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DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS OF SHADOW HAWK

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THIS DECLARATION is made on the date set forth below by Latrobe Properties, II, a General Partnership (referred to in this Declaration as "Declarant").

SECTION 1: RECITALS

1. 1. Description of Real Property.

 Declarant is the owner of that certain real property located in the unincorporated area of El Dorado County, California, and is more particularly described on Exhibit "A" attached hereto and by reference incorporated in this Declaration. 

1.2. Common Plan for Project.

By this Declaration, Declarant intends to establish a common scheme and plan for architectural approval and control of the Project. NOW, THEREFORE, Declarant hereby declares that the real property described on Exhibit "A" shall be held, conveyed, mortgaged, encumbered, leased, rented, used, occupied, sold and improved, subject to the following declarations, limitations, covenants, conditions, restrictions and easements, all of which are for the purpose of enhancing and protecting the value and attractiveness of the Project, and every part thereof, in accordance with the plan for improvement of the Property and the division thereof into Lots. All of the limitations, covenants, conditions, restrictions and easements shall constitute covenants which shall run with the land and shall be binding upon Declarant and its successors and assigns, and all parties having or acquiring any right, title or interest in or to any part of the Project. 

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SECTION 2: DEFINITIONS 

In addition to other definitions provided for herein, the following terms shall have the following meanings:

2.1. "Architectural Control Committee" or "Committee" shall mean the committee created pursuant to the Section below entitled "Architectural Control" and which is charged with architectural approval and control of the Improvements within the Project. 

2.2. "Architectural Control Guidelines" or "Guidelines" shall mean the written architectural review standards, if any, promulgated by the Architectural Control Committee as provided in the Section below entitled "Architectural Control". 

2.3 Association. The term "Association" shall mean the Sun Ridge East Owners Association, a California non-profit mutual benefit corporation, the members of which shall be the Owners of Lots in the Project, their successors and assigns. 

2.4. "County" shall mean El Dorado County, California, the County in which the Project is located. 

2.5. "Declarant" shall mean Latrobe Properties, II, a General Partnership, its successors and assigns if such successors and assigns are assigned the rights of Declarant pursuant to Section 8.3 hereof, entitled "Successor", or if such successor or assignee is a mortgagee acquiring Declarant's interest in the Project by foreclosure or by deed in lieu of foreclosure. 

2.6. "Improvement" shall mean Structures, as defined herein, substantial plants such as trees, hedges, shrubs, bushes and major landscaping of any kind. "Improvement" shall also mean any excavation, fill, ditch, diversion dam or other thing or device which affects or alters the natural flow of surface or subsurface water from, upon, under or across any portion of the Project. "Improvement" shall also mean any utility line, conduit, pipe or other related facility or equipment. 

2.7. "Lot" shall mean any parcel of land shown on the Map, including the legal re-subdivision of any such Lot into any additional parcel or parcels, provided, however, that such resubdivision is not prohibited by this Declaration. 

2.8. "Map" shall mean that subdivision map entitled "Shadow Hawk Unit No. 1", which Map recorded October 27, 1997, in Book H of Maps, Page 139 of the Official Records of said County. Said Map is also described in Exhibit "A" of this Declaration. 

2.9. "Member" shall mean a person or entity holding a membership in the Association as provided herein. Each Owner or Co-Owner of a Lot shall be a member. 

2.10. "Mortgage" shall mean a mortgage or deed of trust encumbering a Lot. "mortgagee" shall include the beneficiary under a deed of trust. 

2.11. "Owner" shall mean each person or entity, including Declarant, holding a record fee ownership interest in a Lot. "Owner" shall not include persons or entities who hold an interest in a Lot merely as security for the performance of an obligation. 

2.12. "Phase" shall mean and refer to each group of lots within the Project which are described as a phase of development in a Final Subdivision Public Report issued by the California Department of Real Estate. 

2.13. "Project" or "Property" shall mean the real property described on Exhibit "A" attached hereto, including any Improvements erected thereon. 

2.14. "Residence" shall mean a dwelling structure on a Lot, but is not intended to exclude a "guest house" for the entertainment of social guests, nor servants' quarters for servants or other employees employed upon the premises of a Lot. 

