitary ittyers_ Sanitary severs Mains Laterals ftousc coned On -site sewae faciliis ()n-site.Lj►ter supply & q Waterrnainslaciiide,L3ore 6"PVC-848 LF $8,480 Fire hydrant. 1 $2;nn Survey street monist ents K bo 2 300 Street lighting .treetialune sigjts Fenging requirerncriis i. �irtisc�tpine6 , n no Park improvements RoacdC„lvtirt Z8"CMP--70LF $ 840 Siracs Lined Swale Ilephone Gas 1.`allCos Unit 500 Cu. yd. $2,080 29Q Cu. Yd. $2-100 Electric Water Transfer Wet Tap 1-12"x6" Tap $_Q0 '.5.-27iegree bend - 6" 2 350 90 degree Elbow -b" 9 $ 350 6" Valve and Box 2 550 6" Tee 200 3/4" Water Service. SUB -TOTAL 4 $2.090 9 $27.050_ '1239 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS OF GANDER VALLEY A SUBDIVISION AND PUD THIS DECLARATION is made on the date hereinafter set forth by DOUGLAS E. MYERS, hereinafter called "Declarant." WITNESSETH: WHEREAS, Declarant is the owner of the real property described in Article II of this Declaration ("Property") and desires to create thereon a residential community ("Subdivision") with common areas and facilities ("Common Properties") for the benefit of the said community; and WHEREAS, Declarant desires to provide for the preservation and maintenance of the Common Properties; and, to this end, desires to subject the Property to the covenants, restrictions, easements, charges and liens, hereinafter set forth, each and all of which is and are for the benefit of the Property and each owner thereof; and WHEREAS, Declarant has deemed it desirable, for the efficient preservation of the values and amenities in the Subdivision, to create an agency to which should be delegated and assigned the powers of maintaining and administering and enforcing the covenants and restrictions and collecting and disbursing the assessments and charges hereinafter created; and WHEREAS, Declarant has incorporated under the laws of the State of Colorado, as a nonprofit corporation, the GANDER VALLEY HOMEOWNERS ASSOCIATION, for the purpose of exercising the functions aforesaid; NOW, THEREFORE, Declarant declares that the Property is, and shall be held, transferred, sold, conveyed and occupied subject to the covenants, restrictions, easements, charges and liens ("Covenants" or "Declaration") hereinafter set forth, all of which shall be covenants running with the Property. 971239 ARTICLE I DEFINITIONS Section 1. Definitions. The following words when used in this Declaration (unless the context shall prohibit) shall have the following meanings: (a) "Association" shall mean and refer to the GANDER VALLEY HOMEOWNERS ASSOCIATION, a non-profit Colorado corporation, and its successors and assigns. (b) "Board of Directors" shall mean the Board of Directors of the Association. (c) "Common Expenses" means and includes expenses for maintenance, repair, operation, management and administration of the Common Properties and the Association as more fully described in Article V. (d) "Common Properties" shall mean and refer to those parcels of land designated as Outlots A and B on the recorded plat ("Plat") of Gander Valley, Weld County, Colorado, and the right to use and obligations to maintain Street as shown on the Plat, which areas are intended to be devoted to the common use and enjoyment of the owners of the Lots. (e) "Declarant" shall mean and refer to Douglas E. Myers and his successors and assigns if any such successors or assigns should acquire all unsold Lots from Declarant for the purpose of development. (f) "Living Unit" shall mean and refer to a building situated upon a Lot and all easements appurtenant thereto. (g) "Lot" shall mean designated building sites shown upon the recorded subdivision map of the Property or any subsequent recorded replat of a portion of the Property. (h) "Member" shall mean and refer to all those Owners who are members of the Association as provided in Article III, hereof, or the Declarant. (i) "Mortgage" shall include a deed of trust or other form of hypothecation. 2 971239 (j) "Owner" shall mean and refer to the record owner, whether one or more persons or entities, of the fee simple title to any Lot but, notwithstanding any applicable theory of the mortgage, shall not mean or refer to the mortgagee unless and until such mortgagee has acquired fee simple title to the Lot pursuant to foreclosure or a proceeding in lieu of foreclosure. (k) "Property" shall mean the same as described in Article II. (1) "Subdivision" shall mean Gander Valley, a Minor Subdivision and PUD situated in Weld County, Colorado. ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION Section 1. The Property. The Property (the "Property") which is, and shall be held, transferred, sold, conveyed and occupied subject to this Declaration is located in Weld County, Colorado and is more particularly described as follows: Lots 1, 2, 3, 4 and 5 and Outlots A and B, Gander Valley, a subdivision located in the County of Weld, State of Colorado, together with the right to use Street within the Subdivision. Section 2. No Expansion of De �n�t�ons or Removal oT Lanas from the Property. Declarant reserves no right to expand or remove the definition of the Property from that herein contained. Section 3. Mergers. Upon a merger or consolidation of the Association with another association, the properties, rights and obligations of the merged or consolidated association(s) shall be added to and become the properties, rights and obligations of the surviving association. The surviving or consolidated association shall administer the covenants established by this Declaration within the Property. No such merger or consolidation shall affect a revocation, change or addition to the covenants established by this Declaration with respect to the Property. -3- 971239 ARTICLE III MEMBERSHIP AND VOTING RIGHTS IN THE ASSOCIATION Section 1. Classes of Membership and Voting Rights. There shall be two classes of Association membership designated Class A and Class B, which membership shall correspond to the type of Owner for each Lot as hereinafter set forth. The rights of members of each class shall differ only as to the voting rights set forth as follows: (a) Class A: Class A members shall be all Owners, with the exception of the Declarant. Class A members shall be entitled to one (1) vote for each Lot. If more than one person holds such interest in any Lot, all such persons shall be members. The vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one (1) vote be cast with respect to any Lot. (b) Class B: The Class B member shall be the Declarant. It is the desire and intention of Declarant to retain voting control over the affairs of the Association until such time as all _five lots have been developed and sold. The Class B member shall, therefore, be entitled to five votes for each Lot in which it holds an interest required for membership. The Class B membership shall cease and be converted to a Class A membership upon the arrival of the following date or the happening of the following events, whichever occurs earliest: (1) Upon the conveyance of the last Lot situated on the Property to a third party, Class A member; or (2) Upon written notice from Declarant relinquishing his or its Class B status; or (3) February 1, 1999. All members shall be entitled to vote on all matters, as provided above or as otherwise provided in the Articles of Incorporation, the Bylaws or this Declaration. Section 2. proxies. At all meetings of members votes may be cast in person or by proxy, but no proxy shall be valid after eleven months from the date of its execution unless otherwise provided in the proxy. All proxies shall be in writing and must be filed with the Secretary of the Association at or before the appointed time of each meeting. Every proxy shall be revocable -4- 971239 and shall automatically cease upon conveyance by the member of his Lot. Section 3. Designation of Voting Representative -Proxy If title to a Lot is held by more than one individual, by a firm, corporation, partnership, association, or other legal entity, or any combination thereof, a proxy must be executed and filed with the Association appointing and authorizing one person or alternate persons to attend all annual and special meetings of Association Members and thereat to cast the voting interest allocated to that Lot as provided in this Declaration. Such proxy shall be effective and remain in force until voluntarily revoked, amended, or sooner terminated by operation of law; provided, however, that the Association shall continue to recognize a proxy until it receives notice of such revocation, amendment or termination. Section 4. Quorum. Except as otherwise provided in this Declaration or by the Articles of Incorporation or the By -Laws, the presence in person or by proxy of Association Members possessing a sufficient voting interest to constitute fifty percent (50%) of the votes shall constitute a quorum, and such members present in person or by proxy shall constitute the Members entitled to vote upon any issue presented at a meeting at which a quorum is present. If a quorum exits, the action of a majority of the votes present shall be sufficient to make decisions binding on all Owners, unless a different number or method of voting is expressly required by statute or by this Declaration, the Articles of Incorporation or the By -Laws. Section 5. Cumulative Voting. Cumulative voting is prohibited. Section 6. No Voting Rights for Tenants. Tenants shall have no vote in Association affairs on account of their status as tenants. Tenants shall have such right to appear at Association meetings and be heard as may be determined by the Association through its bylaws or other rules adopted by it. ARTICLE IV PROPERTY RIGHTS IN THE COMMON PROPERTIES Section 1. Members' Easements of Enjoyment. Subject to the provisions of Section 3 of this Article IV, every Member shall have a right and easement of enjoyment in and to the Common Properties, and such easement shall be appurtenant to and shall pass with the title to every Lot. Members may assign their -5- 971239 easement and right of enjoyment with respect to any Lot to a tenant occupying the Living Unit located thereon. However, no right or easement of enjoyment shall arise in the Common Properties until the same has been conveyed to the Association and the deed conveying the same has been recorded on the records of the Clerk and Recorder of Weld County. Section 2. Title to Common Properties. The Declarant covenants for himself, his successors and assigns that Outlots A and B of the Common Properties shall be conveyed to the Association free of all liens. The right of way for Street shall be dedicated to the public or to Weld County, with the understanding and agreement that Weld County shall have no obligations to repair and maintain the same. Section 3. Extent of Members' Easements. The rights and easements of enjoyment created hereby shall be subject to: (a) Alleasements, reservations, restrictions, covenants and agreements of record affecting the Subdivision as of the date of the recording of this document; and (b) The right of the Declarant and the Association, in accordance with its Articles and Bylaws, to borrow money for the purpose of improving the Common Properties and in aid thereof to mortgage the Common Properties, or parts thereof, provided that any such mortgage shall require the same vote of the members of the Association as are required for the levying of special assessments under Article V, Section 9. In the event of a default upon any such mortgage, the lender's rights hereunder shall be limited to a right, after taking possession of such properties, to charge admissions and other fees as a condition to continued enjoyment by the members until the mortgage debt is satisfied, whereupon the possession of such properties shall be returned to the Association, and all rights of the members hereunder shall be fully restored; and (c) The right of the Association to take such steps as are reasonably necessary to protect the Common Properties against foreclosure; and (d) The right of the Association to prescribe reasonable rules and regulations governing use of the Common Property; and (e) The right of the Association, as provided in its Articles and Bylaws, to suspend the enjoyment rights of any Member or his family, tenant or tenant's family for any period -6- 971239 during which any assessment on the member remains unpaid and for any period not to exceed thirty (30) days for any infraction of its published rules and regulations; and (f) The right of duly authorized representatives of the County of Weld to access the property for purposes of assuring compliance with the governing recorded Subdivision Agreement and making routine inspections as they may be authorized to make, including assuring themselves that any repairs that may be required by the Weld County Board of County Commissioners to correct unsafe conditions are performed. ARTICLE V COVENANT FOR ASSESSMENTS Section 1. Covenant and Personal Obligation for Assessments. From and after the date of the first conveyance of a Lot to an Owner other than Declarant, all Owners, except Declarant, shall be obligated to pay the estimated common expense (hereinafter sometimes referred to as Common Expense Assessments or "Assessments") imposed by the Board of Directors of the Association to meet the Common Expenses and reserves. Declarant shall have no obligation to pay the estimated Common Expense Assessment imposed by the Board of Directors of the Association to meet the Common Expenses and reserves on Lots owned by Declarant, however, Declarant shall, in lieu of paying the Estimated Common Assessment, pay the Association a sum equal to the difference between the monthly cost of operating and maintaining the Common Properties, exclusive of reserves, and the amount of funds payable by the other Owners to the Association. This alternative obligation of Declarant to subsidize the operations of the Association