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HomeMy WebLinkAbout17.0 Covenants Conditions & RestrictionsMcCLURE RIVER RANCH Table of Contents RECITALS 1 ARTICLE 1: SUBMISSION/PURPOSE 1 Section 1.1 Submission of Real Estate/Purpose. 1 Section 1.2 Planned Community 2 ARTICLE 2: DEFINITIONS 2 Section 2.1 Definitions 2 ARTICLE 3: McCLURE RIVER RANCH ASSOCIATION 5 Section 3.1 Allocated Interests and Voting Rights in the McClure River Ranch Association5 Section 3.2 Governing Instruments 6 Section 3.3 Authority 6 Section 3.4 Option to Engage Professional Management 7 Section 3.5 Election of the Board 7 Section 3.6 Budget 7 Section 3.7 Assessments 7 Section 3.8 Assessment Lien. 7 Section 3.9 Enforcement/Collection. 8 Section 3.10 Statement of Assessments and Liability of Purchasers 8 ARTICLE 4: ASSESSMENT RESPONSIBILITY 9 Section 4.1 Creation of Association Lien and Personal Obligation to Pay Common Expense Assessments 9 Section 4.2 Apportionment of Common Expenses 9 Section 4.3 All Lots and Tracts 9 Section 4.4 Barn Lots 10 Section 4.5 Ranch Association 10 Section 4.6 Individual Lots or Tracts 10 Section 4.7 Association -Owned Property 10 ARTICLE 5: ARCHITECTURAL COMMITTEE 10 Section 5.1 Architectural Committee 10 Section 5.2 Approval by Architectural Committee 11 Section 5.3 Variances 11 Section 5.4 General Requirements 11 i Section 5.5 Preliminary Approvals. Section 5.6 Architectural Plans Section 5.7 Architectural Committee Not Liable Section 5.8 Written Records Section 5.9 Appeal to Board of Directors ARTICLE 6: GENERAL RESTRICTIONS ON ALL LOTS AND TRACTS Section 6.1 Zoning Regulations Section 6.2 No Mining, Drilling, or Quarrying Section 6.3 No Business Uses Section 6.4 Signs Section 6.5 No Discharge of Firearms Section 6.6 Towers and Antennae Section 6.7 Tanks Section 6.8 Used or Temporary Structures Section 6.9 Exterior Lighting Section 6.10 Dust Control Section 6.11 Weed Control Section 6.12 Road Damage Section 6.13 Sanitary Systems ARTICLE 7: RIGHT OF FIRST REFUSAL Section 7.1 Section 7.2 Section 7.3 Section 7.4 Section 7.5 Right of First Refusal Association ROFR Other Owner's Right No Exercise of ROFR Unreasonable Terms ARTICLE 8: EASEMENTS AND LANDS RESERVED Section 8.1 Easements Reserved Section 8.2 Irrigation Easements. ARTICLE 9: SPECIAL DECLARANT RIGHTS AND ADDITIONAL RESERVED RIGHTS Section 9.1 Special Declarant Rights Section 9.2 Exercise of Development Rights Section 9.3 Amendment of Declaration Section 9.4 Amendment of Plat Section 9.5 Other Rights ii Section 9.6 Rights Transferable 17 ARTICLE 10: RESERVATION OF DEVELOPMENT RIGHTS 17 Section 10.1 Development Rights 17 Section 10.2 Total Units/Lots. 17 Section 10.3 Order of Development. 17 Section 10.4 Affordable Housing. D 17 Section 10.5 Entitlements. 17 Section 10.6 Lot Line Adjustments 17 Section 10.7 Amendment of the Declaration 18 Section 10.8 Amendment of the Plat 18 Section 10.9 Declaration Operative on New Lots, Tracts and Dwelling Units 18 Section 10.10 Construction Easement 18 Section 10.11 Termination of Expansion and Development Rights 18 Section 10.12 Declarant's Exercise of Special Declarant Rights and Other Development Rights. 19 ARTICLE 11: ENFORCEMENT 19 Section 11.1 Enforcement Action 19 Section 11.2 Limitations on Actions 19 ARTICLE 12: INSURANCE 19 Section 12.1 Insurance 19 Section 12.2 Fidelity Insurance 19 Section 12.3 Insurance Premiums are Common Expenses 20 ARTICLE 13: GENERAL PROVISIONS 20 Section 13.1 Covenants to Run with the Land 20 Section 13.2 Termination and Amendment of Declaration 20 Section 13.3 Severability 20 Section 13.4 Repeal of the Act 20 Section 13.5 Section Headings 20 Section 13.6 Notices 20 EXHIBIT A TO DECLARATION OF PROTECTIVE COVENANTS 22 EXHIBIT B 23 EXHIBIT C 24 EXHIBIT D 26 iii DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR McCLURE RIVER RANCH (Master Association) This Declaration of Covenants, Conditions and Restrictions for McClure River Ranch ("Declaration") is made effective as of the day of , 2020 by Aspen Polo Partners, LLP, a Colorado limited liability partnership ("Declarant"). RECITALS A. Declarant is the owner of certain real property in Garfield County, Colorado, which is more particularly described as set forth in Exhibit A attached hereto and by reference made a part hereof which is known as McClure River Ranch. B. Declarant desires to create a Common Interest Community on a portion of such real property, in which portions of such real property will be designated for separate ownership and uses. C. Declarant has caused the "McClure River Ranch Association, Inc.," a Colorado nonprofit Ranch Association, to be incorporated under the laws of the State of Colorado, as an owners' association for the purpose of exercising the functions of that Association as herein set forth. D. Declarant has also caused the "MRR Barn Lots Association, Inc.," a Colorado nonprofit Ranch Association, to be incorporated under the laws of the State of Colorado, as an owners' association for the purpose of exercising the functions of that Association as herein set forth. Declarant has caused a separate declaration of covenants, conditions and restrictions to be created and recorded with regard to the MRR Barn Lots Association. E. Declarant reserves the right to create additional association(s) for the purpose of exercising owners' association functions on other portions of the real property described in Exhibit A and other real property described herein as real property subject to Reserved Development Rights. ARTICLE 1: SUBMISSION/PURPOSE Section 1.1 Submission of Real Estate/Purpose. The Declarant hereby submits the real estate described in Exhibit B, and such additional real property as may be subsequently added pursuant to the expansion rights reserved in this Declaration, together with all easements, rights, and appurtenances thereto and the buildings and improvements erected or to be erected thereon (collectively, the "Real Estate"), to the provisions of the Colorado Common Interest Ownership Act, C.R.S. §§ 38-33.3-101, et seq., as it may be amended from time to time (the "Act") and to the terms and conditions of this Declaration. Declarant hereby declares that all of the Property described in Exhibit B, and such real property as may be added by any expansion or annexation to the Community, shall be held or sold, and conveyed subject to the easements, covenants, conditions, and restrictions provided in this Declaration. Declarant further declares that this Declaration is made for the purpose of protecting the value and desirability of the Real Estate, that this Declaration shall run with the Real Estate and shall be binding on all parties having any right, title or interest in the Real Estate or any part thereof, their heirs, legal representatives, successors, and assigns and shall inure to the benefit of each Lot Owner thereof. The name of one of the common interest communities created hereby is the "McClure River Ranch" and the name of the other common interest community is MRR Barn Lots. It is the intention of Declarant, expressed by its execution of this instrument, that the lands within the McClure River Ranch and the Barn Lots communities shall be developed and maintained as a highly desirable equestrian and polo facility, and rural residential area. It is the purpose of these covenants that the present natural beauty, the natural growth and native setting and surroundings of the Real Estate shall always be protected insofar as is possible in connection with the uses and structures permitted by this instrument. Section 1.2 Planned Community. The intent of the Declarant is that the McClure River Ranch shall be considered a phased planned community for purposes of the Act. The MRR Barn Lots shall be a planned community for purposes of the Act. ARTICLE 2: DEFINITIONS Section 2.1 Definitions. Each capitalized term in this Declaration or on the PUD Plan or the Plat shall have the meaning specified or as used in the Act, unless otherwise defined in this Declaration. The following terms shall have the following meanings: (a) "Act" means the Colorado Common Interest Ownership Act, C.R.S. §§ 38-33.3-101, et seq., as it may be amended from time to time. (b) "Allocated Interests" means the Common Expense liability and votes of the Ranch Association, except as specifically provided for allocation of certain specific expenses. (c) "Assessment" includes all Common Expense Assessments, Barn Assessments and any other expense levied to a Lot pursuant to this Declaration or the Act by an Association. (d) "Association" means either or both, as the context requires, of the Ranch Association and the Barn Association, and any further or additional owners' association(s) that may be created with regard to the real property described in Exhibit A or any property which may be added to the Community pursuant to the Development Rights and Special Declarant Rights reserved hereunder. (e) "Barn Association" means MRR Barn Lot Association, Inc., a Colorado nonprofit Ranch Association, and its successors. (f) "Barn Lot" means any of Lots 1 through 6 as shown on the Plat. (g) "Barn Lots Gate" or "Gate" means an electronically operated gate to be constructed on Chukka Trail along (and extending across Chukka Trail) the eastern property line of Lot 1. (h) "Cabins" means the residential structures which may be constructed on Tract A as shown on the Plat. 2 (i) "Clubhouse Lot" means Lot 7 as shown on the Plat. (j) "Common Elements" means any portion of the Real Estate within the Community