2.15. "Structure" shall mean any tangible thing or device to be fixed permanently or temporarily to real property including, without limitation, any building, garage, driveway, walkway, concrete pad, asphalt pad, fence, wall, pole, sign, antennae, sprinkling system, swimming pool, spa, tennis court or trash enclosures.

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SECTION 3: ARCHITECTURAL CONTROL 

3.1. General Limitation.  Subject to the exemptions described below, no Improvement and/or Structure may be constructed, erected, painted, altered or changed on any portion of the Project without the prior written approval of the Architectural Control Committee (SHARC) ("Committee")

3.2. Exemption. Notwithstanding the Subsection above entitled "General Limitation", Committee approval shall not be required for the following: 

(a) Improvements constructed by, at the direction of, or with the approval of Declarant; 

(b) normal maintenance of exempt or previously approved Improvements; 

(c) repair or rebuilding of an exempt or previously approved Improvement 

(d) changes to the interior of an exempt or previously approved Structure; 

(e) work reasonably required to be performed in an emergency for the purpose of protecting any person or property from damage. 

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3.3. Architectural Control Committee. 

a. Number and Appointment. The Committee shall be composed of three (3) members. The initial members shall be appointed by Declarant. Declarant shall have the right to appoint replacements at any time to the Committee for a period of three (3) years from the date of recordation of this Declaration. After the initial three (3) year period, the Committee members shall have the full authority to designate a successor in the event of death or resignation of a member. Except for the power of the Declarant to appoint all members during the initial three (3) year period, at any time thereafter the then record owners of the majority of Lots shall have the power, through a duly recorded written instrument, to change the membership of the Committee. 

b. Operation. The Committee shall meet from time to time as necessary to properly perform its duties hereunder. A majority of the committee members may designate a representative of the Committee to act for it. Except as provided elsewhere herein, any decision may be made by the Committee upon an affirmative vote of two-thirds (2/3) of its members. The Committee shall keep and maintain a record of all actions from time to time taken by the Committee at meetings or otherwise, and shall maintain files of all documents submitted to it. The members of the Committee shall not receive any compensation for services rendered. All members of the Committee shall be entitled to reimbursement from fees collected by the Committee for reasonable expenses incurred by them in connection with the performance of their duties. 

c. Duties. The Committee may adopt Architectural Control Guidelines ("Guidelines") as provided below and shall perform other duties imposed upon it by this Declaration or applicable laws and regulations. 

d. Address . The address of the Committee shall be determined by resolution of the Committee. Such address shall be the place for the submittal of plans and specifications and the place where current copies of the Guidelines shall be kept. The initial address for the Committee shall be 3009 Douglas Blvd., Suite 150, Roseville, CA 95661. 

e. Guidelines. The Committee may, from time to time, adopt or amend Guidelines prospectively. Said Guidelines shall interpret and implement, the provisions of this Section entitled "Architectural Control" by setting forth more specific standards and procedures for Committee review. All guidelines shall be in compliance with all applicable laws and regulations of any governmental entity having jurisdiction over Improvements in the Project, shall incorporate high standards of architectural design and construction engineering, shall be in compliance with the minimum standards set forth herein, and otherwise shall be in conformity with the purposes and provisions of this Declaration. A copy of the current Guidelines, if any, shall be available for inspection and copying by any Owner at any reasonable time during customary and normal business hours.

f. Standards. The following minimum standards shall apply to any Improvements constructed, painted, altered or changed on the Project: 

(1) All Improvements shall be constructed, painted and changed in compliance with the applicable zoning laws, building codes, this Declaration, and all other laws, ordinances and regulations applicable to Project Improvements. 

(2) All Residences shall have a minimum area of two thousand (2,000) square feet (excluding garages, carports, accessory buildings, covered or uncovered patios and porches). This subparagraph (2) shall not be applicable to any "guest house" for the entertainment of social guests, nor servants' quarters for servants or other employees employed upon the premises of a Lot. 

(3) All Lots shall have a minimum of two enclosed parking spaces. 