shall terminate at such time as its Class B membership is converted to a Class A membership. Subsequent to such time, Declarant shall be obligated, as any other Owner, in reference to Lots then owned by Declarant, to pay the estimated Common Expense Assessments imposed by the Board of Directors to meet the Common Expenses and reserves. Section 2. Establishment of Annual Assessment. (a) The initial Annual Assessment provided for herein shall commence prior to occupancy of the first residence constructed on the Property and shall become due and payable on the day fixed by the Board of Directors of the Association for such commencement (which shall be the first day of a month). -7- 971239 (b) In the last quarter of the first year in which assessments shall be made and in the last quarter of every ensuing year, the Board of Directors shall prepare and adopt an annual budget for the Association, and based thereon shall fix the amount and due dates of the assessment against each Lot for the year next following (the "Regular Annual Assessment") and shall, at that time, prepare a roster of the Lots and assessments applicable thereto which shall be kept in the office of the Association and shall be open to inspection by any Owner. (c) If the regular Annual Assessment is to be paid in a single payment, it shall be due and payable within thirty (30) days after written notice thereof is mailed to each Owner. If regular Annual Assessments are to be paid in monthly installments, such installments shall be due and payable on or before the 10th day of each month, without notice or billing. If regular Annual Assessments are to be paid in quarterly installments, such installments shall be due and payable on or before the 1st day of the second month of each quarter, without notice or billing. Written notice of the Annual Assessment shall be sent to every Owner promptly after the assessment is established. However, failure of the Association to give timely notice of any assessment shall not affect the liability of an Owner for such assessment. Section 3. Rates of Assessment. In recognition of the fact that a more intense use of the Common Properties will be made by those Owners who have constructed improvements on their Lot (Living Units) and reside therein, and that unserviced Lots will also have less intensive use than those that are benefited by roads, water, sewer lines, etc., the Association may established and levy different assessment rates applicable to those Lots which have no services or those Lots which are serviced but unimproved with Living Units from those Lots which are improved with Living Units. All Lots within each category shall, however, pay equal amounts regardless of the location or size of the Lot. Section 4. proration of Common Expense Assessments. In the event the Ownership of a Lot, title to which is derived from Declarant, commences on a day other than the first day of the assessment period, the Common Expense Assessments for that period will be prorated. Section 5. Common Expenses. Common expense assessments shall be based upon the expenses deemed to be such aggregate sum as the Board of Directors of the Association shall from time to time determine is necessary to provide for the payment of all estimated expenses relating to or connected with the -8- 971239 administration, maintenance, ownership, repair, operation, addition, alteration and improvement of the Common Properties and personal property owned by the Association, and of the other repair and maintenance responsibilities of the Association. Said sum may include, but shall not be limited to, expenses of management; taxes and special assessments on Common Properties; premiums for insurance; landscaping and care of grounds; repairs and renovations; trash collection; snow removal; security; wages; expenses and liabilities incurred by the Association's Board of Directors on behalf of the Lot Owners under or by reason of this Declaration and the Articles of Incorporation and By -Laws of the Association; for the creation of reasonable contingency reserves, working capital and/or sinking funds; and any and all other costs and expenses relating to the Common Properties or the Association. Section 6. Utility Charges. Each Owner to pay all charges for any separately metered electricity and gas, servicing his Lot. In utilities, such as water, electricity or metered, then such utility service shall be Expense Assessments. shall be obligated utilities, such as the event that any sewer, are master part of the Common Section 7. Obligation to Pay Assessments. The omission or failure to fix the assessment or deliver or mail a statement for any period shall not be deemed a waiver, modification or a release of the Owners from their obligations to pay the same. Any assessments which are not paid when due shall be delinquent. If the assessment is not paid within thirty (30) days after the due date, the Board of Directors may assess a "late charge" thereon to cover the extra costs and expenses involved in handling such delinquent assessments. The amount of such charge shall be determined from time to time by the Board of Directors. In addition to the late charge, the delinquent assessment shall bear interest from the date of delinquency at the rate of eighteen percent (18%) per annum. Additionally, each Owner who is delinquent in the payment of assessments shall be obligated to reimburse the Association, on demand, all costs, fees and expenses, including reasonable attorneys' fees, expended or incurred by the Association in its efforts to collect such delinquent assessment. Section 8. Reserve Fund. The Association shall be obligated to establish a reserve fund for the maintenance, repair and replacement of those Common Properties that must be replaced periodically and such reserve fund shall be funded through the payments of the Common Expense Assessments and not be -9- 971239 extraordinary special assessments. All such reserve funds shall be held by the Association and accounted for separately. Section 9. special Assessments. In addition to the assessments authorized above, the Association, through its Board of Directors, may at any time and from time to time, determine, levy and assess in any assessment year, which determination, levy and assessment may be made by the Association's Board of Directors with or without vote of the members of the Association, a special assessment for the purpose of defraying, in whole or in part, the unbudgeted costs or payments for any deficit remaining from a previous period, for fees and expenses of any construction, reconstruction repair, demolition, replacement or maintenance of the Common Properties or any facilities or improvements located thereon, specifically including any fixtures and personal property related thereto. In the event any special assessment will exceed Five Hundred Dollars ($500.00) per Lot for all Lots, applicable to that particular assessment year, then said assessment, if proposed by the Association's Board of Directors, shall be subject to a vote of the members of the Association holding at least 75% of the votes entitled to be cast. The limitations set forth herein shall not apply to any emergency repair or maintenance. The amounts determined, levied and assessed pursuant hereto shall be due and payable as set forth in the any notice of assessment promulgated by the Association's Board of Directors. Section 10. Liability for Assessments. All Owners of a particular Lot shall be jointly and severally liable to the Association for the payment of all assessments attributable to such Lot, including the Common Expense Assessment and special assessments assessed against their particular Lot, and for all late charges, interest, costs, fees and expenses provided for herein. Section 11. Exempt Property. All property dedicated to and accepted by a local public authority and all Common Properties in the Subdivision shall be exempt from the assessments created herein. Section 12. Lien for Assessments. (a) All sums assessed but unpaid for the share of Common Expenses, whether general or special, chargeable to any Lot, together with late charges and interest and costs, fees and expenses due hereunder shall constitute a lien on such Lot superior to all other liens and encumbrances, except only for: -10- 971239 (1) Real estate taxes and special assessment liens on the Lot in favor of any public or quasi public assessing entity; and (2) All sums unpaid on a first Mortgage or first deed of trust of record, including advances and all unpaid obligatory sums as may be provided by such encumbrances; provided however, that notwithstanding the foregoing, the lien securing the unpaid assessment, penalties, interest and costs, fees and expenses shall have priority over the lien securing any such first mortgage or first deed of trust in an amount equal to the sum of regular Annual Assessments which would become due, in the absence of any acceleration, during the six months immediately preceding institution of an action to enforce the lien of the Association, but in no event shall the priority accorded the lien for assessments exceed one hundred fifty percent of the average monthly assessment during the immediately preceding fiscal year multiplied by six. To evidence such lien, the Board of Directors may prepare a written notice of lien assessment setting forth the amount of such unpaid indebtedness, the amount of the accrued interest and late charges thereon, the name of the Owner and the Lot and a description of the Lot. Such a notice shall be signed by one of the Board of Directors or by one of the officers of the Association and may be recorded in the office of the Clerk and Recorder of the County of Weld, Colorado. The recording of any written notice of lien shall not constitute a condition precedent nor delay the attachment of the lien, but such lien is a perpetual lien upon the Lot and attaches without notice at the beginning of the first day of any period for which any assessment is levied or assessed. Such lien may be enforced by the foreclosure of the defaulting Owner's Lot by the Association or in an action at law against the Owner personally obligated to pay the same or both. (b) An Owner shall be required to pay the costs, expenses and attorney's fees incurred by the Association in regard to any such default, including the costs of preparation and filing the lien, and, in the event of foreclosure proceeding, all additional costs, expenses and attorney's fees incurred. An Owner of the Lot being foreclosed shall be required to pay to the Association the Common Expense Assessment for the Lot payable during the period of foreclosure, and the Association shall be -11- 971239 entitled to request a receiver to collect the same. The Association shall have the power and authority to bid for the Lot at a foreclosure or other legal sale and to acquire and hold, lease, mortgage, vote the votes appurtenant to, convey or otherwise deal with the same during such proceeding and its Ownership thereof. (c) Any mortgagee holding a lien on a Lot may pay, but shall not be required to pay, any unpaid Common Expenses payable with respect to such Lot, and upon such payment, such mortgagee shall have a lien on such Lot for the amounts paid of the same rank as the lien of his encumbrance without the necessity of having to record a notice or claim of such lien. The Association shall report to the first mortgagee of a Lot, upon written request, any unpaid Common Expense Assessment remaining unpaid for longer than thirty (30) days after the same is due or other default of any covenant, condition, obligation, or term of this Declaration not cured within thirty (30) days; provided, however, that such mortgagee shall have furnished to the Association notice of such encumbrance. (d) Any recorded lien for nonpayment of the Common Expenses may be released by recording a Release of Lien executed by an officer or managing agent of the Association. The cost of preparing, filing and recording any release shall be paid by the affected Lot Owner to the Association in advance of obtaining the release. (e) Notwithstanding the terms and conditions of this Declaration in the event of any default on the part of any Owner under any first Mortgage which entitles the holder thereof to foreclose the same, any sale under such foreclosure, including delivery of a deed to the first mortgagee in lieu of such foreclosure, shall be made free and clear of the provisions of this Declaration relating to the liability of a grantee for the unpaid Common Expense Assessments of his grantor. Further, no first mortgagee shall be liable for any unpaid Common Expense Assessments accruing prior to the time such mortgagee becomes the Owner of any Lot pursuant to the remedies in its mortgage. (f) Each Owner hereby agrees that the Association's lien on a Lot for assessments as hereinafter described shall be superior to the Homestead Exemption provided by §38-41-201, C.R.S., 1973 and other similar state and federal laws and each Owner hereby agrees that the acceptance of the deed or other instrument of conveyance in regard to any Lot within this Project shall signify such grantee's waiver of the exemption right granted by the Colorado statues and similar federal laws. -12- 971239 ARTICLE VI OBLIGATION TO MAINTAIN COMMON PROPERTIES Section 1. Association Duties. The Association agrees to accept the Common Properties as conveyed and to operate, maintain and repair all streets, curbs, gutters structures, landscaping, paths, drainage structures and facilities and related facilities and amenities now or hereafter constructed, installed or planted thereon, using its power or assessment granted herein to raise funds with which to do so. Specifically, but without limiting the generality of the foregoing, the Association shall be responsible for: (a) The operation, maintenance, repair and replacement of any road