other than the Lots, which is designated on the Plat as a Common Element or which is owned by an Association and, as such, shall be co -owned by the Owners of such Association. Tract B is a Common Element of the Ranch Association. (k) "Common Expense" means any expenditure made or liability incurred on behalf of an Association, together with any allocations to reserves, other than expenditures relating to a particular Lot or are based on actual usage by such Lot or an Owner. (1) "Common Expense Assessment" means an Assessment levied for Common Expenses. (m) "Community" means and refers to the community of McClure River Ranch and the community of the MRR Barn Lots. As the context requires, Community may mean one community or both communities. (n) "Declarant" means the Declarant named in this Declaration, and any successor and/or assignee designated by written notice or assignment executed by Declarant and by the transferee and recorded, to the extent any rights or powers reserved to Declarant are transferred or assigned to such transferee. (o) "Declarant Control" means the period of time commencing on the date of recordation of this Declaration and expiring on the earlier of (i) sixty (60) days after conveyance of seventy-five percent (75%) of the Lots that may be created by Declarant, or (ii) two (2) years after the last conveyance of a Lot by Declarant in the ordinary course of business; provided, however, that if Declarant Control has not terminated pursuant to the foregoing provisions, Declarant Control shall in any case terminate on the date upon which all property that may be annexed into the Community has become a part of the Community and the last Lot within the Community that can be conveyed by Declarant has been conveyed by Declarant. (p) "Development Rights" or "Special Declarant Rights" means those rights set forth in this Declaration and those rights set forth in the Act. (q) "Director" means any person serving as a member of the Executive Board of an Association. (r) "Executive Board," "Board" or "Board of Directors" means the body, regardless of name, designated in this Declaration or the Bylaws of an Association to act on behalf of an Association. (s) "Exercise Track" means a track or surface designed for exercising equines. (t) "Governing Documents" means this Declaration; the Plat; the PUD Plan; the PUD Guidelines; and the Articles of Incorporation, Bylaws and Rules and Regulations of any Association, as all of the foregoing may be amended from time to time. 3 (u) "Improvement(s)" means structures installed within the Community or within or upon a Lot. (v) "Leach Field" means septic tank and septic drain field for subsurface wastewater disposal. (w) "Lot" means a physical portion of the Community, designated for separate ownership, shown and designated as a Lot on the Plat for the Community, the boundaries of which are defined on the Plat and in this Declaration. (x) "Master Association" means the Ranch Association. (y) "Member" means and refers to those persons entitled to membership in an Association, as provided in the Bylaws of such Association and/or as set forth herein. (z) "Officer" means any person serving as an officer of an Association in accordance with the Bylaws. (aa) "Owner" means the Declarant or any other person or entity that owns a Lot or Tract. (bb) "Permitted Transferee" means a (1) the spouse, children, grandchildren or great-grandchildren of an Owner, (2) a trust established for the sole benefit of an Owner or the spouse, children, grandchildren or great-grandchildren of an Owner, or (3) the personal representatives, beneficiaries or estate of an Owner upon the Owner's death, whether transferred by will or intestacy, provided that such recipient is a lineal descendant of the Owner or a spouse of a lineal descendant of the Owner. (cc) "Permitted Transfer" means a transfer (1) by operation of law to a surviving joint tenant, (2) of a deceased's interest to a devisee or devisees by will or trust, or (3) a transfer of all or a part of a partner's interest in a partnership or owner's interest in an entity as a result of dissolution, merger, or consolidation provided that at least 50% of the ownership of the resulting entity is owned by the same owners as prior to such entity actions. (dd) "Plat" means the Final Subdivision Plat of McClure River Ranch which was approved by the Board of County Commissioners of Garfield County and which is an engineering survey (and any supplements and amendments thereto) of the Community depicting and locating thereon the location of the Lots, the Common Elements, areas reserved for future development, and all of the land and improvements thereon, which Plat is incorporated herein and made a part of this Declaration by reference. (ee) "Pond" means a body of water. (ff) "PUD Guide" means a written document approved by the Garfield County Board of County Commissioners and recorded in the Garfield County Records in which the uses and development standards for the Community are described. 4 (gg) "PUD Plan" means a map approved by the Garfield County Board of County Commissioners and recorded in the Garfield County Records on which it is depicted graphically and described in narrative form the zone districts and building areas of the Community. (hh) "Ranch Association" means McClure River Ranch Association, Inc., a Colorado nonprofit Ranch Association, and its successors. (ii) "Real Estate" means the property described in Exhibit B, and such additional property as may be subsequently added, pursuant to the expansion rights reserved in this Declaration, together with all easements, rights, and appurtenances thereto and the buildings and improvements erected or to be erected thereon. All easements and licenses which the Community is subject to as of the date of this Declaration are recited in Exhibit C. (jj) "Residential Lot" means any Lot designated as Residential Lots on the Plat or in this Declaration, subject to restrictions of record, and subject to the reserved right of Declarant to re- designate the type of use allowed. (kk) "Rules and Regulations" means any instrument, however denominated, which is adopted by the Board of Directors of an Association for the regulation and management of that Association, including any amendment to such instruments. (11) "Subdivision" and the term "Subdivide". The term "Subdivision" shall mean the McClure River Ranch according to this Declaration and the Plat. The terms "subdivide" or "subdivided" shall apply to the creation of a separate Lot or Tract processed as a subdivision under the terms of the Garfield County Land Use Code. (mm) "Tract" means an area of land designated as such on the Plat. There are three Tracts (A, B & C) in the Community as shown on the Plat. Tract B shall be owned by the McClure River Ranch Association. Tracts A and C shall remain the real property of Declarant unless and until either or both of such Tracts shall be further developed as provided herein. Tract C has not, as of the date of this Declaration, been submitted to the Community. (nn) "Water System" means the Ponds, ditches, wells and well houses, casing, pumps and pump houses, pipes, valves, any related well equipment, and any water delivery infrastructure. (oo) "Wells" means all water wells on Community property. All wells within the Community shall be held in the name of the Ranch Association, no matter where located or who pays for drilling a Well or which or how many Owners are served by a Well. ARTICLE 3: McCLURE RIVER RANCH ASSOCIATION Section 3.1 Allocated Interests and Voting Rights in the McClure River Ranch Association. All persons or entities who own or acquire the title in fee to Tract A, or Lot 7, by whatever means acquired, shall automatically become "Members" of McClure River Ranch Association, Inc., a Colorado nonprofit Ranch Association (hereinafter referred to as "Ranch Association"). Further, the 5 Barn Association shall be a Member of the Ranch Association. 3.1.1 The Owner of Lot 7 shall each be entitled to one (1) membership in the Association and 33.33% of the Allocated Interests; the Owner of Tract A shall each be entitled to one (1) membership in the Association and 33.33% of the Allocated Interests; and the Barn Association shall be entitled to one (1) membership in the Association and 33.33% of the Allocated Interests. The Allocated Interests that are allocated to the Barn Lots Association, are allocated 5.55% to each of Lots 1 through 6 (Barn Lots Association members). 3.1.2 Each membership shall be entitled to one (1) vote in the Association. If more than one (1) individual or entity owns a Lot or Tract, a representative of such multiple Owners shall be designated and shall vote all the votes allocated to such membership. There shall be no fractional voting permitted. The Barn Lots Association membership shall have one vote and it shall be cast by the member of the Barn Lots Association appointed by the Barn Lots Association to the Board of Directors of the Ranch Association. 3.1.3 The Members representing a majority of votes in the Ranch Association shall constitute a quorum. 