(4) A portion of each Lot shall be landscaped with some combination of the following: trees, shrubs, ground cover, lawn, natural vegetation, and limited decorative rock, bark, and similar materials. Berming may be utilized so long as it does not disrupt proper drainage within the Project. Landscaping shall be designed so as to compliment, protect and harmonize with the natural terrain, existing trees and vegetation and shall be consistent with generally accepted, customary and conventional landscape designs. Stone. gravel, concrete and similar materials shall be used only for complimentary and supplementary purposes and no Lot shall be covered entirely with such materials. 

(5) All exterior and decorative lighting shall be designed to eliminate glare and annoyance to other Lot Owners. Lighting shall be shielded and directed downward. Colored landscaping lighting shall be prohibited, unless approved by the Architectural Control Committee. 

(6) All solar collection devices shall be integrated aesthetically and screened as much as possible from adjacent portions of the Project. 

(7) In reviewing proposed Improvements for approval, the Committee shall consider at least the following: 

(a) Does the proposed Improvement conform to the purposes and provisions of the Project Documents? 

(b) Is the proposed Improvement of a quality of workmanship and materials comparable to other Improvements that are proposed or existing on the Project? 

(c) Is the proposed Improvement of a design and character which is harmonious with proposed or existing Improvements and with the natural topography in the immediate vicinity? 

(d) Will the proposed Improvement unreasonably interfere with or otherwise impair the view or solar access of other portions of the Project?

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3.4. Committee Approval Process: Approval Application. 

Any person proposing to construct, paint, alter or change any Improvement on the Project which requires the prior approval of the Committee shall apply to the Committee in writing for approval of the work to be performed and the time schedule for performing such work. The Committee may charge an applicant a reasonable fee for application review. In the event additional plans and specifications for the work are required by the Committee, the applicant shall be notified of such requirement within thirty (30) days of receipt by the Committee of his initial application or the application shall be deemed sufficiently submitted as of that date. If timely notified, the applicant shall submit additional plans and specifications for the proposed work in the form and content reasonably required by the Committee and his application shall not be deemed sufficiently submitted until that date. Such plans and specifications may include, but not be limited to, showing the nature, kind, shape, color, size, materials and location of the proposed work, or the size, species and location of any plants, trees, shrubs and other proposed landscaping. 

3.5. Review and Approval. 

Upon sufficient submission of an application for Committee review, the Committee shall proceed expeditiously to review all of the documents to determine whether the proposed work is in compliance with the provisions and purposes of the Project Documents and all Guidelines of the Committee in effect at the time the documents are submitted. In the event the Committee falls to approve an application, it shall notify the applicant in writing of the specific matters to which it objects. In the event the Committee falls to notify the applicant of the action taken by the Committee within thirty-five (35) days after sufficient submission of an application, the application shall be deemed approved. One set of plans as finally approved shall be retained by the Committee as a permanent record. 

3.6. Commencement. 

Completion of Approved Work. Upon receipt of the approval of the Committee, the applicant shall proceed to have the work commenced and diligently and continuously pursued to completion in substantial compliance with the approval of the Committee including all conditions imposed therewith. The approval of the Committee shall be effective for a period of one (1) year after the date of the approval subject to the right of the Committee to provide for a shorter or longer period at the time of its approval, or subsequently to extend the period upon a showing of good cause, and in the event the approved work is not commenced within the effective period of the approval, then the applicant, before commencing any work shall be required to resubmit his application for the approval of the Committee. All approved work shall be completed within one (1) year after the date of commencement, or such other reasonable period specified by the Committee at the time of approval, with the period of time subject to extension by the number of days that work is delayed by causes not under the control of the applicant or his contractor or as otherwise extended by the Committee. Upon completion of approved work, the applicant shall give written notice thereof to the Committee. After receiving fee title to a Lot with a completed Residence, the Owner of such Lot shall have two (2) months from such conveyance of title to provide landscape plans to the Committee for approval and, after approval by the Committee, such Owner shall have six (6) months to complete the work of landscaping. For good cause, the Committee may grant reasonable extensions to the time periods noted in this paragraph. If for any reason the Committee fails to notify the applicant of any noncompliance within sixty (60) days after receipt of said notice of completion from the applicant, the improvement shall be deemed to be completed in accordance with said approved plans. 