surface, paving, curbs, gutters, sidewalks, landscaping, structures, signs, sprinklers, drainage or storm sewer facilities and inlet and outlet structures therefor, and related facilities now or hereafter constructed, installed or planted upon Common Properties owned by the Association; (b) The maintenance, weeding and cleaning of the Common Properties, unless and until the same may be dedicated as public right of way and the maintenance, weeding and cleaning thereof assumed by a public body; (c) The maintenance, repair, cleaning and upkeep of all drainage ways located within Common Properties or within drainage easements over Lots as shown on the plat or any subsequent replat of the Subdivision, except to the extent of the Owner's obligations with respect thereto, all of which shall be at all times kept and maintained free of obstructions, paper, trash, debris and pollutants so as not to alter the flow characteristics of the drainage or otherwise adversely affect the proper functioning of these facilities; (d) The operation, repair, maintenance and utility costs of irrigation systems within the Common Properties and street lighting within the Subdivision. Section 2. Regular Maintenance Program for Irrigation and Drainage Facilities. The Association shall establish a regular maintenance program for the drainage facilities and other improvements and landscaping located in or on Common Properties or drainage easements shown on the plat of the Subdivision. -13- 971239 Section 3. Homeowner's Obligations. To the extent surface storm drainage facilities exist on any Lot, the Owner of said Lot shall, at his expense, be responsible for the surface landscaping thereof and for keeping the same clear of obstructions, paper, trash, debris and pollutants so as to not pollute the water in the facilities and so as not to alter the flow characteristics of the drainage or otherwise adversely affect the proper functioning of said facilities. ARTICLE VII INSURANCE Section 1. Insurance Requirements Generally. The Association shall obtain and maintain in full force and effect such casualty, liability and other insurance as the Board of Directors from time to time deems proper and appropriate or as may be required by contracts or agreements entered into by the Association with third parties. All such insurance shall be obtained from companies duly authorized and licensed to do insurance business in the State of Colorado. Section 2. Premium Cost and Expense of Insurance. The cost and expense of all insurance obtained by the Association shall be a Common Expense and paid for out of Association funds collected by assessments or otherwise as elsewhere provided in this Declaration. ARTICLE VIII CONDEMNATION AND DESTRUCTION Section 1. Condemnation. In the event proceedings are initiated by any government, or agency thereof, seeking to take by eminent domain the Common Properties, any part or interest thereof or any improvement therein or thereon, with a value (including loss of value to the balance of the Common Properties and improvements thereon) as reasonably determined by the Association, in excess of $10,000, the Association shall give prompt notice thereof, including a description of the part of or interest in the Common Properties or improvement thereon sought to be so condemned, to all first mortgagees and to all Members. The Association shall have full power and authority to defend in said proceeding, provided that the Association shall not enter into any settlement or other non -adversary disposition of said proceedings pursuant to which the Common Properties or any part -14- 9712.719 or any interest thereof, or any improvement or interest therein, is relinquished without giving all first mortgagees and all Members at least fifteen (15) days' prior written notice thereof. In the event, following such proceedings, there is such a taking in condemnation or by eminent domain of a part or all of the Common Properties, the award made for such taking shall be payable to the Association. If seventy-five percent (75%) or more of the Members duly and promptly approve the repair and restoration of the Common Properties, the Association shall arrange for the same and shall disburse the proceeds of such award to the contractors engaged in such repair and restoration in appropriate progress payments. In the event seventy-five percent (75%) or more of the Members do not duly and promptly approve the repair and restoration of such Common Properties, the Association shall disburse the net proceeds of such award to the Members, the Owner of each Lot receiving one equal share, provided that the Association shall first pay out of the share of each Member the amount of any unpaid liens or encumbrances on his Lot in the order of priority of such liens or encumbrances. No Provision of this Declaration or of any other document relating to the Subdivision shall be deemed to give a Member or any other party priority over the rights of a first mortgagee pursuant to the mortgage on such Member's Lot in the case of a distribution to a Member of insurance proceeds or condemnation award for losses to or a taking of Lots or Common Properties, or both. Section 2. Destruction. In the event of any casualty or occurrence which causes damage or destruction to the Common Properties or any part thereof or any improvement thereon in excess of $10,000 as reasonably determined by the Association, the Association shall give all first mortgagees and all Members, or their assigns, prompt written notice thereof. The Association shall have full power and authority to adjust any such loss with the insurance carrier and to bring suit or negotiate for reimbursement of such loss, provided that no non -adversary adjustment or settlement of any such loss shall be made by the Association without giving all first mortgagees and all Members at least fifteen (15) days' prior written notice thereof. In the event of damage or destruction to improvements due to fire or other disaster, the insurance proceeds, if sufficient to reconstruct the improvements, shall be applied by the Association to such reconstruction, and the improvements shall be promptly repaired and reconstructed. The Association shall have fully authority, right and power to cause the repair and restoration of the improvements. -15- 971239 If the insurance proceeds are insufficient to repair and reconstruct the improvements, such damage or destruction shall be promptly repaired and reconstructed by the Association using the proceeds of insurance on the improvements which have been damaged or destroyed and the proceeds of an assessment against the Members, each Members being assessed his share of the difference between the insurance proceeds and the cost of repairing the improvements. Any such assessments shall be made by the Board of Directors after consultation with such Members, appraisers, contractors and other persons as it deems appropriate. Any assessments so made shall be due and payable as provided by the Board of Directors' resolution. The Association shall have full authority, right and power to cause the repair or restoration of the improvements using all of the insurance proceeds for such purpose, notwithstanding the failure of a Member to pay the assessment. Any assessment not paid shall be collected as provided in Article V. Section 3. Appointment of Attorney -in -Fact. All of the members irrevocably constitute and appoint the Association their true and lawful attorney in their name, place and stead for the purpose of repairing and reconstructing improvements should they be damaged or destroyed as set forth above. Repair and reconstruction of the improvements, as used in this Article, means restoring the improvements to substantially the same condition in which they existed prior to the damage, with each improvement having the same boundaries as before. The proceeds of any insurance collected shall be available to the Association for the purpose or repair, restoration or replacements as is provided herein. As attorney -in -fact, the Association shall have full and complete authorization, right and power to make, execute and deliver any contract, deed or any other instrument with respect to the interest of any Member which may be necessary and appropriate to exercise the powers herein granted. ARTICLE IX MAMAC,F.MENT SERVICES AND COMPLAINTS Section 1. Management Contracts. Any agreement for professional management of the affairs and property of the Association made by the Association with any person or entity, or any other contract entered into by the Association providing for other services, shall provide for termination by either party to such agreement or contract without cause or payment of a termination fee on ninety (90) days' or less written notice. Any such contract or agreement shall be in effect for a term not to exceed one (1) year. -16- 971239 Section 2. Complaints. Complaints shall be made to the President of the Association, or his delegate, or to the Board of Directors of the Association. All complaints made to the Association shall be disposed of pursuant to policies established by the Board of Directors of the Association. ARTICLE X FASEMFNT$ Section 1. Public Utilities Easements. Easements for public utilities and storm drainage over and across the Lots and Common Properties shall be those shown upon the recorded Subdivision plat, and such other easements as may be established pursuant to the provisions of this Declaration or as may hereinafter be granted over and across the Common Properties by the Board of Directors. Section 2. Declarant's Easements. Anything to the contrary herein notwithstanding, the Declarant hereby reserves an easement and right-of-way over all Common Properties, for the purpose of constructing improvements, utilities and other matters, including the right to erect temporary buildings to store any and all materials. Declarant further reserves the right to use, any completed structure or Lot for the purpose of a sales office, model home or sign. This easement shall cease when Declarant has conveyed the last Lot in the Property to a third party. ARTICLE XI ARCHITECTURAL CONTROL Section 1. The Committee. There is hereby established an Architectural Control Committee (hereinafter referred to as the "Committee") which shall be responsible for the establishment and administration of design guidelines (hereinafter referred to as "Design Guidelines") to carry out the purposes and intent of this Declaration. The initial Architectural Control Committee shall be comprised of two representatives appointed by the Declarant, who are the Declarant and James Hillhouse. The Declarant shall continue to appoint the Committee as long as Declarant owns a Lot within the Property; however the Declarant may relinquish its powers to determine the number and members of the Committee at any time. Such relinquishment may be accomplished by recording a Declaration of such relinquishment in the office of the County Clerk and Recorder of said County of Weld. From and after such relinquishment or after the Declarant no longer owns a Lot, the members of the Committee shall be an Owner of each Lot or a representative appointed by the Owner of each Lot such that there shall always be serving at least five members of the Committee. -17- 971239 At the time the Committee is comprised of owners or their representatives, there shall be one vote per Lot. Section 2. Purpose of the Committee. The Committee shall review, study and either approve or reject plans and specifications for proposed construction, reconstruction, remodeling, additions and alterations of structures, landscaping and improvements (hereinafter collectively referred to as "Improvements") proposed on the Property, all in compliance with this Declaration and as further set forth in the rules and regulations of the Committee and the Design Guidelines as may be adopted and established from time to time by the Committee. (a) The Committee shall have discretion to approve or disapprove any Improvement. The Committee shall exercise such discretion with the following objectives in mind, among others: (i) to carry out the general purposes expressed in this Declaration; (ii) to prevent violation of any specific provision of this Declaration; (iii) to minimize obstruction or diminution of the view of others; (iv) to preserve visual continuity and to prevent any marked or unnecessary transition between improved and unimproved areas; (v) to assure that any change will be of good and attractive design and in harmony with development on other portions of the Property; and (vi) to assure that materials and workmanship for all Improvements are of high quality comparable to other Improvements in the area. (b) No Improvement on the Property shall be erected, placed or altered on any Lot nor shall any construction be commenced thereon until plans for such Improvement shall have been approved by the Committee, provided, however, that Improvements and alterations which are completely within a Living Unit may be undertaken without such approval. (c) The Committee may, by its signed written instrument, waive, release or vary any provision of the Declarations as they pertain to any part of all of the Lots encumbered, which waiver, release or variance shall be effective as to all parties otherwise entitled to enforce the within protective covenants. No member of the Committee shall incur any liability whatsoever to any owner or other party aggrieved or injured on account of the grant of such release, waiver or variance. In return for such waiver, release or variance, the Committee may impose on the Lot involved such additional or altered covenants as the Committee deems proper and appropriate in the circumstances. Each owner agrees by accepting title or any interest in any Lot that Declarant, his employees or agents and each member of the Committee shall be immune from suit or liability in accordance