3.1.4 In the event future Lots, which are not solely dedicated for purposes of providing affordable housing, are created within Tract A as a result of the exercise of reserved development rights, each such Lot shall be entitled to a membership in the Ranch Association or any other Association created on behalf of such owners of Lots in Tract A. Section 3.2 Governing Instruments. The administration of the Ranch Association shall be subject to this Declaration, the Articles of Incorporation of the Ranch Association, Bylaws of the Ranch Association and any Rules and Regulations promulgated by the Ranch Association. Section 3.3 Authority. The Association shall perform the functions and manage the Community as provided in this Declaration so as to protect the value and desirability of the Community and to further the collective interests of the Owners. The business affairs of the Community shall be managed by the Association. The Association, acting through its through its Board of Directors, shall have the powers, authority and duties as necessary and proper to manage the business and affairs of the Community. The Association shall have all of the powers, authority and duties permitted or set forth in the Act. The Association shall have the power to assign its right to future income, including the right to assign its right to receive Common Expense Assessments, but only upon the affirmative majority vote of the Members present at a meeting called for that purpose. Specifically, in addition to the general duties of managing the business and affairs of the Association, the Board of Directors of the Ranch Association shall have the duties of: (i) operation, maintenance, repair and replacement of the Leach Fields, Water System, Polo Fields, Cabins (if any are constructed on Tract A), Clubhouse (if constructed on Lot 7), all utilities, all roads, fences, the Barn Lots Gate, weed control and landscaping of the Ranch Community; and (ii) enforcement of the provisions of this Declaration, the Articles and Bylaws of 6 the Ranch Association, and the rules and regulations adopted by the Board of Directors. No Member of the Board and no officer shall be liable for actions taken or omissions made in the performance of such Member's duties except for wanton and willful acts or omissions. The Board of Directors shall act by majority vote. Section 3.4 Option to Engage Professional Management. The Board of Directors may employ a professional management agent or agents at such compensation as the Board of Directors may establish, to perform such duties and services as the Board of Directors shall authorize. The Board of Directors may delegate such powers as are necessary to perform the manager's assigned duties, but shall not delegate policy-making authority or those duties set forth in Section (with respect to adoption of the budget), Section (in regard to the exercise of discretion in allocating costs to particular Tracts or Lots) and all of Article _ (Architectural Control). The Board of Directors may delegate to one (1) of its Members the authority to act on behalf of the Board of Directors on all matters relating to the duties of the managing agent or manager, if any, which might arise between Board of Directors meetings. Section 3.5 Election of the Board. The Board of Directors of the Ranch Association shall be composed of three (3) persons. One member of the Board of Directors shall be appointed by the Barn Lot Association, one member of the Board of Directors shall be appointed by the Owner of Tract A, and one member of the Board of Directors shall be appointed by the Owner of Lot 7. The member of the Ranch Association appointed by the Barn Lots Association shall be a Barn Lot Owner. Section 3.6 Budget. The Ranch Association must prepare an annual budget. Within thirty (30) days after adoption of any proposed budget for the Ranch Association, the Board of Directors shall mail, by ordinary first-class mail, or otherwise deliver a summary of the budget to all the Members and shall set a date for a meeting of the Members to consider ratification of the budget not less than fourteen (14) nor more than sixty (60) days after mailing or other delivery of the summary. Unless at that meeting a majority of all Members reject the budget, the budget is ratified, whether or not a quorum is present. In the event that the proposed budget is rejected, the periodic budget last ratified by the Members must be continued until such time as the Members ratify a subsequent budget proposed by the Board. Section 3.7 Assessments. All Members shall be obligated to pay assessments imposed by the Ranch Association to pay the general overhead and management costs of the Ranch Association and expenses of management (including a reasonable management fee), operation, maintenance, repair and replacement expenses arising from the operation of the Community. Assessments shall be made in accordance with Article below. Section 3.8 Assessment Lien. Assessments chargeable to any Lot or Tract shall constitute a lien on such Lot superior to all other liens and encumbrances except: (i) liens and encumbrances recorded before the recordation of this Declaration; (ii) a security interest on the Lot which has priority over all other security interests on the Lot and which was recorded before the date on which the assessment sought to be enforced became delinquent; and (iii) liens for real estate taxes and other governmental assessments or charges against the Lot. Assessments chargeable to the Barn Lots Association shall constitute a lien on all Barn Lots, jointly and severally. 7 3.8.1 An assessment lien under this Section 3.8.1 is superior to a security interest on the Lot which has priority over all other security interests on the Lot and which was recorded before the date on which the assessment sought to be enforced became delinquent to the extent of: (a) any attorneys' fees and costs being incurred in an action to enforce the lien; plus (b) an amount equal to the common expense assessments based on a periodic budget adopted by the Ranch Association which would have become due, in the absence of any acceleration, during the six (6) months immediately preceding institution of an action to enforce the lien, but in no event shall such priority accorded to the assessment lien exceed one hundred fifty percent (150%) of the average monthly assessment during the immediately preceding fiscal year multiplied by six (6). Section 3.9 Enforcement/Collection. This Section does not affect the priority of mechanics, or materialmen's liens or the priority of liens for other assessments made by the Ranch Association. 3.9.1 If any assessment shall remain unpaid twenty-five (25) days after the due date thereof, the Ranch Association may impose a surcharge of 1.75% of such assessment on the first day of each calendar month thereafter so long as such assessment shall be unpaid, provided, however, that the maximum surcharge in one (1) year shall be no greater than twenty-one percent (21 %). 3.9.2 Recording of this Declaration constitutes record notice and perfection of the lien. No further recordation is required. 3.9.3 The Ranch Association's lien may be foreclosed in like manner as a mortgage on real estate. 3.9.4 Upon such foreclosure, the Ranch Association's claim shall include the amount of unpaid assessments, penalties thereon, the costs and expenses of such proceedings, the costs and expenses of fling the notice of lien, and reasonable attorneys' fees, and any deficiency shall be a common expense assessed equally to all Lot and Tract Owners (except Lots or Tracts owned by the Association). The Ranch Association may bid on the Lot or Tract at foreclosure sale and hold, lease, mortgage, or convey the same. Section 3.10 Statement of Assessments and Liability of Purchasers. The Ranch Association shall furnish to an Owner or his designee or to a holder of a security interest or its designee upon written request, delivered personally or by certified mail, first-class postage prepaid, return receipt requested, to the Ranch Association, a statement setting forth the amount of unpaid assessments currently levied against such Owner's Tract. The statement shall be furnished within fourteen (14) 8 business days after receipt of the request and is binding on the Ranch Association, the Board of Directors, and every Owner. If no statement is furnished to the Owner or holder of a security interest or their designee, delivered personally or by certified mail, first-class postage prepaid, return receipt requested, to the inquiring party, then the Ranch Association shall have no right to assert a priority lien upon the Lot for unpaid assessments which were due as of the date of the request. The grantee of a Lot or Tract shall be jointly and severally liable with the grantor for all unpaid assessments against the Lot or Tract accrued prior to the conveyance, without prejudice to the grantee's right to recover from the grantor the amounts paid by the grantee therefor. ARTICLE 4: ASSESSMENT RESPONSIBILITY Section 4.1 Creation of Association Lien and Personal Obligation to Pay Common Expense Assessments. Declarant, for each Tract and Lot (except for any Lot or Tract owned by the Ranch Association), shall be deemed to covenant and agree, and each Owner, by acceptance of a deed therefor, whether or not it shall be so expressed in any such deed or other conveyance, shall be deemed to covenant and agree to pay to the Association annual Common Expense Assessments and such other Assessments as are imposed by the Association. Such Assessments, including fees, charges, late charges, attorney fees, fines and interest charged by the Association shall be the personal obligation of the Owner of such Lot or Tract from and after the time when the Assessment or other items charged by the Association become or fall due. The Association annual Common Expense Assessments and such other