3.7. Inspection, Non-Compliance.

The Committee, or any authorized representative shall have the right during normal business hours, after forty-eight (48) hours notice to the Owner thereof, to enter upon any portion of the Project for the purpose of determining whether or not any work is being performed or was performed in compliance with this Declaration and the Guidelines. If at any time the Committee determines that work is not being performed or was not performed in compliance with this Declaration and the Guidelines, whether based on a failure to apply for or obtain approval, a failure to comply with approval, a failure to timely commence or complete approved work or otherwise, the Committee shall notify the owner in writing of such non-compliance specifying the particulars of non-compliance, and demanding that the owner remedy such non-compliance within a reasonable and specified period. In the event that the Owner fails to remedy such non-compliance within the specified period, the Committee shall have the right and duty to remedy the non-compliance in any appropriate manner permitted by this Declaration and the Guidelines, or as otherwise permitted by law or in equity, including but not limited to removing the non-complying Improvement, correcting the non-complying Improvement, completing the non-complying Improvement, or recording a notice of non-compliance or non-completion on the property, as appropriate. The Owner shall have the obligation to reimburse the Committee for any costs incurred in enforcing these provisions and such costs may be recovered by the Committee in an action of law against such individual lot owner. 

3.8. Waiver. The approval by the Committee of any plans, drawings or specifications for any Improvements constructed or proposed, or in connection with any other matter requiring the approval of the Committee shall not be deemed to constitute a waiver of any right to withhold approval of any similar plan, drawing, specification or matter submitted for approval. Where unusual circumstances warrant it, the Committee may grant reasonable variances from the architectural control provisions hereof or from the Guidelines. Such variances shall be made on a case-by-case basis and shall not serve as precedent for the granting of any other variance. 

3.9 Estoppel Certificate. 

Within thirty (30) days after written demand is delivered therefore to the Committee by any Owner or Mortgagee, and upon payment to the Committee of a reasonable fee (as fixed from time to time by resolution of the Committee), the Committee shall execute and deliver in recordable form, if requested, any estoppel certificate executed by any two (2) of its members, certifying, with respect to any Lot of said Owner or Mortgagee, that as of the date thereof either (a) all improvements made and other work done upon or within said Lot comply with the requirements of the Committee and this Declaration, or (b) such improvements or work do not so comply, in which event the certificate shall also identify the non-complying improvements or work and set forth with particularity the basis of such noncompliance. Such statement shall be binding upon the Committee in favor of any person who may rely thereon in good faith. 

3.10. Liability. 

Neither the Declarant, the Committee, nor any Committee member thereof shall be liable to any Owner or to any third party for any damages, loss, or prejudice suffered or claimed on account of (a) the approval or disapproval of plans, drawings and specifications, whether or not defective, (b) the construction or performance of any work, whether or not pursuant to approved plans, drawings and specifications, (c) the development of any property within the Project, (d) the execution and filing of an estoppel certificate pursuant to Section 3.9, or (e) the execution and filing of a notice of noncompliance or non-completion pursuant to Section 3.7, whether or not the facts therein are correct, if the Declarant, the Committee or such Committee member has acted in good faith on the basis of such information as may be possessed by them. Specifically, but not by way of limitation, it is understood that plans and specifications are not approved for engineering design, and by approving such plans and specifications neither Declarant, the Committee, nor any Committee member thereof, assumes liability or responsibility therefor, or for any defect in any structure constructed from such plans and specifications. 