with the foregoing. Any variance, waiver or release of these conditions and restrictions granted by the Committee pursuant to Section 2(c) hereof, or any acquiescence or failure to enforce any violation of the conditions and -18- 971239 restrictions herein, shall not be deemed to be a waiver of any of the conditions and restrictions in any other instance. (d) The actions of the Committee in the exercise of its discretion by its approval or disapproval of plans and other information submitted to it, or with respect to any other matter before it, shall be conclusive and binding on all interested parties. Section 3. Organization and Operation of Committee. (a) Term. The term of the office of each member of the Committee shall commence when appointed, and shall continue until a successor shall be appointed. Should a Committee member die, retire, become incapacitated, or in the event of a temporary absence of a member, a successor may be appointed as provided in Section 1. (b) Chairman. So long as the Declarant appoints the Committee, the Declarant shall appoint the chairman. At such time as the Committee is comprised of the Owners, the chairman shall be elected annually from among the members of the Committee by a majority vote of said members. (c) Operations. The chairman shall take charge of and conduct all meetings and shall provide for reasonable notice to each member of the Committee prior to any meeting. Such notice shall set forth the time and place of said meeting, which notice may be waived by any member. In the absence of a chairman, the parties appointing or electing the chairman may appoint or elect a successor, or if the absence is temporary, a temporary successor. (d) Voting. The affirmative vote of a majority of the members of the Committee shall govern its actions and be the act of the Committee, with each Owner or representative of each Owner having one vote. A quorum shall consist of a majority of the members. (e) Expert Consultation. The Committee may avail itself of technical and professional advice and consultants as it deems appropriate, and may charge an applicant for said costs in addition to the standard application fees. (f) Expenses. Except as otherwise provided, all expenses of the Committee shall be paid by the Owners. The Committee shall have the right to charge a fee for each application submitted to it for review, in an amount which may be established by the Committee from time to time. Such fees shall be used to help defray the expenses of the Committee's operation and enforce the restrictions set forth herein. -19- 971239 Section 4. Design Guidelines and Rules. The Committee shall adopt, establish and publish, from time to time, Design Guidelines. Said Design Guidelines shall not be inconsistent with this Declaration but shall more specifically define and describe the design standards for the Subdivision and the various uses within it. The Design Guidelines may also set forth rules and regulations including specific rules regarding construction methods. The Design Guidelines may be modified or amended from time to time by a majority of those Committee members voting either in person or by proxy at any meeting called for the purpose of said modification or amendment. All prospective Owners and builders are advised to contact the Committee to obtain the most current copy of the Design Guidelines. Section 5. Procedures. The Committee shall make such rules and regulations as it may deem appropriate to govern its proceedings. Except to the extent modified or amplified in the Design Guidelines or rules and regulations, the following general procedures shall apply: (a) pre -Design Conference. Project developers, Owners, architects and others desiring to construct any Improvements on the Property are encouraged to meet with the Committee in a pre -design meeting, while plans are tentative and preliminary, in order to assure full understanding of the requirements of this Declaration and the Design Guidelines. (b) Schematic Plan. A schematic plan satisfying the Committee's requirements shall be submitted to the Committee in order to obtain approval of the initial design following the pre - design conference, and shall be reviewed by the Committee within fourteen (14) days after submission. The Committee may approve, reject, or approve with conditions the schematic plan, and such approval and compliance with any conditions imposed shall be a precondition to the preliminary submittal. (c) Preliminary Submittal. Initial plans, specifications and schedules, in such form and containing such information as may be required by the Committee, shall be submitted in writing to the Committee at the time of the preliminary architectural design of Improvements. The number of copies, the content thereof, and a reasonable filing fee shall be set forth in the Design Guidelines. The preliminary designs should include a preliminary construction schedule with an estimated date of completion for each phase of construction. The Committee reserves the right to require reasonable additional information from time to time to assist in its decisions. The preliminary submittal shall be approved, rejected, or approved with conditions within twenty-one (21) days after receipt by the Committee of the necessary submittal and all information requested. Upon final approval or disapproval of the preliminary submittal by the Committee, written notice of said approval or -20- 971239 disapproval will be given by the Committee according to its procedures. Should the Committee disapprove any preliminary submittal, it shall state the reasons for such disapproval with sufficient detail as to enable the submitter to understand the reasons for disapproval and what must be done in order to obtain approval. Preliminary submittals which have been disapproved may be resubmitted with necessary modifications or revisions in accordance with the notice of disapproval. (d) Final Submittal. Final plans, specifications, and working drawings, in such form and containing such information as may be required by the Committee, shall be submitted in writing to the Committee for its approval after approval of the preliminary submittal. The Committee shall respond with its approval, approval with conditions, or disapproval within twenty- one (21) days after receipt of all information and fees required for the final submittal. If no response is given within said twenty-one (21) day period, the party making the submittal shall notify the Committee, in writing, that no response has been received and if the Committee then fails to respond within fifteen (15) days of receipt of the non -response notice (provided all necessary information and fees have been submitted) the plans, specifications and drawings will be deemed to comply with the submittal requirements hereunder. (e) Fast -Track Submittal. Any project developer, Owner, architect, or other person desiring to construct any Improvements on the property and required to submit plans pursuant hereto may, at his option, be able to waive any of the steps set forth in paragraphs (a), (b) and (c) of this Section 3 and proceed directly to final submittal in which case the time frames set forth in paragraph (d) shall apply. The submitter shall, however, not be relieved of any requirements set forth herein as to the content of his final submittal. Further, any person submitting a plan who has not first complied with the pre - design, schematic and preliminary submittal process shall proceed to final submittal at his own risk and should be cognizant of this fact. (f) Building Permit. Compliance with this design review process is not a substitute for compliance with Weld County building, zoning and subdivision regulations and each Owner is responsible for obtaining all approvals, licenses and permits as may be required thereunder prior to construction commencement. In like manner, mere compliance with the Weld County building codes may not conform to the requirements hereunder. Section 6. Hold Harmless. Neither Declarant nor any architect or agent of Declarant nor any member of the Committee by virtue of his membership thereon or discharge of his duties required thereby shall be responsible in any way for any defects -21- 971239 in any plans or specifications submitted, revised or approved in accordance with the foregoing, nor for any structural or other defects in any work done according to such plans or specifications. Section 7. Construction and Alteration of Improvements. The right of an Owner, developer, or other entity to construct, reconstruct, refinish, alter or maintain any Improvement upon, under or above any of the Property or to make or create any excavation or fill thereon, or to make any change in the natural or existing surface contour or drainage thereof, or install any utility line or conduit thereon or thereover, shall be subject to the Design Guidelines and to the general restrictions set forth herein. Any construction or reconstruction, or the refinishing or alteration of any part of the exterior of any Living Unit or other Improvement on the Property including fences and walls is absolutely prohibited until and unless the Owner or developer first obtains approval thereof from the Architectural Control Committee and otherwise complies with the provisions hereof. All Improvements shall be constructed only in accordance with approved plans. Section 8. Inspection of Work/Project Completion Review. (a) Inspection of completed work and correction of defects therein shall proceed as follows: (1) Upon the completion of any Improvement for which approved plans or specifications are required under this Declaration, the Owner shall give written notice of completion to the Committee. (2) Within such reasonable time as the Committee may set in its rules but not to exceed fifteen (15) days thereafter, the Committee or its duly authorized representative shall inspect such Improvement and notify the Owner, in writing, whether the work is approved. If the Committee finds that such work was not done in strict compliance with all approved plans and specifications submitted or required to be submitted for its prior approval, it shall notify the Owner in writing of such noncompliance within such period, specifying in reasonable detail the particulars of noncompliance, and shall require the Owner to remedy the same. -22- 971239 (3) If upon the expiration of thirty (30) days from the date of notification of noncompliance the Owner shall have failed to remedy such noncompliance, the Committee shall, upon notice and hearing, determine whether there is a noncompliance and, if the conclusion of the Committee is that noncompliance exists, the Owner shall remedy or remove the same within a period of not more than forty-five (45) days from the date of announcement of the Committee ruling. If the Owner does not comply with the Committee ruling within such period, the Committee, at its option, may either remove the noncomplying Improvement or remedy the noncompliance, and the Owner shall reimburse the Committee for all expenses incurred in connection therewith. If such expenses are not promptly repaid by the Owner to the Committee, the Committee shall levy an assessment against such Owner and the Improvement in question and the land upon which the same is situated for reimbursement and the same shall constitute a lien upon such land and Improvement. (b) If for any reason after receipt of said written notice of completion from the Owner, the Committee fails to notify the Owner of its approval or disapproval and the reasons therefore, within the period provided above in paragraph (a)(2) of this Section 6, the Owner shall again notify the Committee, in writing, of the completion and if the Committee does not then give written notification of approval or disapproval within fifteen (15) days after receipt of the second notification, the Improvement shall be deemed to be in compliance with the approved plans and specifications. Section 9. Enforcement of Covenants/Violations Deemed a Nuisance. Every violation hereof or of any of the Guidelines adopted by the Architectural Control Committee is deemed to be a nuisance and is subject to all the remedies provided for the abatement thereof. In addition, all public and private remedies allowed at law or equity against anyone in violation of these Covenants shall be available. (a) Compliance. Each Owner, or other occupant of any part of the Property shall comply with the provisions of these Covenants and the Guidelines as the same may be amended from time to time. (b) Failure to Comply. Failure to comply herewith shall be grounds for an action to recover damages or for -23- 971239 injunctive relief to cause any such violation to be remedied, or both. Reasonable notice and an opportunity for a hearing shall be given to the Owner prior to commencing any legal proceedings. (c) Who May Enforce. Any action to enforce the Covenants and the Architectural Control Committee Design Guidelines may be brought by the Declarant or the Committee on behalf of the Owners. If, after written request from an aggrieved Owner and a reasonable time to act upon said request, none of the foregoing persons or entities commence an action to enforce the Covenants and the Architectural Control Committee Design Guidelines then the aggrieved Owner may bring such an action. (d) Remedies. In addition to any other remedies set forth herein violation of these Covenants and the Architectural Control Committee Design Guidelines shall give to the Committee or the Declarant, on behalf of the Owners, the right to enter upon the offending premises or take appropriate peaceful action to abate, remove, complete, modify or replace, at the expense of the offending Owner, any structure, landscape, drainage or other things or condition that may exist thereon contrary to the interest and meaning of these Covenants and the Design Guidelines. The cure