Assessments as are imposed by the Association, including fees, charges, late charges, attorney fees, fines and interest charged by the Association, shall be a charge on each Lot or Tract and shall be a continuing lien upon the Lot or Tract against which each such Assessment or charge is made. If any Assessment is payable in installments, the full amount of the Assessment is a lien from the time the first installment becomes due. The personal obligation to pay any past due sums due the Association shall not pass to a successor in title unless expressly assumed by them and approved by the Board of Directors. No Owner may become exempt from liability for payment of the Common Expense Assessments or other Association charges by waiver of the use or enjoyment of the property within the Community or by abandonment of the Lot or Tract against which the Common Expense Assessments are made. All Assessments and other Association charges shall be payable in the amounts specified in the levy thereof, and no offsets or reduction thereof shall be permitted for any reason including, without limitation, any claim that the Association or the Board is not properly exercising its duties and powers under this Declaration. Section 4.2 Apportionment of Common Expenses. Except as provided in this Declaration, all Common Expense Assessments shall be assessed against all Lots or Tract (except for any Lot or Tract owned by the Ranch Association) in accordance with formulas for liability for the Common Expenses as set forth in this Declaration. Section 4.3 All Lots and Tracts. The following Common Expense liabilities shall be paid for one-third each by the Owners of Tract A, Lot 7 and the Barn Lot Association: All Common Expenses not specifically described in Section 4.4, 4.5 or 4.6, below, including but not limited to, expenses for property management and ranch maintenance employees, insurance, security costs, property taxes for Association -owned real estate (except for Tract B, which shall be payable by the Barn Lots Association), accounting or attorney fees (including fees related to wells, ditches and perfecting and protecting water rights); utilities and other fees that are not attributable to a specific 9 Lot or Tract; common landscaping (such as at primary entrance and along Chukka Trail east of the Barn Lots Gate), common lighting and weed control; all costs of operation, maintenance, repair and replacement of all ditches serving the Community; and all costs of operation, maintenance, repair and replacement of the maintenance barn and associated dwelling units on Tract B. Section 4.4 Barn Lots. The following Common Expense liabilities shall be paid for solely by the Barn Lot Association: all expenses for operation, maintenance, repair and replacement of or for Tracts A, Tract B, the Exercise Track, Chukka Trail West of the Barn Lots Gate, 50% of Chukka Trail East of the Barn Lots Gate (including snow removal), the Barn Lots Gate, landscaping west of the Barn Lots Gate, all aspects of the irrigation Water System except for irrigation on Tract A and Lot 7. Section 4.5 Ranch Association. The following Common Expense liabilities shall be paid for one-half each by the Owners of Tract A and Lot 7: all expenses for operation, maintenance, repair and replacement of or for 50% of Chukka Trail East of the Barn Lots Gate (including snow removal), parking and tailgating and associated areas on Tract A, irrigation on Tract A and Lot 7, walking and riding trails on and around Tract A, the Water Well on Lot 7. Section 4.6 Individual Lots or Tracts. 4.6.1 The Owner of Lot 7 shall pay all expenses related to any structures built on Lot 7. 4.6.2 The Owner of Tract A shall pay all expenses related to any structures built on Tract A, including but not limited to up to four residential cabins. 4.6.3 All expenses for operation, maintenance, repair and replacement of a Well serving only one Lot shall be paid for by such Lot Owner. 4.6.4 All expenses for operation, maintenance, repair and replacement of a Leach Field shall be paid for by the Owners of the Lots or Tracts served thereby. 4.6.5 In the event that the need for maintenance, repair, or replacement of any aspect of the Community, or any portion thereof, is caused through or by the negligent or willful act or omission or misconduct of an Owner, or the Owner's agents, employees, guests, customers, or invitees, including, but not limited to, damage from water, then the expenses, costs, and fees incurred by the Association for such maintenance, repair, or replacement shall be a personal obligation of such Owner. Section 4.7 Association -Owned Property. Property owned by the Ranch Association shall not be subject to assessments of the Ranch Association. ARTICLE 5: ARCHITECTURAL COMMITTEE Section 5.1 Architectural Committee. The Architectural Committee shall be comprised of three (3) Owners, who will be appointed by the Board of Directors of the Ranch Association. Each 10 member of the Architectural Committee shall have a three (3) year term, which may be renewed at the discretion of the Board of Directors. The Architectural Committee shall have and exercise all of the powers, duties, and responsibilities set out in this instrument, and unless required by law, may, but shall not be required to, establish guidelines and requirements for compliance with its authority, including the establishment of costs and fees reasonably related to the processing and evaluation of requests for Committee action. Section 5.2 Approval by Architectural Committee. No improvements of any kind, including but not limited to dwelling houses, barns, stables, outbuildings, swimming pools, tennis courts, ponds, driveways and parking areas, fences, walls, garages, antennae, flagpoles, curbs, walks, landscaping, irrigation ditches or structures, and wells shall ever be constructed or altered (including any change in exterior color or materials), on any lands within the Barn Lots Community or Ranch Community, nor may any vegetation be altered or destroyed nor any landscaping performed on any Lot or Tract, unless the complete architectural plans for such construction or alteration or landscaping are approved in writing by the Architectural Committee prior to the commencement of such work. Minor adjustments to the location of building envelopes and barn envelopes may be allowed by the Architectural Committee, where necessary to avoid interference with irrigation ditches, structures, ponds or other easements, subject to obtaining County approvals where necessary. No person shall have the right to rely on any verbal approval. In the event the Architectural Committee fails to take any action within sixty (60) days after complete architectural plans for such work have been submitted to it, then all of such submitted architectural plans shall be deemed to be approved, except for any changes or alterations to any irrigation ditch or structure, for which such inaction shall be deemed a denial. In the event the Architectural Committee shall disapprove any architectural plans, the person or association submitting such architectural plans may appeal the matter to the next annual or special meeting of the Members of the Ranch Association, where a vote of at least two-thirds (2/3) of the votes entitled to be cast at said meeting shall be required to change the decision of the Architectural Committee. Architectural Committee approval is not required for the establishment of lot lines, building envelopes, building massing, roads, driveways, ponds and other matters which are included in any Garfield County land use approval for the entitlements of the Community. Section 5.3 Variances. Where circumstances, such as topography, location of property lines, location of trees and brush, irrigation ditches, structures, ponds or other irrigation necessities or other matters require, the Architectural Committee may allow reasonable variances as to any of the covenants contained in this Declaration, on such terms and conditions as it shall require and said decision of the Committee shall be final and non -appealable. Section 5.4 General Requirements. The Architectural Committee shall exercise its best judgment to see that all improvements, construction, landscaping and alterations on the lands within the Community conform and harmonize with the natural surroundings and with the existing structures as to external design, materials, color, siting, height, topography, grade, landscaping and finished ground elevation. Section 5.5 Preliminary Approvals. Persons or associations who anticipate constructing improvements on lands within the Community, whether they already own lands in the Community or are contemplating the purchase of such lands, may submit preliminary sketches of such improvements to the Architectural Committee for informal and preliminary approval or disapproval, but the 11 Architectural Committee shall never be finally committed or bound by any preliminary or informal approval or disapproval until such time as complete architectural plans are submitted and approved or disapproved. Section 5.6 Architectural Plans. The Architectural Committee shall disapprove any architectural plans submitted to it which are not sufficient for it to exercise the judgment required of it by this Declaration. Section 5.7 Architectural Committee Not Liable. The Architectural Committee shall not be liable in damages to any person or association submitting any architectural plans for approval, or to any Owner or Owners of lands within