A California Non-Profit Corporation

Article III

Section 1. Qualification and Initiation
Every person or entity who is a record owner of a unit which is subject by covenants of record to assessment by the Association, shall be a member of the Association. If a given unit is owned by more than one owner, all of such owners shall be members of the Association. However, for purposes of representation of such unit, such unit shall be represented by only one (1) vote. The foregoing is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation. Membership shall be appurtenant to and may not be separated from ownership of any unit which is subject to assessment by the Association. Ownership of such unit shall be the sole qualification for membership. Declarant, its successors and assigns, shall be deemed the record owner of all units retained or unsold by Declarant.

Section 2. Transfer
The membership of any owner of a unit shall not be transferred, pledged or alienated in any way except upon the sale of such unit and then and only to the purchaser of such unit. The Association membership of each owner is appurtenant to the unit giving rise to such membership and shall be inseparable from ownership of said unit. Any attempt to make a prohibited transfer is void and shall not be reflected on the Association books. In the event an owner of any unit should fail or refuse to transfer the membership registered in his name to the purchaser of such unit, the Association shall have the right to record the transfer on the Association books and shall issue a new certificate to the purchaser and thereupon, the old certificate outstanding, in the name of the seller shall be null and void as through the same had been surrendered. Any transfer of title to a condominium shall operate automatically to transfer the membership in the Association appurtenant thereto to the new owner thereof.

Section 3. Suspension of Membership
During any period which a member shall be in default in the payment of any annual or special assessments levied by the Association, the voting rights and right to use the recreation facilities of such member, may be suspended by the Board until such assessments have been paid. Said suspended member will be afforded a hearing within fifteen (15) days after he is in default in said delinquent payment. Such right of a member may also be suspended after notice and hearing for a period not to exceed thirty (30) days for any single infraction of any rules and regulations established by the Board governing the use of the Common Area and facilities. Notice of said hearing shall be mailed to the accused owner, postage prepaid, not less than fifteen (15) days prior to such hearing and a copy of such notice shall be posted in a conspicuous place at or on the member's condominium unit.

Section 4. Voting Rights
The Association shall have two (2) classes of membership:

Class A members shall be those members, with the exception of Declarant. Class A members shall be entitled to one (1) vote for each condominium in which they hold the interest required for membership. When more than one person holds such interest in any condominium, all such persons shall be members. The one vote of such condominium shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any condominium.

Class B member shall be the Declarant and shall be entitled to three (3) votes for each condominium in which Declarant holds the interest required for membership, provided that Class B membership shall cease and be converted to Class A membership on the happening of either of the following events, whichever occurs sooner:

(a) when the total votes outstanding in the Class A membership equal the total votes outstanding in the Class A membership; however, should this occurrence take place prior to annexation of the real property described in the Declaration, then upon annexation of said real property and upon commencement of monthly maintenance charges by Declarant for each unsold unit owned by Declarant, in determining the total votes outstanding in the Class B membership, the unsold units owned by Declarant in the annexed property shall be included;

(b) two years after the original issuance of the most recently issued Final Subdivision Report for a phase in the project; or

(c) on December 31, 1982. So long as the two classes of membership in the Association exists, no action by the Association which must have the prior approval of the Association members, shall be deemed approved by the members unless approved by the appropriate percentage of both classes of membership.

Section 5. Joint Ownership Disputes
The vote for each unit may be cast only as a unit and fractional votes shall not be permitted. In the event joint owners are unable to agree as to how their vote shall be cast, they shall lose their right to vote on the matter in question. If any owner casts a vote representing a certain unit it shall thereafter be conclusively presumed for all purposes that he was acting with the consent and authority of all other owners of the same unit. In the event more that one vote is cast for a particular unit, none of said votes shall be counted and all of said votes shall be deemed void.

Section 6. Members' Rights and Duties
Each member shall have the rights, duties and obligations set forth herein and in the Declaration, as the same may be amended from time to time.




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