shall be at the expense of the Owner or other person responsible for the offending condition. The cost of all such work shall be assessed against the Owner and may be enforced in any manner provided by law or this Declaration for collection of Assessments. (e) Nonexclusive Remedies. All the remedies set forth herein are cumulative and not exclusive. (f) No Waiver. The failure of the Declarant, the Architectural Control Committee or any aggrieved Owner to enforce these Covenants and the Architectural Control Committee Design Guidelines shall not be deemed a waiver of the right to do so for any subsequent violations or of the right to enforce any other part of these Covenants and the Architectural Control Committee Guidelines at any future time. Further, no variances or adjustments of these conditions shall be deemed to be a waiver in any other instance. (g) No Liability. No member of the Board, the Declarant, the Architectural Control Committee nor any Owner shall be liable to any other Owner for the failure to enforce any of these Covenants and the Architectural Control Committee Guidelines at any time. (h) Recovery of Costs. If legal assistance is obtained to enforce any of the provisions hereof, or in any legal proceeding (whether or not suit is brought) for damages or for the enforcement of or to restrain the violation of these -24- 971239 Covenants and the Architectural Control Committee Guidelines, the prevailing party shall be entitled to recover all costs incurred by it in such action, including reasonable attorneys' fees as may be incurred, or if suit is brought, as may be determined by the Court. ARTICLE XII USE RESTRTCTTONS Section 1. Restrictions Which Apply to Lots. The following building restrictions and aesthetic standards are imposed uniformly on the Lots and the use thereof as a common scheme for the benefit of each Lot and may be enforced by the Association, by the Architectural Control Committee or by any Lot Owner. (a) Building Type/Use. Each and every one of the Lots shall be used for private residential purposes only, except that Declarant may, for so long as Declarant owns a Lot, conduct real estate sales of Lots from the Property. Only one single family residence structure shall be permitted to be constructed and maintained on each of Lots 1, 2, 3 and 4 (see particular provisions dealing with Lot 5 in Article XV of this Declaration). Garages or carports must be part of the principal structure or attached to the principal structure by arbor or breezeway and must conform to the architecture of the principal structure. No other structure, including but not limited to, swimming pools, gazebos, detached patios, pet facilities, dog runs, and storage sheds, shall be permitted on any Lot without the express written approval of the Architectural Control Committee. Further, any building placed, erected or maintained upon any Lot in the Subdivision shall be entirely constructed thereon and the same shall not, nor shall any part thereof, be moved or placed thereon from elsewhere without specific approval of the Committee. (b) Building Size and Style. Dwellings on the Lots shall be primarily one or two story far -style structures. Lofts or other similar second floor areas within the dwelling may be allowed by special review of the Architectural Committee after ensuring that no perimeter wall of the structure is more than one story or higher than 15 feet, and that the second floor comprises no more than 60% of the first floor area, and is set back from the first floor perimeter walls at least eight feet. Dwellings on all Lots may have one elevation (side) of the structure of two story height, provided that the architectural intent is to provide a walk -out basement. Grading of the other three elevations (sides) must conform to the requirements of this paragraph. Every principal residence constructed on a Lot shall have not less than 2,000 square feet of finished floor area devoted to living purposes (exclusive of roofed or unroofed porches, -25- 971239 terraces, basements and garages) and shall have a garage of sufficient size to house not less than two cars; furthermore, there shall be constructed on each Lot, at time of construction of the principal residence and kept in place thereafter, paved off-street parking spaces (which may be a driveway on the Lot) sufficient for two cars in addition to the space in the garage. All driveways shall be paved with materials specifically approved by the Committee. No vehicles shall be parked on any Lot except on the paved areas unless otherwise approved in writing by the Architectural Control Committee. Vehicles shall not be parked on any common driveway. Additional specific requirements for all dwellings constructed on any Lot are further defined and described in the Design Guidelines promulgated by the Architectural Committee. (c) Building Location/Setbacks. All Living Units shall be constructed within the building envelopes shown on the Subdivision and PUD map. In all cases, the location of any building shall be subject to the approval of the Architectural Control Committee. (d) Landscaping. No landscaping or any subsequent material change, alteration or modification of landscaping from that shown on any initially approved landscape plan, shall occur unless a landscape plan showing such landscaping or change, alteration or modification is submitted and approved in accordance with the procedures prescribed in Section 5 of Article XII. Approval or disapproval of such landscaping plans shall be in the same manner as set forth in said section. A material change, alteration or modification of landscaping will not include the replacement of any materials in accordance with the originally approved plan or the planting of any materials which will not have a mature height in excess of six feet. After a Living Unit has been constructed on any Lot, the remaining unpaved portion of the Lot shall promptly be placed in grass or other vegetation or covered with decorative materials and maintained in that condition so as to prevent the blowing of dust and dirt from the exposed soil. All landscaping as approved shall be maintained with adequate watering to assure good color and appearance. All landscaping shown on an approved landscaping plan shall be completed and installed within 6 months (weather permitting) after substantial completion of the residential improvements on the Lot, or in the event of a subsequent change, alteration or modification of landscaping from that shown on an initially approved landscape plan within 6 months after approval of such change, alteration or modification. (d) Signs. No sign of any kind other than a name plate of the occupant and a street number shall be displayed to the public view without the approval of the Architectural Committee; provided, however, that one sign not more than six (6) -26- 971239 square feet in a form and of materials prescribed by the Architectural Committee may be displayed on or from a residence advertising the Lot or a residence for sale or lease. No flashing or moving signs shall be permitted on the Property. (e) Trees. No tree or trees, whether now growing or hereafter grown upon any part of the Property shall be cut down or removed without prior written approval of the Architectural Control Committee; provided, however, that this restriction shall not apply unless such tree is more than two (2) inches in diameter as measured one (1) feet above grade, and provided further that this restriction shall not be construed to limit in any way reasonable trimming of any trees within the Property. (f) Temporary Structures. No temporary house trailer, tent, garage or outbuilding shall be placed or erected upon any part of the Property and no residence placed or erected on any Lot shall be occupied in any manner at any time prior to its being fully completed in accordance with approved plans nor shall any residence when completed be in any manner occupied until there is compliance with all requirements, conditions, covenants and restrictions herein set forth; provided, however, that during the actual construction or alteration of a Living Unit on any Lot, reasonable and necessary temporary buildings for storage of materials may be erected and maintained by the person doing such work provided that their type and placement are approved by the Architectural Control Committee. Such temporary storage buildings shall be removed upon completion of the construction, alteration or remodeling. The work of constructing, altering and remodeling any Improvement on the Property shall be prosecuted diligently from its commencement and completed in accordance with the work schedules submitted to the Architectural Control Committee in no event later than one year from commencement. (g) Trash and Debris. All trash, garbage or other refuse shall be kept in a fully enclosed area. Each Owner must provide for regular removal of garbage, and each Lot at all times shall be kept in a clean, sightly, and wholesome condition and weeds shall be kept mowed. No trash, litter, junk, boxes, containers, bottles, cans, implements, machinery, lumber or other building materials shall be permitted to remain exposed upon any Lot so it is visible from any neighboring Lot, road or street, except as reasonably necessary during the period of construction. In the event any structure is destroyed either wholly or partially by fire or other casualty, said structure shall be promptly rebuilt or remodeled to conform to this Declaration and all debris and remaining portions of the structure including the foundations shall be promptly removed from the Property. No noxious or offensive activity shall be carried on upon the Property, nor shall anything be done thereon which may be or may become an annoyance or nuisance to the neighborhood. -27- 971239 (h) Motor homes. Boats. Trailers. Campers. Etc. No vehicles, motorcycles, motorbikes, mopeds, Motor homes, boats, trailers or campers shall be stored or parked on any street nor on any Lot unless enclosed within a garage. No inoperative or wrecked cars, tractors, equipment, etc., shall be kept or stored on any Lot unless approved, in writing, by the Architectural Control Committee. No vehicle, motorcycle, motorbike or similar equipment shall be parked on any Lot or street adjacent thereto while it is undergoing repairs which immobilize the vehicle for a period of more than two consecutive days, unless the vehicle (or other item undergoing repairs) is within an enclosed garage during the entire period of such repairs. (i) Underground Utilities - Antennas. All electric, television, radio and telephone line installations and connections from the Owner's property line to the residence shall be placed underground. All antennas must be specifically approved by the Architectural Control Committee unless contained within the structure and not exposed to public view. No aerial masts shall be allowed. Elevated tanks of any kind shall not be erected, placed or permitted upon any part of said property without prior written consent of the Architectural Committee, except that such tanks may be placed on any Lot for use in connection with construction of a building thereon. All types of refrigerating, cooling or heating apparatus must be concealed in a manner which has the prior written approval of the Architectural Committee. No overhead utility lines shall be installed or maintained on any portion of the Lots covered by these restrictions except that during the construction of a residence the contractor or builder may install a temporary overhead utility line which shall be promptly removed upon completion of construction. (j) Animals. Owners may keep such animals as approved in writing by the Architectural Committee, and in conformance with all applicable governmental rules, regulations and ordinances. Shelters for approved animals must be in the same style as the residence and must be between 100 and 500 square feet per animal and must be approved by the Architectural Committee. The following animals will be allowed initially, however, this list may be expanded, reduced or modified by the Architectural Committee at any time, with changes to be effective after reasonable notice to Owners: two dogs and/or two cats per Lot are allowed; Horses, cattle and/or sheep are allowed, provided that there shall be no more that 4 "animal units" per Lot (for the purposes of these Covenants, one animal unit shall be one horse, one cow/steer or two sheep). No bulls shall be kept on any Lot. No other animals, with the exception of pets kept strictly indoors, shall be allowed without the express written approval of the Architectural Committee. No boarding of animals for commercial or other business purposes shall be allowed. -28- 971239 (k) Nuisances. No noxious of offensive activity shall be carried on upon Lot, nor shall anything be done thereon which may be or may become an annoyance or nuisance to the neighborhood. Specifically, but not by way of limitation, no owner of any Lot subject to the provisions of these covenants shall permit weeds to grow and remain uncut so that the same appear unsightly to the surrounding area; nor shall there by permitted the storage of lumber, bricks or other building material for a period of time longer than reasonably required for the completion of a residential structure thereon; nor shall any noise or sounds be allowed to emanate from any Lot to constitute an annoyance or nuisance to the neighborhood; nor shall exterior lights or reflective surfaces be installed to create glare or unusual lighting on or of adjoining Lots. All corrals, paddocks and pasture areas of any livestock area shall be kept clean and free of noxious weeds, built-up manure, feed, flies, or other odor -producing or health hazardous byproduct. (1) Fences. The construction, placement or planting of all fences, walls and hedges shall require the prior approval of the Architectural