the Community, by reason of any action, failure to act, approval, disapproval, or failure to approve or disapprove, with regard to such architectural plans. Any person or association acquiring the title to any property in the Community, or any person or association submitting plans to the Architectural Committee for approval, by so doing does agree and covenant that he or it will not bring any action or suit to recover damages against the Architectural Committee, its members as individuals, or its advisors, employees, or agents. Section 5.8 Written Records. The Architectural Committee shall keep and safeguard for at least five (5) years complete permanent written records of all applications for approval submitted to it (including one (1) set of all architectural plans so submitted) and of all actions of approval or disapproval and all other actions taken by it under the provisions of this instrument. Section 5.9 Appeal to Board of Directors. Any final decision of the Architectural Committee may be appealed to the Board of Directors within fourteen (14) days of the decision by delivering a notice thereof to the President of the Ranch Association or to the Registered Agent of the Ranch Association, as such Registered Agent is identified in the records of the Colorado Secretary of State. The Board of Directors shall act on the appeal at its next regularly scheduled meeting, or if approved by a majority of the Board of Directors, at a Special Meeting of the Board of Directors held for the purpose of hearing the appeal. The Board of Directors shall provide a written decision concerning the appeal to all interested parties within seven (7) days of the date the appeal was heard. ARTICLE 6: GENERAL RESTRICTIONS ON ALL LOTS AND TRACTS Section 6.1 Zoning Regulations. No lands within the Community shall ever be occupied or used by or for any structure or purpose or in any manner which is contrary to the zoning regulations and entitlement approvals of Garfield County, Colorado, including the PUD Plan and the PUD Guide, validly in force from time to time as the same may be amended, except as the same may be allowed under said regulations as a nonconforming structure or use. Subject to the right of the Declarant to exercise reserved Development Rights, no lands within the Communities, shall be further subdivided without the approval of the Board of County Commissioners of Garfield County, Colorado. Section 6.2 No Mining, Drilling, or Quarrying. No mining, quarrying, tunneling, excavating, or drilling for any substance within the earth, including, but not limited to, oil, gas, minerals, gravel, sand, rock, geothermal and earth, except for activities conducted under prior mineral reservations, agricultural, utility, water and septic purposes shall ever be permitted within the limits of the Community. 12 Section 6.3 No Business Uses. Except for conducting Polo and other recreational events, no lands within the Community shall ever be occupied or used for any non-agricultural commercial or business purpose without the consent of the Board of Directors, nor for any noxious activity, and nothing shall be done or permitted to be done on any of said lands which is a nuisance or might become a nuisance to the Owner or Owners of any of said lands. Nothing herein shall be deemed to prohibit recreational facilities or activities including, without limitation, equestrian, horse boarding and training, horse shows and other equestrian sports or equestrian events which are open to the public, tennis, golf, etc., nor any home occupation provided the same is permitted under the Garfield County Land Use Code in effect and as amended from time to time and further provided such use does not constitute a nuisance or violate any other provision of this Declaration. Section 6.4 Signs. No advertising signs, billboards, unsightly objects, or nuisances shall be erected, altered, or permitted to remain on any Lot or Tract in the Community. Directional signs and special event signs shall be permitted. Section 6.5 No Discharge of Firearms. The discharge of firearms shall not be permitted on any of the lands in the Community without approval of the Board of Directors and only if reasonably related to bona fide ranching or farming necessities. Hunting activities may take place only with the prior written consent of the Board of Directors, and notwithstanding any such consent, shall not be conducted in a manner that is disruptive of the peace and tranquility of adjacent properties nor in a manner that could or is likely to create a threat to the safety of persons or property. Section 6.6 Towers and Antennae. Except as this Section _ may be pre-empted by Federal or State law, no towers or radio or television antennae or satellite transmission receiving antennae, except for those with a diameter of thirty-six inches (36") or less, shall be erected on any Lot or Tract without approval of the Architectural Committee and shall be fully screened from view from adjacent properties. Section 6.7 Tanks. No tanks of any kind shall be erected, placed, or permitted upon any Lot or Tract unless buried or if located above ground the location and screening shall be as determined by the Architectural Committee. Section 6.8 Used or Temporary Structures. No used or previously erected or temporary house, structure, house trailer, or nonpermanent outbuilding shall ever be placed, erected, or allowed to remain on any Lot or Tract, except, as may be approved by the Architectural Committee or to the extent permitted by all applicable County regulations, during construction periods, and no dwelling house shall be occupied in any manner prior to its completion. Section 6.9 Exterior Lighting. All exterior lights and light standards on Lot or Tracts shall be approved by the Architectural Committee for harmonious development and the prevention of lighting nuisances to other lands in the Community and shall also fully comply with any applicable Garfield County lighting regulations. Section 6.10 Dust Control. Each Owner shall be responsible for ongoing dust control on any driveway within any Lot or Tract owned by said Owner. The Ranch Association shall take reasonable steps to ensure minimal dust pollution results from roads within the Community and such 13 roads may, in the discretion of the Ranch Association, be treated as necessary with magnesium chloride or other dust suppressants. The Ranch Association shall have the right to treat private driveways and assess the costs thereof against the respective Owner if such Owner fails to fulfill his responsibility for his individual dust control. Nothing herein shall be deemed to require control of dust resulting from agricultural activities such as, without limitation, tilling and crop rotation. Section 6.11 Weed Control. The Ranch Association may, in its discretion, implement and follow a program of noxious weed control which may address the control and elimination of Canadian Thistle and other undesirable weeds. The Ranch Association shall have the right to enter upon any Lot or Tract and conduct a weed control program within the area of such Lot or Tract lying outside of the building envelope shown on the Plat. Section 6.12 Road Damage. Each Owner of a Lot or Tract is responsible for any damage caused to the roadways within the Community during the construction of improvements upon such Owner's property by any vehicle or equipment belonging either to said Owner or to any person or entity using the roads within the Community while engaged in any activity benefitting said Owner. Metal treads or other "lugged" tread or tired vehicles are not permitted to drive across the roads within the Community; however, such equipment may access lands within the Community on a trailer or flatbed vehicle as may be appropriate provided any damage resulting therefrom is repaired and paid for as provided herein. Each Owner shall also be responsible for any damage caused by utility cuts in roads, washouts and run off damage caused by failure to install culverts properly and in a timely manner as may be necessary in connection with the construction of improvements upon or any other uses made by such Owner to his Lot or Tract. The Board of Directors shall have the right to establish, implement and enforce an impact fee system to allocate costs for road damage and general wear and tear on the roads within the Community upon terms and conditions which said Board deems best in the interests of the Members of the Ranch Association. Such impact fee system may include charges based upon "per vehicle", "per load", "per ton", or "per trip" calculations. Said system may also deny access to the Community to any vehicle for which said impact fee has not been paid. The Board may also implement and enforce weight limits on the roads within the Community. Section 6.13 Sanitary Systems. No sewerage disposal system, sanitary system, cesspool, or septic tank shall be constructed, altered, or allowed to remain or be used on any Lot or Tract unless fully approved as to design, capacity, location, and construction by all proper public health agencies of the State of Colorado and the County of Garfield and also by the Architectural Committee. ARTICLE 7: RIGHT OF FIRST REFUSAL Section 7.1 Right of First Refusal. Except for a Permitted Transfer or a transfer to a Permitted Transferee, no disposition of a Barn Lot by any Barn Lot Owner shall be attempted, made, or effective unless and until the Barn Lot Owner proposing such disposition shall give notice