Control Committee and shall be in accordance with Design Guidelines. (m) Nome Occupations. Home occupations, consisting of a vocational activity conducted inside a dwelling unit by the residents who reside therein, are permitted provided that: (i) any such activity is not in violation of any local government laws having jurisdiction over the Property, (ii) no accessory structure shall be used primarily for the home occupation, (iii) it does not result in noise or vibration, light, odor, dust, smoke, or other air pollution beyond the residence or accessory structure, which is noticeable from any point within the Property, (iv) it does not result in pollution of any kind being discharged from the residence or any accessory structure, (v) no signage of any nature shall be installed identifying or advertising the home occupation, and (vi) no more than two vehicles for customers, clients or patrons are allowed at the site at one time, and adequate off-street parking screened from view from the street and other Lots be provided to accommodate the two vehicles. (n) Child Care. No licensed day care, child care or elder care facilities or businesses shall be permitted without the prior written consent of the Architectural Committee. ARTICLE XIII GENERAL PROVISIONS Section 1. Severability. In the event that any one or more of the provisions, conditions, restrictions, and covenants herein set forth shall be held by any Court of competent jurisdiction to -29- 971239 be null and void, all remaining provisions, conditions, restrictions and covenants herein set forth shall continue unimpaired and in full force and effect. Section 2. Effect. Each grantee of a Lot or property included within this Declaration, by acceptance of a deed conveying any of the Lots or properties, shall accept title thereto upon and subject to each and all of the restrictions, conditions, covenants and agreements herein contained, and by such acceptance, shall for himself, his heirs, personal representatives, successors and assigns, covenant, agree and consent to and with the grantees and subsequent Owners of each of said other Lots, to keep, observe, comply with and perform said restrictions, covenants, conditions and agreements and each thereof. Said restrictions, covenants and agreements are intended and proposed for the direct and mutual and reciprocal benefit of each and all of said Lots and subsequent Owners thereof, and to create mutual and equitable servitudes upon each of said Lots in favor of each other Lot, and reciprocal rights and obligations and privity of contract and estate between the grantees of said Lots, their respective heirs, successors and assigns. Section 3. Notices. Any notice required to be sent to any Member or Owner under the provisions of this Declaration shall be deemed to have been properly sent when mailed, postpaid, to the last known address of the person who appears as a member or owner on the records of the Association at the time of such mailing. Section 4. Enforcement. Enforcement of these covenants and restrictions shall be by a proceeding at law or in equity brought by Declarant, the Association, the Architectural Control Committee or an Owner against any person or persons violating or attempting to violate any covenant or restriction, either to restrain violation or to recover damages, and against the land to enforce any lien created by these covenants; and failure by the Declarant, the Association, the Committee or any member to enforce any covenant or restriction herein contained shall in no event be deemed a waiver of the right to do so thereafter. Section 5. Titles and Section Headings. Titles of articles and section headings shall be disregarded in the interpretation of this document and shall have no binding effect. Section 6. Liberal Construction. The provisions of this Declaration shall be liberally construed to effectuate its purpose. -30- 971239 ARTICLE XIV DURATION AND AMENDMENT Section 1. Duration. This Declaration shall run with and bind the Property and shall inure to the benefit of and be enforceable by the Declarant, the Association, or any Owner of any Lot subject to this Declaration, their respective legal representatives, heirs, successors and assigns, for a term of twenty (20) years from the date this Declaration is recorded, after which time this Declaration shall be automatically extended for successive periods of ten (10) years unless terminated or revoked as hereinafter provided. Section 2. Amendment. This Declaration may be amended at any time by the holder of the Class B membership, for so long as the Class B membership exists. Following cessation of the Class B membership, this Declaration can be amended by a vote of two- thirds (2/3) of the votes of the Class A members of the Association, present, in person or by proxy, and constituting a quorum at any regular or special meeting. A statement of any proposed amendment shall accompany the notice of any regular or special meeting at which such proposed amendment shall be voted on. Amendments pay be proposed by the Board of Directors, the Declarant or by a petition signed by at least fifty-one percent (51%) of the Class A members. Section 3. Limitations on Amendment. Notwithstanding anything contained in this Article or any other provision of this Declaration to the contrary, unless all Owners and all first mortgagees of Lots (based upon one vote for each first mortgage owned or held) have given their prior written approval, this Declaration shall not be amended to: (m) terminate or revoke this Declaration; (b) abandon, partition, subdivide, encumber, sell or transfer the Common Properties, provided however, that granting easements for public utilities or for other public purposes consistent with the intended use of the Common Properties shall not be deemed a transfer within the meaning of this clause; (c) except as provided in Article VIII, use hazard insurance proceeds received for loss to the Common Properties for other than repair, replacement or reconstruction of the Common Properties; (d) dissolution or abandonment of the Association; (e) elimination or diminution of the responsibilities of the Association to repair and maintain the Common Properties or any other property or property rights with respect to which -31- 971239 the Association is charged with the responsibility of repair, maintenance or upkeep by these Covenants; (f) elimination of or restriction upon the rights and duties of the Association to enforce these Covenants or upon the rights of the Association to raise sufficient funds with which it can carry out the functions and duties assigned to it herein. (g) any amendment inconsistent with the terms and conditions imposed at the time of the County's approval of the Subdivision. ARTICLE XV PROVISIONS APPLICABLE TO LOT 5 Declarant, for himself and his successors and assigns as to ownership of Lot 5 of the Subdivision, covenants and agrees to and with the Owners of Lots 1, 2, 3 and 4 of the Subdivision that, for a period of twenty (20) years following the date these Covenants are recorded, Lot 5 shall be used solely for agricultural and hunting purposes, and that no residential structures shall be erected thereon during said 20 -year term. The foregoing restriction and limitation upon the use of Lot 5 shall automatically cease and terminate 20 years following the date these Covenants are first recorded in the office of the Clerk and Recorder for Weld County, Colorado. Following the passage of the 20 -year period referred to in the preceding paragraph, said Lot 5 May be re -subdivided into separate Lots or residential building sites, together with outlots, easements, streets or other public or private areas not designed or intended as residential building sites; provided, however that the number of dwelling units which may be constructed within Lot 5 shall not exceed a density of one dwelling unit per six acres IN WITNESS WHEREOF, the undersigned, being the Declarant herein, has executed this Declaration this day of February, 1997. Douglas E. Myers -32- 971239 STATE OF COLORADO COUNTY OF BOULDER ) ss. ) The foregoing was acknowledged before me this day of February, 1997, by Douglas E. Myers. Witness my hand and official seal. My commission expires: Notary Public -33- 971239 ARTICLES OF INCORPORATION OF GANDER VALLEY HOMEOWNERS ASSOCIATION For the purpose of forming a nonprofit corporation pursuant to the provisions of articles 20 through 29 of title 7, inclusive, Colorado Revised Statutes 1973, the undersigned has made, signed and acknowledged the following articles: ARTICLE I Name and Principal Place of Business The name of the corporation shall be GANDER VALLEY HOMEOWNERS ASSOCIATION. The principal place of business shall be 1525 Spruce Street, Boulder, Colorado 80302. ARTICLE II purposes The purposes for which the corporation is organized are as follows: A. To be and constitute the Association to which reference is made in the Declaration of Covenants, Conditions and Restrictions of GANDER VALLEY, A MINOR SUBDIVISION AND PUD (herein called the "Declaration"), executed by Douglas E. Myers, and recorded in the office of the County Clerk and Recorder of Weld County, Colorado, relating to a subdivision project (herein called "The Project"), to be created on land in Weld County, Colorado, described as: Lots 1, 2, 3 and 4,5 GANDER VALLEY Minor Subdivision and PUD according to the recorded plat thereof. B. To perform the obligations and duties, and exercise the rights and powers of the Association under the aforesaid Declaration. C. To provide an entity for the furtherance of the interests of all or any group of the Owners of Lots in The Project. 971239 D. To exercise all of the powers conferred upon corporations not for profit by the common law and the statutes of the State of Colorado in effect from time to time. ARTICLE III Memberships This corporation shall be a membership corporation without certificates or shares of stock. There shall be one membership in the corporation for each of the "Owners" of a "Lot" as those terms are defined in the Declaration. No person or entity other than the Owner of a Lot may be a member of this corporation. The Association shall have two classes of voting membership: CLASS A: Class A Members shall be all those members with the exception of the Declarant. Class A Members shall be entitled to one vote for each Lot in which they hold the interest. When more than one person holds such interest in any Lot, all such persons shall be Members. The vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any Lot. CLASS B: The Class B Member shall be the Declarant. The Class B Member shall be entitled to four votes for each Lot in which it holds the interest required for membership; provided that the Class B membership shall cease and be converted to a Class A membership upon the earliest of: (i) the conveyance by Declarant of the last Lot to a third party, Class A member; (ii) written notice from Declarant relinquishing his Class B status; or (iii)February 1, 1999. The corporation may suspend the voting rights of a Member for failure to comply with rules or regulations of the corporation or with any other obligations of the Owners of a Lot under the Declaration. A membership in the corporation and the share of a Member in the assets of the corporation shall not be assigned, encumbered or transferred in any manner except as an appurtenance to the title of the Lot to which the membership pertains; provided, however, that the rights of membership may be assigned to the holder of a mortgage, deed of trust, or other security instrument 2 971239 on a Lot as further security for a loan secured by a lien on such Lot. A transfer of membership shall occur automatically upon transfer of title to the Lot to which the membership pertains; provided, however, that the Bylaws of the corporation may contain reasonable provisions and requirements with respect to recording such transfer on the books and records of the corporation. The Bylaws may contain provisions, not inconsistent with the foregoing, setting forth the rights, privileges, duties and responsibilities of the Members. ARTICLE IV Board of Directors The business and affairs of the corporation shall be conducted, managed and controlled by a Board of Directors. The Board of Directors shall consist of not less than two nor more than four members, the specific number to be set forth from time to time by the Bylaws of the corporation. Members of the Board of Directors shall be elected at the annual meeting of the Members in the manner provided in the Bylaws. The Board of Directors, by resolution adopted by a majority of the directors in office, may create an Executive Committee of the Board. The number of Members of the Executive Committee and the persons who shall be members thereof shall be determined by the Board of Directors consistent with applicable law. Except to the extent limited by the Bylaws or by resolution of the Board or applicable law, the Executive Committee shall have and exercise all the authority of the Board of Directors. The initial Board of Directors shall consist of the following two directors: Name Address Douglas E. Myers 1525 Spruce Street Boulder, CO 80302 James Hillhouse 9323 WCR-70 Windsor, CO 80550 3 971239 ARTICLE V Limitations of Directors' Liability No director shall have personal liability to the corporation or to its members for monetary damages for breach of fiduciary duty as a director except for (1) any breach of the director's duty of loyalty to the corporation or to its members; (2) acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law; (3) acts specified in Section 7-24-111 of the Colorado Corporation Code; or (4) any transaction from which the director derived an improper personal benefit. ARTICLE VI Distribution of Assets Upon Dissolution Upon the dissolution of this Corporation, its assets shall be distributed to any successor