to the Ranch Association thereof (which notice shall set forth the interest therein proposed for disposition, the name of the persons or entities to whom such disposition is proposed and the time, terms, and conditions of proposed disposition) ("ROFR"); and the Ranch Association (or the Ranch Association's designee) or, if the Ranch Association or the Ranch Association's designee does not so elect, the other Lot Owners and any Tract Owners shall have the right to acquire the Barn Lot proposed for disposition in accordance with the manner, time, terms, and conditions in such notice. As used herein the term 14 "disposition" shall mean any proposed sale or transfer of a Barn Lot or the lease of a Barn Lot for greater than five years, but shall not Section 7.2 Association ROFR. The Ranch Association or the Ranch Association's designee may elect to acquire the Shares proposed for Disposition by giving notice thereof to the Barn Lot Owner proposing disposition within 30 days of the receipt of the notice of proposed disposition. Such Barn Lot Owner shall then be bound to transfer the Barn Lot proposed for disposition free and clear of all liens and encumbrances whatsoever to the Ranch Association or the Ranch Association's designee, as the case may be, in accordance with the terms set forth in the notice of proposed disposition. Section 7.3 Other Owner's Right. In the event the Ranch Association or the Ranch Association's designee does not elect to acquire the Barn Lot proposed for disposition, then, within five days after the expiration of the 30 -day period hereinabove provided for, the Ranch Association or the Ranch Association's designee shall give notice thereof to each of the other Barn Lot Owners and Tract Owners of the Ranch Association. Any such Barn Lot Owner or Tract Owners shall have the right to acquire the Barn Lot proposed for disposition in accordance with the manner, time, terms, and conditions in such notice (which shall be as stated in the original notice). Such Barn Lot Owner or Tract Owners may elect to acquire the Barn Lot proposed for disposition upon giving notice thereof to the Ranch Association within 30 days of the receipt of the notice of proposed disposition from the Ranch Association. If more than one Barn Lot Owner or Tract Owner elects to acquire such Barn Lot proposed for disposition then there shall be a random selection process for determining which of such Barn Lot Owners or Tract Owners shall have the right to acquire the Barn Lot proposed for disposition. The Barn Lot Owner proposing disposition shall then be bound to transfer the Barn Lot proposed for disposition free and clear of all liens and encumbrances whatsoever to the acquiring Barn Lot Owner or Tract Owner, as the case may be, in accordance with the terms of proposed disposition set forth in the notice of proposed disposition. Section 7.4 No Exercise of ROFR. If the Ranch Association, the Ranch Association's designee and the other Barn Lot Owners or Tract Owners do not elect as hereinabove provided to acquire the Barn Lot proposed for disposition, then the Barn Lot Owner proposing such disposition may proceed with disposition of the Barn Lot, but only to the persons or entities and in the manner, at the time and upon the terms and conditions set forth in such Barn Lot Owner's notice of proposed disposition. Section 7.5 Unreasonable Terms. Notwithstanding any provision to the contrary herein, if the notice of proposed disposition specifies: (1) a consideration in other than United States money, the Ranch Association, the Ranch Association's designee, and the other Barn Lot Owners or Tract Owners shall have the right to acquire the Barn Lot proposed for disposition for the United States money equivalent of the specified consideration; and (2) a manner, time, terms, or conditions that cannot be complied with without unreasonable effort, the Ranch Association, the Ranch Association's designee, and the other Barn Lot Owners or Tract Owners shall have the right to acquire the Barn Lot proposed for disposition by complying with the reasonable equivalent of the specified manner, time, terms or conditions. 15 ARTICLE 8: EASEMENTS AND LANDS RESERVED Section 8.1 Easements Reserved. There is hereby reserved to and for the benefit the Ranch Association all easements shown and described on the Plat (including easements for access, construction, operation, maintenance, repair and replacement of Leach Fields, Ponds, the Water System, irrigation systems, utility extensions, roads, fences, ditches and other facilities used by other Members of the Ranch Community), and further, perpetual easements twenty (20) feet in width: (1) ten (10) feet on each side of the boundary line along the entire perimeter of each Lot or Tract, for the purpose of constructing, maintaining, operating, replacing, enlarging, and repairing electric, telephone, water, irrigation, sewer, gas, and similar lines, pipes, wires, conduits, ditches, fences and walking and equestrian riding trails; and (2) everywhere within the Community, except within Building Envelopes designated on the Plat or approved by the Architectural Committee, for the purpose of installing, accessing, operating, maintaining, repairing and replacing water wells, water lines and related equipment and facilities as may be necessary to serve Lots or Tracts. The precise location of said easements shall be first approved by the Architectural Committee and shall be established after the installation of the water lines or wells. Section 8.2 Irrigation Easements. There is hereby reserved to and for the benefit of the Ranch Association, its successors and assigns, perpetual easements across all of the lands in the Community along the line of all domestic water lines and irrigation ditches and laterals presently in existence and across all other lands in the Community, for the purpose of constructing, maintaining, relocating, replacing and operating domestic water supply systems or irrigation ditches and laterals and, if the Architectural Committee so determines, to construct, maintain and operate other irrigation systems, including, without limitation, sprinklered irrigation systems, all for the proper irrigation of all lands or fields in the Community or located on any Lot or Tracts therein. Section 8.3 Tract B. Subject to any reasonable rules and regulations which may be promulgated by the Board of Directors and subject to events being scheduled on such lands, there is hereby reserved a perpetual non-exclusive easement for all Barn Lot Owners to use the Polo Field and Exercise Track on Tract B for exercising horses, playing and practicing polo, training horses, and other similar uses consistent with the purposes of a polo field and exercise track. Any Barn Lot Owner who causes damage to Tract B shall be responsible for all costs or expenses of repair or replacement of any such damage, and a lien therefor is authorized and established against that party's property, pursuant to this Declaration. ARTICLE 9: SPECIAL DECLARANT RIGHTS AND ADDITIONAL RESERVED RIGHTS Section 9.1 Special Declarant Rights. Declarant hereby reserves the following Special Declarant Rights and Additional Reserved Rights for a time period running for fifty (50) years commencing from the date of the recording of this Declaration. Section 9.2 Exercise of Development Rights. Declarant shall have the right to exercise any expansion or development right reserved in Article , or any other provision of this Declaration. Section 9.3 Amendment of Declaration. Declarant shall have the right to amend or supplement this Declaration in connection with the exercise of any development rights. 16 Section 9.4 Amendment of Plat. Declarant shall have the right to amend the Plat in connection with the exercise of any development rights. Section 9.5 Other Rights. Declarant shall have the right to exercise any additional reserved right created by any other provision of this Declaration or otherwise permitted by the Act. Section 9.6 Rights Transferable. Any Special Declarant Right or Additional Reserved Right created or reserved under this Article for the benefit of Declarant may be transferred to any Person by an instrument describing the rights transferred and recorded in every county in which any portion of the Community is located. Such instrument shall be executed by the transferor Declarant and the transferee. ARTICLE 10: RESERVATION OF DEVELOPMENT RIGHTS Section 10.1 Development Rights. Declarant expressly reserves the right to subdivide, plat and construct additional Lots, Tracts and dwelling units and associated roadways, driveways and access ways (the "Additional Improvements"), to subdivide Lots, relocate boundaries between Lots or Tracts or the Reserved Property, by subdivision or otherwise, and, as applicable, to submit such property to the Community, on all or any portion of Tract A and the property described in Exhibit D. (the "Reserved Property"). Tract C is not at the time of the initial recording of this Declaration submitted to the Community. Declarant reserves the right to withdraw Tract A or any portion thereof from the Community. Section 10.2 Total Units/Lots. The Community presently contains seven (7) Lots and two (2) Tracts. An additional Tract (Tract C) is, at the time of recording this Declaration, owned by Declarant. Pursuant to the PUD Guide, the Community is presently approved for the development of up to fifty-four (54) dwelling units. Subject to approval of the Garfield County Board of County Commissioners, Declarant reserves the right to construct and have ownership of up to an additional forty-six (46) Lots and/or dwelling units in the Community including in the Reserved Property, to be platted and constructed in addition to the existing Lots and Tracts in the Community, for a maximum total of one -hundred (100) dwelling units, Lots or Tracts in the Community. Section 10.3 Order of Development. Declarant may exercise its development rights on all or any portion of the Reserved Property or the Community owned by Declarant in whatever order of development Declarant, in its sole discretion, determines. Section 10.4 Affordable Housing. Declarant reserves the right to develop on-site affordable housing in connection with the exercise of the above development rights and thereafter. Declarant also reserves the right to subdivide or condominiumize said affordable housing residences. Section 10.5 Entitlements. Declarant reserves the right to rezone and amend the PUD Guide or any other entitlements concerning the Community with regard to any of the Lots or Tracts or Reserved Property as may be approved by Garfield County. Section 10.6 Lot Line Adjustments. The Declarant also reserves the right to adjust the 17 common boundary lines between any Lot(s) or Tract(s) or Reserved Property owned by Declarant. Section 10.7 Amendment of the Declaration. If Declarant elects to exercise any or all of the development rights or other special rights reserved in this Article, Declarant shall record an amendment to this Declaration in the Garfield County records describing at a minimum the legal description of the additional or resulting Lots, or Tracts or dwelling units; a description of any additional Common or Limited Common Elements; and a schedule indicating the resulting reallocation of the voting interests and allocated interests according to Section ; provided, however, any New Lots or Tracts or dwelling units which are solely designated as being for purposes of affordable housing shall not have a vote in the Association. Section 10.8 Amendment of the Plat. Declarant shall, contemporaneously with recording of an amendment of this Declaration, file an amendment of the Plat (the "Supplemental Plat") showing the location of the New Lots or Tracts or dwelling units. The Supplemental Plat shall substantially conform to the requirements contained in this Declaration. Section 10.9 Declaration Operative on New Lots, Tracts and Dwelling Units. Any such new Lots or Tracts or dwelling units and improvements thereon shall be subject to all the terms and conditions of this Declaration and of any supplemental declaration or declarations, and shall be subject to ownership with all the incidents pertaining thereto as specified herein upon recordation of the Supplemental Plat and Supplemental Declaration. Section 10.10 Construction Easement. Declarant expressly reserves the right to perform work, and repairs and construction work and to store materials in secure areas, in Lots or Tracts then - owned by Declarant, and the future right to control such work and repairs, and the right of access thereto, until its completion. All work may be performed by Declarant without the consent or approval of any Lot Owner. Declarant has and reserves an easement through the Community as may be reasonably necessary for the purpose of discharging Declarant's obligations and exercising Declarant's reserved rights in this Declaration. Such easement includes the right to construct underground utility lines, pipes, wires, ducts, conduits, and other facilities across the land not designated as Reserved Property in this Declaration or on the Plat for the purpose of furnishing utility and other services to the buildings and improvements to be constructed on the Reserved Property. Declarant's reserved construction easement includes the right to grant easements to public utility companies and to convey improvements within those easements anywhere in the Community or existing easements established or otherwise reserved, which are not occupied by an improvement or Building Envelope. If Declarant grants any such easements, this Declaration and Plat will be amended to include reference to the recorded easement. In exercising its rights pursuant to this Section, Declarant shall, at its expense, promptly restore and revegetate any land areas and vegetation which may be disturbed by its construction activities, including the installation of utilities, to a condition approximating that which existed prior to disturbance, and shall utilize best construction practices applicable to the specific activity in order to minimize the nature and extent of disturbance. Section 10.11 Termination of Expansion and Development Rights. The development rights reserved to Declarant, for itself, its successors and assigns, shall expire fifty (50) years from the date of recording this Declaration, unless the development rights are: 18 (a) extended as allowed by law; or (b) reinstated or extended by the Association, subject to whatever terms, conditions, and limitations the Board of Directors may impose on the subsequent exercise of the development rights by Declarant. Section 10.12 Declarant's Exercise of Special Declarant Rights and Other Development Rights. The rights reserved by Declarant under this Declaration accrue to Declarant and transferees or assignees of Declarant. No other party may claim any entitlement or direct or indirect benefit from such rights. The determination to utilize such rights or not utilize such rights is a determination to be made in the sole and absolute discretion of Declarant or Declarant's transferees or assignees from time to time. ARTICLE 11: ENFORCEMENT Section 11.1 Enforcement Action. The Board of Directors, on behalf of the Ranch Association and all or some of the Owners and each Owner, shall have the right to prosecute any action to enforce the provisions of this Declaration by injunctive relief and for damages, as applicable, by reason of any violation of any provisions of this Declaration. Section 11.2 Limitations on Actions. In the event any construction or alteration or landscaping work is commenced upon any of the lands in the Community in violation of any provision of this Declaration and no action is commenced within 365 days after the issuance of a certificate of occupancy for such construction or alteration or landscaping to restrain such violation, then injunctive or equitable relief shall be denied, but an action for damages shall still be available to any party aggrieved. Said 365 -day limitation shall not apply to injunctive or equitable relief against other violations of this Declaration. No bond shall be required to be posted by any party seeking to enforce the provisions of this Declaration against the Owner of a Lot or Tract and all of said Owners hereby waive the requirement of posting a bond in such action. ARTICLE 12: INSURANCE Section 12.1 Insurance. The Ranch Association may purchase property insurance policies covering the Community property, roads, easements, equipment, and other property that the Ranch Association, in its discretion, deems advisable. In addition, the Ranch Association may purchase commercial general liability insurance against claims and liabilities arising in connection with the ownership, existence, use, management or other activities related to the land shown on the Plat. The Ranch Association may purchase any other insurance policies it deems advisable. Section 12.2 Fidelity Insurance. If any Owner or employee of the Ranch Association controls or disburses funds of the Ranch Association, the Ranch Association must obtain and maintain, to the extent reasonably available, fidelity insurance. Coverage shall not be less in aggregate than one year of current assessments plus reserves, as calculated from the current budget of the Ranch Association. 12.2.1 Any person employed as an independent contractor by the Tracts Association for the purposes of managing the Community must obtain and maintain fidelity insurance in 19 an amount not less than the amount specified herein, unless the Ranch Association names such person as an insured employee in a contract of fidelity insurance. 