corporation by merger or consolidation, or if none, to any new corporation formed to serve as the "Association" under the Declaration, or if none, to any tax exempt, non-profit corporation designated by the Board of Directors of the Corporation acting at the time of dissolution, or if none is so designated, to the County of Weld, State of Colorado, a political entity. ARTICLE VII Initial Registered Office and Agent The initial registered office of the corporation shall be 1525 Spruce Street, Boulder, CO 80302. The initial registered agent at such address shall be Douglas E. Myers. ARTICLE VIII Incorporator The incorporator of this corporation is: Douglas E. Myers 1525 Spruce Street Boulder, CO 80302 ARTICLE IX Amendments Amendments to these Articles of Incorporation shall be adopted, if at all, in the manner set forth in the Bylaws; provided, however, that no amendment to the Articles of 4 971239 Incorporation shall be contrary to or inconsistent with any provision of the above -referenced Declaration. Signed in duplicate originals this day of February, 1997. Douglas E. Myers STATE OF COLORADO COUNTY OF BOULDER ) ss. The foregoing was acknowledged before me this day of February, 1997 by Douglas E. Myers. Witness my hand and official seal. My commission expires: SEAL 5 Notary Public 971239 BY-LAWS OF GANDER VALLEY HOMEOWNERS ASSOCIATION ARTICLE I Name and Location The name of the corporation is GANDER VALLEY HOMEOWNERS ASSOCIATION, hereinafter referred to as the "Association". The principal office of the corporation shall be located at 1525 Spruce Street, Boulder, Colorado 80302, but meetings of members of directors may be held at such places within the State of Colorado as may be designated by the Board of Directors. ARTICLE II Definitions The following words when used in these Bylaws (unless the context shall prohibit) shall have the following meanings: (a) "Association" shall mean and refer to the GANDER VALLEY HOMEOWNERS ASSOCIATION, a non-profit Colorado corporation, and its successors and assigns. (b) "Board of Directors" shall mean the Board of Directors of the Association. (c) "Common Expenses" means and includes expenses for maintenance, repair, operation, management and administration of the Common Properties and the Association as more fully described in the Declaration of Covenants, Conditions and Restrictions of Gander Valley, a Minor Subdivision and PUD. (d) "Declarant" shall mean and refer to Douglas E. Myers and his successors and assigns if any such successors or assigns should acquire all unsold Lots from Declarant for the purpose of development. (e) "Living unit" shall mean and refer to a building situated upon a Lot and all easements appurtenant thereto. (f) "Lot" shall mean designated building sites shown upon the recorded subdivision map of the Property or any subsequent recorded replat of a portion of the Property. (g) "Member" shall mean and refer to all those Owners who are members of the Association as provided in the Declaration of Covenants, Conditions and Restrictions of Gander Valley, a Minor Subdivision and PUD, or the Declarant. 971239 (h) "Mortgage" shall include a deed of trust or other form of hypothecation. (i) "Owner" shall mean and refer to the record owner, whether one or more persons or entities, of the fee simple title to any Lot but, notwithstanding any applicable theory of the mortgage, shall not mean or refer to the mortgagee unless and until such mortgagee has acquired fee simple title to the Lot pursuant to foreclosure or a proceeding in lieu of foreclosure. (j) "Property" shall mean the same as described the Declaration of Covenants, Conditions and Restrictions of Gander Valley, a Minor Subdivision and PUD. (k) "Common Properties" shall mean and refer to those parcels of land designated as Outlots B and C on the recorded plat ("Plat") of Gander Valley, Weld County, Colorado, and such additional areas as are conveyed as Common Properties under the terms of Article IV, Section 2, hereof, which areas are intended to be devoted to the common use and enjoyment of the owners of the Lots. The ownership of Outlot A is specifically reserved to and retained by Declarant. (1) "Subdivision" shall mean Gander Valley, a Minor Subdivision and PUD situated in Weld County, Colorado. ARTICLE III Meeting of Members Section 1. Annual Meetings. The first annual meeting of the Members shall be held on , 1997, and each subsequent regular annual meeting of the Members shall be held on the day of of each year thereafter, at the hour of _:00 o'clock a.m./p.m. If the day for the annual meeting of the Members is a legal holiday, the meeting will be held at the same hour on the first day following which is not a legal holiday. Section 2. Special Meetings. Special meetings of the Members may be called at any time by the President or by the Board of Directors, or upon written request of those who are entitled to vote one-half (z) of all of the voting rights held by Declarant and Members. Section 3. Notice of Meetings. Written notice of each meeting of the Members shall be given by, or at the discretion of, the secretary or person authorized to call the meeting, by mailing a copy. of such notice, postage prepaid, at least fifteen (15) days before such meeting, to each Member entitled to vote thereat, addressed to the Member's address last appearing on the books of the Association, or supplied by such Member to the Association for 2 971239 the purpose of notice. Such notice shall specify the place, day and hour of the meeting, and in the case of a special meeting, the purpose of the meeting. section 4. Ouorum. The presence at the meeting of Members entitled to cast, or of proxies entitled to cast, one-half (i) of the votes shall constitute a quorum for any action, except as otherwise provided in the Articles of Incorporation, the Declaration or these By -Laws. If, however, such quorum shall not be present or represented at any meeting, the Members entitled to vote thereat shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum as aforesaid shall be present or be represented. Section 5. proxies. At all meetings of Members, each Member may vote in person or by proxy. All proxies shall be in writing and filed with the secretary. Every proxy shall be revocable and shall automatically cease upon conveyance by the Member of his Lot. ARTICLE IV Board of Directors: Term of Office Section 1. Number. The affairs of this Association shall be managed by a Board of two (2) directors, who need not be Members of the Association. Section 2. Term of Office. At the first annual meeting the Members shall elect two (2) directors for a term of one (1) year, to serve until his or her successor shall have been elected and shall have been duly qualified, or until his or her death, or until he or she shall have resigned or shall have been removed in the manner herein provided. section 3. Removal. Any director may be removed from the Board, with or without cause, by a majority vote of the Members of the Association. In the event of death, resignation or removal of a director, his or her successor shall be selected by the remaining Members of the Board and shall serve for the unexpired term of his or her predecessor. Section 4. Compensation. No director shall receive compensation for any service he or she may render to the Association. However, any director may be reimbursed for his or her actual expenses incurred in the performance of his or her duties. Section 5. Action Taken Without a Meeting. The directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors. 3 971239 ARTICLE V Nomination and Election of Directors Section 1. Nomination. Nomination for election to the Board of Directors shall be made by the Members at each annual meeting. Section 2. Election. Election to the Board of Directors shall be by written ballot. At such election the Members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. Cumulative voting shall not be permitted. ARTICLE VI Meeting of Directors Section 1. Regular Meetings. Regular meetings of the Board of Directors shall be held annually without notice, at such place and hour as may be fixed from time to time by resolution of the Board. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday. Section 2. Special Meetings. Special meetings of the Board of Directors shall be held when called by the President of the Association, or by any one (1) director, after not less than three (3) days notice to each director. Section 3. Ouorulm. A majority of the number of directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board. ARTICLE VII Power and Duties of the Board of Directors Section 1. powers. The Board of Directors shall have the power to: a. adopt and publish rules and regulations governing the use of the Common Area and facilities, and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof; b. suspend the voting rights and right to use of the common areas of a Member during any period in which such Member shall be in default in the payment of any assessment levied by the Association. Such rights may also be suspended after notice and 4 971239 hearing, for a period not to exceed sixty (60) days for infraction of published rules and regulations; c. exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the Members by other provisions of these By -Laws, the Articles of Incorporation, or the Declaration; and d. employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties. Section 2. Duties. It shall be the duty of the Board of Directors to: a. cause to be kept a complete record of all its acts and corporate affairs, and to present a statement thereof to the Members at the annual meeting of the Members, or at any special meeting when such •statement is requested in writing by three - fourths (3/4) of the Members. b. supervise all officers, agents and employees of this Association, and to see that their duties are properly performed; c. as more fully provided in the Declaration, to: (1) fix the amount of the annual assessment against such Lot; (2) send written notice of each assessment to every Owner subject thereto; (3) foreclose the lien against any property for which assessments are not paid or to bring an action at law against the Owner personally obligated to pay the same. d. issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment; e. procure and maintain adequate liability and hazard insurance on property owned by the Association; f. cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate; g• cause the Common Area to be maintained; and 5 971239 h. upon ten (10) days notice to the president or the Board of Directors and payment of a reasonable fee by an Owner, furnish, or cause to be furnished, a statement of that Unit Owner's account, setting forth the amount of any unpaid assessments or other charges due and owing from such Owner. ARTICLE VIII Officers and Their Duties Section 1. Enumeration of Officers. The officers of this Association shall be a president who shall at all times be a Member of the Board of Directors; a secretary; a treasurer; and such other officers as the Board may from time to time by resolution create. Section 2. Election of Officers. The election of officers shall take place at the first meeting of the Board of Directors following each annual meeting of the Members. Section 3. Term. The officers of this Association shall be elected annually by the Board and each shall hold office for one (1) year, unless he shall sooner resign, be removed, or otherwise disqualified to serve. Section 4. Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine. Section 5. Resignation and Removal. Any officer may be removed from office with or without cause by the Board. Any officer may resign at any time giving written notice to the Board, the President or the Secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 6. Vacancies. A vacancy in any office may be filled by appointment by the Board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he or she replaces. Section 7. Multiple Offices. The offices of secretary and treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created, pursuant to Section 4 of this Article. Section 8. Duties. The Duties of the officers are as follows: 6 971239 a. President. The President of the Association shall be empowered to exercise control over the affairs of the Association and to act on behalf of, and bind, the Association in every instance wherein the Association is required or permitted to take any action. The action of the President shall at all times be subject to the review of the Board. The President shall not have the power to borrow any funds on behalf of the Association, make any expenditures on behalf of the Association which are, in the aggregate, more than five percent (5%) in excess of the total amount of the Association's budget, or increase the amount of or levy any Assessment without the prior approval of the Board. The President may appoint such assistants as he deems necessary or appropriate. No compensation shall be paid to any assistant except as provided in the Association's budget or as otherwise approved by the Board. Any right or power herein given or delegated to the President which cannot be exercised by the President, whether by reason of law or otherwise, shall be deemed to be a right or power to be exercised by the Board. b. Vice -President. The Vice -President, if elected from time to time, shall act in the place and stead of the President in the event of his or her absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him or her by the Board. c. Secretary. The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the Members; keep the corporate seal of the Association and affix it on all papers requiring said seal; serve notice of meetings of the Board and of the Members; keep appropriate current records showing the Members of the Association together with their addresses, and shall perform such other duties as required by the Board. d. Treasurer. The Treasurer shall receive and deposit in appropriate bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the Board of Directors; shall sign all checks and promissory notes of the Association; keep proper books of account; cause an annual audit of the Association books to be made by a public accountant at the completion of each fiscal year; and shall prepare an annual budget and a statement of income and expenditures to be presented to the Members at their regular annual meeting, and deliver a copy of each to the Members. 