12.2.2 The Ranch Association may carry fidelity insurance in amounts greater than required herein and may require any independent contractor employed for the purposes of managing the Project to carry more fidelity insurance coverage than required herein. Section 12.3 Insurance Premiums are Common Expenses. Premiums for insurance that the Ranch Association acquires and other expenses connected with acquiring such insurance are common expenses. ARTICLE 13: GENERAL PROVISIONS Section 13.1 Covenants to Run with the Land. All of the covenants, conditions and restrictions contained in this Declaration shall be a burden on the title to all of the lands in the Community, and the benefits thereof shall inure to the Owners of all of the lands in the Community. Section 13.2 Termination and Amendment of Declaration. This Declaration and/or the Plat may be terminated or amended by the Owners of sixty-seven percent (67%) of the votes in the Ranch Association. A copy of any resolution of termination or amendment, certified as correct and complete and certifying that the requisite percentage of the Owners have approved such resolution, shall be placed of record in Garfield County, Colorado, not more than six (6) months after the date of said amendment. If this Declaration is so amended, then it shall continue in effect, as amended, for so long thereafter as may be stated in said amendment. Section 13.3 Severability. Should any part or parts of this Declaration be declared invalid or unenforceable by any court of competent jurisdiction, such decisions shall not affect the validity of the remaining covenants. Section 13.4 Repeal of the Act. In the event that the Act is repealed, the provisions of the Act immediately before its repeal shall control this Declaration. However, to the extent that the Bylaws of the Ranch Association differ from the Act as repealed, the provisions of the Bylaws shall control. Section 13.5 Section Headings. The Section headings in this instrument are for convenience only and shall not be construed to be a part of the covenants contained herein. Section 13.6 Notices. Except as otherwise provided in this Declaration or the Bylaws, all notices, demands, bills, statements, or other communications under this Declaration shall be in writing and shall be deemed to have been duly given if delivered personally or if sent by United States mail, first class postage prepaid: 13.6.1 if to a Member, at the address which the Member has designated in writing and filed with the Secretary or, if no such address has been designated, at the address provided for the Owner of such Lot or Tract in the Garfield County Assessor's Office; 13.6.2 if to the Ranch Association, the Board of Directors, or any property manager, 20 at the principal office of the Ranch Association or of the property manager if previously designated in writing by the Board of Directors or at such other address as shall be designated by notice in writing to the Members pursuant to this Section; or 13.6.3 if to any committee, at the principal address of the Ranch Association or at such other address as shall be designated by notice in writing to the Members pursuant to this Section. IN WITNESS WHEREOF, the Declarant has executed this instrument effective as of the date set forth above. STATE OF COUNTY OF ) ss. ) DECLARANT: ASPEN POLO PARTNERS, LLP, a Colorado limited liability partnership By: , Authorized Agent The foregoing Declaration of Covenants, Conditions and Restrictions for McClure River Ranch was acknowledged before me on the day of , 2020, by , as Authorized Agent of Aspen Polo Partners, LLP, a Colorado limited liability partnership, the Declarant. Witness my hand and official seal. My commission expires: Notary Public 21 EXHIBIT A TO DECLARATION OF PROTECTIVE COVENANTS A tract of land situated in Lots 8, 9 and 10 of Section 31 and in Lots 5 and 13 of Section 32, all in Township 7 South, Range 87 West of the 6th Principal Meridian, Garfield County, Colorado, lying southerly of and adjacent to the southerly right of way line of old state Highway 82 and being more particularly described as follows: Beginning at a point on said southerly right of way line whence a stone found in place for the witness corner to the northeast corner of said Section 31 bears N 26 Degrees 00' 43" E 1433.52 feet; thence S 79 Degrees 58' 52" E 2125.37 feet along said southerly right of way line to the northwest corner of a parcel of land described in Book 1013 at Page 423 of the records of the Garfield County Clerk and Recorder; thence along the westerly boundary line of said parcel on the following two (2) courses: S 04 Degrees 55' 00" W 461.90 feet; thence S 01 Degrees 00' 00" E 861.25 feet to a point on the northerly right of way line of the Roaring Fork Transit Authority railroad right of way; thence 169.57 feet along said northerly railroad right of way line on the arc of a 1565.69 foot radius curve to the left, the chord of which bears S 54 Degrees 32' 43" W 169.49 feet to a point on the southerly boundary line of said Lot 13; thence N 89 Degrees 54' 14" W 651.37 feet along the southerly boundary line of said Lot 13 to the northeast corner of said Lot 10; thence S 00 Degrees 10' 37" E 354.80 feet along the easterly boundary line of said Lot 10 to a point in the center of the Roaring Fork River; thence along the center of said Roaring Fork River on the following seven (7) courses: S 86 Degrees 53' 04" W 294.14 feet; thence S 85 Degrees 32' 23" W 117.60 feet; thence S 78 Degrees 29' 25" W 123.94 feet; thence S 89 Degrees 17' 47" W 118.54 feet; thence S 67 Degrees 42' 27" W 386.40 feet; thence S 62 Degrees 48' 18" W 124.67 feet; thence S 57 Degrees 58' 42" W 235.29 feet to a point on the easterly boundary line of Blue Creek Ranch recorded as Reception No. 623535 in the records of the Garfield County Clerk and Recorder; thence along the easterly boundary line of said Blue Creek Ranch on the following three (3) courses: N 00 Degrees 10' 37" W 736,64 feet; thence N 89 Degrees 54' 14" W 231,46 feet; thence N 00 Degrees 02' 13" W 1677.90 feet to the southwest corner of a parcel of land described in Book 333 at Page 511 of the Garfield County records; thence S 79 Degrees 52' 12" E 278.00 feet along the southerly boundary line of the parcel described in said Book 333 at Page 511 to the southeast corner of said parcel; thence N 00 Degrees 02' 13" W 156.69 feet along the easterly boundary line of said parcel to the point of beginning; containing 100.44± acres, more or less. 22 EXHIBIT B (Real Property Submitted to Declaration) McCLURE RIVER RANCH ASSOCIATION: Tract A, Tract B, Lot 1, Lot 2, Lot 3, Lot 4, Lot 5, Lot 6 and Lot 7 as shown on the Final Plat of McClure River Ranch recorded the day of , 2020, in the records of the Garfield County Clerk and Recorder's Office. 23 EXHIBIT C (Licenses and Easements affecting the Community) United States Patent dated 30 June 1892, and recorded 2 May 1903, in Book 73 at Page 167, as Reception No. 082729; and as reserved in the United States Patent dated 5 June 1894 and recorded 11 August 1894 in Book 12 at Page 333 as Reception No. 017568. Reservation of an undivided one-half interest in and to any and all oil, gas rights and any and all assignments thereof or interests therein on or under said land described in the deed recorded dated 10 January 1944 and recorded 10 January 1944 in Book 208 at Page 584 as Reception No. 150766. Right-of-way Easement dated 25 August 1961 and recorded 19 October 1961 in Book 337 at Page 229 as Reception No. 215432. Right-of-way Easement dated 8 November 1973 and recorded 31 January 1974 in Book 454 at Page 467 as Reception No. 261611. Right-of-way Easement dated 21 October 1975 and recorded 22 October 1975 in Book 479 at Page 875 as Reception No. 269894. Order of Possession and Rights of Access document dated 13 May 1992 and recorded 26 August 1992 in Book 840 at Page 224 as Reception No. 438360. Rule & Order and Rights of Access document dated 8 November 1993 and recorded 27 December 1993 in Book 887 at Page 640 as Reception No. 457087. Quit Claim Deed for Water Rights, dated August 31, 2006, and recorded September 1, 2006, as Reception No. 705846. Resolution No. 2007 -PC 05, A Resolution Concerned With an Amendment to the Garfield County Comprehensive Plan, Study Area I, By the Garfield County Planning Commission, dated 11 June 2007 and recorded 14 December 2007 as Reception No. 739330. Resolution No. 2009-81, A Resolution Concerned With Approving the Planned Unit Development and Preliminary Plan for the TCI Lane Ranch PUD and Retracting and Replacing Resolution 2009- 71 (in its entirety) In Order To Correct Scriveners Errors in the PUD Guide for the TCI Lane Ranch Planned Unit Development, dated 7 December 2009 and recorded 9 December 2009 as Reception No. 778758. Land Use Change Permit dated 9 February 2010 and recorded 10 February 2010 as Reception No. 781907. Land Use Change Permit recorded 21 May 2010 as Reception No. 786310. 24 Resolution No. 2010-57, A Resolution Concerned With the Approval of an Extension for the TCI Lane Ranch PUD Preliminary Plan Located East of Catherine Store and CR 100 on Old Highway 82, Garfield County, dated 19 July 2010 and recorded 4 August 2010 as Reception No. 789509. Resolution 2010-101, A Resolution of Approval For and Amendment to the TCI Lane Ranch Planned Unit Development To Remove the Designation of "Employee Units" From the Development Site Plan, dated 20 December 2010 and recorded 5 January 2011 as Reception No. 796752. Fencing Agreement dated 8 June 2012 and recorded 27 August 2012 as Reception No. 823180. Resolution 2013-58, A Resolution Concerned With the Approval of a Third Extension for the TCI Lane Ranch PUD Preliminary Plan, dated 3 September 2013 and recorded 4 September 2013 as Reception No. 840245. Resolution No. 2015-49, A Resolution Concerned With the Approval of a Fourth Extension for the TCI Lane Ranch PUD Preliminary Plan, dated 8 September 2015 and recorded 9 September 2015 as Reception No. 867726. Resolution No. 2016-37, A Resolution of Approval for a Correction to Resolution No. 2010-101 Which Granted Approval for the Removal of "Employee Units" from the TCI Lane Ranch Development Site Plan, dated 2 May 2016 and recorded 3 May 2016 as Reception No. 876726. Resolution No. 2016-59, A Resolution Concerned With the Approval of a Fifth Extension for the TCI Lane Ranch PUD Preliminary Plan, dated 12 September 2016 and recorded 13 September 2016 as Reception No. 882266. 25 EXHIBIT D (Lands Reserved for possible Expansion or Annexation into the Community — Reserved Property) Tract C as shown on the Final Plat of McClure River Ranch recorded the day of , 2020, in the records of the Garfield County Clerk and Recorder's Office. The property described in document recorded in Book 333 at Page 511 of the Garfield County Records. 26