7 971239 ARTICLE IX Committees The Association shall appoint a Design Review Committee, if provided in the Declaration, and a Nominating Committee, if provided in these By -Laws. In addition, the Board of Directors shall appoint other committees as deemed appropriate in carrying out its purpose. ARTICLE X Books and Records The books, records and papers of the Association shall at all times, during reasonable business hours, be subject to inspection by any Member. The Declaration, the Articles of Incorporation and the By -Laws of the Association shall be available for inspection by any Member at the principal office of the Association where copies may be purchased at reasonable cost. ARTICLE XI Assessments As more fully provided in the Declaration, each Member is obligated to pay to the Association annual and special assessments which are secured by a continuing lien upon the Lots against which the assessment is made. Any assessments which are not paid when due shall be delinquent. No Owner may waive or otherwise escape liability for the assessments provided for herein by nonuse of the Common Area or abandonment of his or her Lot. ARTICLE XII Corporate Seal The Association shall have a seal in circular form, having within its circumference the words: GANDER VALLEY HOMEOWNERS ASSOCIATION. ARTICLE XIII Amendments Section 1. These By -Laws may be amended, at a regular or special meeting of the Members, by a vote of a majority of a quorum of Members present in person or by proxy. Section 2. In the case of any conflict between the Articles of Incorporation and these By -Laws, the Articles shall control; and in the case of any conflict between the Declaration and By -Laws, the Declaration shall control. 8 9'73.2^9 ARTICLE XIV Miscellaneous The fiscal year of the Association shall begin on the first day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of incorporation. ARTICLE XV Mortg-ges Section 1. Notice of Association. Every Owner who mortgages his or her Lot shall notify the Association by giving the name and address of the mortgagee, purchaser, transferee or lessee to the President of the Association. The Association shall maintain such information in a book entitled "Mortgages of Lots". Section 2. Notice of Default. Upon request of a mortgagee of a Lot, the Association shall report any assessment which remains unpaid for over thirty (30) days or any other default of an Owner which remains uncured for over thirty (30) days. $ection 3. Inspection of Records by Mortgagee. Each Member and any first mortgagee of a Lot shall have the right to inspect the books and records of the Association during reasonable business hours. Section 4. Financial Reports. Any first mortgagee of a Lot, upon written request, shall be entitled to receive an annual financial statement of the Association within ninety (90) days from the end of its fiscal year. Section 5. Notice of Meetings. Any first mortgagee of a Lot, upon written request, shall be entitled to written notice of all Association meetings and be permitted to send a representative to such meetings. IN WITNESS WHEREOF, we, being all of the Directors of Gander Valley Homeowners Association, Inc. have hereunto set our hands this day of , 1997. Douglas E. Myers, Director James Hillhouse, Director 9 971239 Certification I, the undersigned, do hereby certify that I am the duly elected and acting Secretary of GANDER VALLEY HOMEOWNERS ASSOCIATION, a Colorado corporation, and that the foregoing By -Laws constitute the original By -Laws of said Association, as duly adopted at a meeting of the Board of Directors thereof, held on this day of , 1997. I have hereunto subscribed my name and affixed the seal of said Association. [SEAL] James Hillhouse, Secretary g:IJUO/010531Sandston.by/ 10 971239 October 31, 1996 Mr Walter W. Holmes PO Box 567 Amarillo, Texas 79504 Dear Mr. Holmes: Paragon Services of Boulder, Colorado has purchased the Pineda farm located at the NW corner of County Roads 19 and 72, north of Windsor, Colorado. Our records indicate that you are the owner of one quarter of the mineral rights under this property, and as such, we are required to inform you that we will be subdividing this property under the Subdivision and Zoning laws of Weld County. As owners of the rest of the mineral rights, we hereby inform you that we do not intend to extract any oil, gas or other minerals, if any, from this property. Very truly yours, 1. Fagan Services Janres S. Hillhouse Authorized Agent cc: Department of Planning Services Weld County 971239 u., T ^ -$ ------ � (:) --?1 CIL W > a u.: t -7- 971239 1* 1> ll1, 1 H It ui r- 0 O � • w L { V r N Report Date: 02/20/97 10:40AM WELD COUNTY TREASURER CERTIFICATE OF TAXES DUE Page: 1 CERT #: 1620 ORDER NO: NA VENDOR NO: PAM HILLHOUSE SCHEDULE NO: RI161496 ASSESSED TO: PINEDA & SONS INC 1300 REDWOOD DR WINDSOR, CO 80550 LEGAL DESCRIPTION: 23315 PT SE4 4-6-67 BEG SE COR SEC N89D08'W 172.08' TO TRUE POB N89D08'W 1508.26' NI 157.65' S89D09'E 205.66' S46D25'E 83.38' N84D18'E 65.42' N51D45'E 77.99' N34D33'E 212.65' N34D33'E 70' N87D09'E 83.86' N58D05'E 70.27' N37D48'E 178.13' N22D30'E 82.34' PARCEL: 080704000044 SITUS ADD: TAX YEAR CHARGE TAX AMOUNT INT AMOUNT ADV,PEN,MISC TOTAL DUE 1996 TAX 538.62 0.00 0.00 538.62 TOTAL TAXES 538.62 TAX YEAR ASSESSMENT ASMT AMOUNT INT AMOUNT ADV,PEN,MISC TOTAL DUE TOTAL ASMT 0.00 TAX YEAR TAX LIEN # TLS AMOUNT INT AMOUNT REDEMPT FEE TOTAL DUE TOTAL CERT 0.00 GRAND TOTAL DUE GOOD THROUGH 02/20/97 538.62 ORIGINAL TAX BILLING FOR 1996 Authority WELD COUNTY SCHOOL DIST RE4 NCW WATER NWC WATER WINDSOR SEVER FIRE AIMS JUNIOR COL WINDSOR LIBRARY WEST GREELEY SOIL Mill Levy 22.038 52.172 1.000 0.000 3.149 6.249 2.678 0.296 Amount 135.53 320.85 6.15 0.00 19.37 38.43 16.47 1.82 87.582 538.62 FEE FOR THIS CERTIFICATE 10.00 ALL TAX LIEN SALE (TLS) AMOUNTS ARE SUBJECT TO CHANGE DUE TO ENDORSEMENT OF CURRENT TAXES BY THE LIENHOLDER OR TO ADVERTISING AND DISTRAINT WARRANT FEES. CHANGES MAY OCCUR AND THE TREASURER'S OFFICE WILL NEED TO BE CONTACTED PRIOR TO REMITTANCE AFTER TIlE FOLLOWING DATES: PERSONAL PROPERTY AND MOBILE HOMES - SEPTEMBER 1, REAL PROPERTY - OCTOBER I. TLS REDEMPTION AMOUNTS MUST BE PAID BY CASH OR CASHIERS CHECK. SPECIAL TAXING DISTRICTS AND THE BOUNDARIES OF SUCH DISTRICTS MAY BE ON FILE WITH THE BOARD OF COUNTY COMMISSIONERS, THE COUNTY CLERK, OR THE COUNTY ASSESSOR. This certificate does not include land or improvements assessed under a separate schedule number, personal property taxes, transfer tax or misc. tax collected on behalf of other entities, special or local improvement district assessments of mobile homes, unless specifically mentioned. I, the undersigned, do hereby certify that the entire amount of taxes due upon the above described par o real property and all outstanding sales for unpaid taxes as shown by the records in my office from which the same still redeem ith the amount required for redemption are as noted herein. In witness whereof, I have hereunto set m and se. i i 0/97 TREASURER, WELD COUNTY, ARTHUR L. WILLIS II, BY Weld County Planning Dept. FEB 2 0 1997 if D e 971239 October 31, 1996 Mr Walter W. Holmes PO box 507 Amarillo, Texas 79504 Dear Mr. Holmes: Paragon Services of Boulder, Colorado has purchased the Pineda farm located at the NW corner of County Raads 19 and 72, north of Windsor, Colorado. Our records indicate that you are the owner of -one quarter of the mineral rights under this property, and as such, we are required to inform you that we will be subdividing this property under the Subdivision and Zoning laws of Weld County. As owners of the rest of the mineral rights, we hereby inform you that we do not intend to extract any oil, gas or other minerals, if any, from this property. 'er) truly yours, aeon Services / Jams S. Hillhouse Authorized Agent cc: Department of Planning Services Weld County 971239 02/07/1997 11:02 6666648 HILLHOUSE ARCHITECTS PAGE 01 1JLLFf OUSE A N ZC:f n `'Ec'j' ARCHITECTS & PLANNERS TO; too 12 y'� PACSSIMILIE TRANSMISSION COVER SHEET 1 ,OPC--) . Li DATE: ATTN : /( FAX NO. 610) 7j F,.,(- 097$ PHONE NO. TOTAL PACES INCLUDING COVER RECEIPT CONFIRMATION REQUESTED? rYESNO COMMENTS: 1) Rio `lot, [Le 4 �ANWIA', f btMA7 rRTe LeT1 'tLF Canny 2' ) Wksts. #IJT` Deep Ces7 OPerg►4 4 Tim tpc, ? C4,4 PLAT V erA Ckze_1ls LA No 1 Sus? T..:Ta c n 7 ��. 1A00•• W l L4 Nor F5‘ t4tapn (=are -0 ler AT Tit e OP S�filarrib -- WILL ecti e4 flt Ttic: Aer cce , dF Jf C,) UJ1rN Cove w-yrSvrc- c.c Fort. Now ? 4) 4i 14 o1° SupµtTr 17-weatrs s k)a AFar( c.ip .rc No _ Pa saccots - 17v I.oe Nee) AhritsiF+G? 5) 1r 15 or 54-+5µ4rroL� I sMTS : Wµ4.r IS Tilt 4Y SubM(TTe° To Svrinnn MRS Rt@t/r 4) S$oot.o LOE SNt a LDaNC, tr-Vetapn ran En re -es, n, Le r Op They ?- r ? Oa 90e•s Toe RAP,/ Suiriee_ 7 7 91 vawn ruo Weld County Planning Dept FEB 0 7 1997 11005 Sou FEE 7 '97 11:12 It'ED LAFAYETTE, C9- 000025 Pit (J03) 88&E515 FAX (J0J) Mae 6666648 PAGE. 001 971239 02/17/97 12:34 FAX 970 482 2962 Fu41}I A'4ERILA:' :.AlCu-LULU w, SCHEDULE A Title Insurance Premium $855.00 File No. WE -15980 Policy No. 112346 Amount of Insurance $ 235,000.00 Date of Policy: OCTOBER 11, 1996, at 16:30 1. Name of Insured: DOUGLAS E. MYERS 2. The estate or interest in the land which is covered by this policy is: • FEE SIMPLE 3. Title to the estate or interest in the land is vested in: DOUGLAS E. MYERS 4. The land referred to in this policy appears on Schedule C. 971239 02/17/97 12:35 FAX 970 482 9962 NORTH AMERICAN 444 NATCO-LVLD 4J001/003 SCHEDULE B Exceptions This policy does not insure against loss or damages, including attorney fees by reason of the matters shown below: 1. Taxes and Office. 2. Any facts, the public inspection possession 3. Easements, records. Assessments, not certified to the Treasurer's rights, interests or claims which are not shown records, but which could be ascertained by of the land or by making inquiry of persons thereof. by an in or claims of easement, not shown by the public 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments and any facts which a correct survey and inspection of the land would disclose, and which are not shown by public records. 5. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. 6. Taxes and assessments for 1996, a lien, not yet due or payable. 7. Any water the land. rights or claims or title to water in, on or under 8. Unpatented mining claims; reservations or exceptions in patents or in acts authorizing the issuance thereof. 9. Reservation as contained in Patent recorded December 2, 1893, in Book 51 at Page 240, as follows: "Subject to any vested and accrued water rights for mining, agricultural, manufacturing or other purposes, and right to ditches and reservoirs used in connection with such water rights, as may be recognized and acknowledged by the local customs, laws and decisions of Courts; also subject to the right of the proprietor of a vein or lode to extract and remove his ore therefrom, should the same be found to penetrate or intersect the premises hereby granted, as provided by law." 10. Conveyance as contained in Mineral Deed from Albert S. Swanson, Jr., and Marie Swanson to Walter W. Holmes recorded October 19, 1953, in Book 1371 at Page 606, said reservation continued 971239 UZ-ii'97 12.J6 FAA 97U 4Z 2961 Nuki11 AMEK1A:. CD uu.. SCHEDULE B - PART I continued being as follows: "An undivided 1/4 interest in and to all of the oil, gas and other minerals." 11. Reservation as contained in Warranty Deed from Albert S. Swanson, Jr., and Marie A. Swanson to Douglas P. Lee and Hazel Lee recorded January 3, 1956, in Book 1438 at Page 541. 12. Right of way from Pineda and Sons, Inc., as granted to Associated Natural Gas, Inc., a Colorado Corporation, by instrument recorded July 25, 1983, in Book 1002 at Reception No. 1934560, the exact location of said right of way not being specifically defined. 13. Access and Utility Easement Agreement recorded March 11, 1993, in Book 1373, as Reception No. 02324778. 14. Access Agreement dated February 10, 1990, recorded March 19, 1990, in Book 1258, as Reception No. 02208284. 15. Applications recorded May 18, 1993, in Book 1383, No. 02333325; and June 18, 1993, in Book 1388, No. 02337630. 16. An Oil and Gas Lease from Pineda and Sons, Inc. Cummins, dated July 15, 1980, and recorded July Book 908, at Reception No. 1830365. 17. Deed of Trust to secure an indebtedness in the principal sum of $1,400,000.00, and any other amount and/or obligations secured thereby, dated November 1, 1978, recorded December 6, 1978, in Book 853, at Reception No. 1774977. Trustor: Pineda & Sons, Inc. Trustee: The Public Trustee of Weld County Beneficiary: The Federal Land Bank of Wichita 18. A Deed of Trust to secure an indebtedness of $ 235,000.00, dated October 7, 1996, recorded October 11, 1996, in Book 1571, at Reception No. 2515333. Grantor: Douglas E. Myers Trustee: Public Trustee of Weld County Beneficiary: Pineda & Sons, Inc. as Reception as Reception , to Dean L. 17, 1980, in Exceptions numbered NONE are hereby deleted. (pc 2/17/97 WE -15980) 971239 02/17/97 12:37 FAX 970 482 2962 NORTH AMERICAN 4J'00J/0uJ SCHEDULE C File No. WE -15980 Policy No. 112346 Lot B of Recorded Exemption No. 0807-04-4-RE1211 being a part of the SEM of Section 4, Township 6 North, Range 67 West of the 6th P.M., as; per the Map recorded March 19, 1990, in Book 1258, at Reception No. 2208285, County of Weld, State of Colorado. 971239 Hello