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SECTION 4: USE RESTRICTIONS 

4.1. Use of Lots. 

No Lot, or any portion thereof, shall be occupied and used except for the site of a single family Residence by the Owners, their contract purchasers, lessees, tenants, or social guests. This Subsection is intended to exclude every form of boarding or lodging house, sanitarium and hospital, and the like. No trade or business or commercial activity shall be carried on or conducted upon any Lot, except as follows: a. Declarant, its successors or assigns, may use any Lot in the Project owned by Declarant for a model home site and display and sales office during construction and until the last Lot is sold by Declarant, or until 5 years from the date of closing of the first sale of a Lot in the Project, whichever occurs first; and b. This Subsection shall not prohibit home occupations so long as they are merely incidental to the use of the Lot as a Residence, are permitted by local law, are conducted in such a manner as to not adversely affect other Owners' use and enjoyment of the Project, and have received prior written approval from the Committee. 

4.2. Vehicle Restrictions. 

No trailer, camper, mobile home, commercial vehicle, truck (other than a standard size pickup truck), inoperable automobile, boat or similar equipment shall be permitted to remain upon any area within the Property, except if said vehicle is screened from view of any street, other than temporarily, not to exceed two (2) weeks within any six (6) month period. Commercial vehicles shall not include sedans or standard size pickup trucks which are used both for business and personal use, provided that any signs or markings of a commercial nature on such vehicles shall be unobtrusive and inoffensive as determined by the Committee. No noisy or smoky vehicles shall be operated on the Property. No off-road unlicensed motor vehicles shall be operated upon the Property. 

4.3. Signs.

No sign larger than six (6) square feet shall be erected within the Project without the prior approval of the Committee. No sign of any kind shall be displayed to the public view on or from any portion of the Property without the approval of the Committee except as follows: 

a. One sign of customary and reasonable dimensions advertising a Lot for sale, lease, rent or exchange displayed from a Lot; and 

b. Such signs as may be used by Declarant or its assignees in connection with the development of the Project and sale of Lots; and c. Such other signs or notices as are required by law or as are otherwise necessary to perfect a right provided for in law.

4.4. Animals. 

No pigs, male (billy) goats or peacocks shall be raised, bred or kept on any Lot or portion of the Property; provided, however, one (1) pig per Lot may be allowed if it is the subject of an ongoing 4H or FFA project of an Owner's family. Usual and ordinary household pets such as dogs, cats, or household birds may be kept, but only in such numbers and types as will not create a nuisance or disturb the health, safety, welfare or quiet enjoyment of the Lots by the Owner; and provided that they are kept under reasonable control at all times and in accordance with applicable laws. All animal wastes must be properly disposed of in accordance with applicable County regulations. 

4 5. Trash; Storage of Materials. 

All garbage and trash shall be regularly removed from the Property, and shall not be allowed to accumulate thereon. It shall be placed and kept in covered sanitary containers where it is not visible from any neighboring Lot except for a reasonable time prior to or after collection. All woodpiles or storage piles shall be kept screened and concealed from view of other Lots and streets. Garbage and trash shall be placed for pick up as required by the disposal service and any rules adopted by the Committee. 

4.6. Towers, Satellite Dishes, Etc. 

Except as installed by Declarant, no towers, aerials or other facilities for the reception or transmission of radio or television broadcasts or other means of communication shall be erected or maintained on any Lot except for installations within Structures constructed on a Lot or by underground conduits or satellite dishes not to exceed three (3) feet in diameter. No such item or equipment shall be erected or maintained upon the outside of any building on the Properties unless the same has been approved in writing by the Architectural Control Committee. 

4.7. Design and Construction Restrictions. 

The construction of Improvements on each Lot is subject to the "Guidelines", if any, as promulgated and administered by the Architectural Control Committee. 

4.8. Building Location.

No building shall be located on any lot nearer to the front lot line or nearer to the side street line than the minimum building setback lines as required by the County of El Dorado, including any setback variance which the County might approve. 

4.9. Window Coverings. 

Windows shall be covered only by drapes, shades or shutters and shall not be painted or covered by foil, cardboard, sheets or similar materials. Subject to Committee approval, manufactured solar screens may be allowed. 

4.10. Clotheslines. 

Exterior clotheslines or other outside clothes drying or airing facility may be erected or maintained on the Properties in any location where the same are screened from view of any street. 

4.11. Major Appliances. 

No major appliances, including without limitation clothes washers, clothes dryers, refrigerators or freezers may be kept, stored or operated on any balcony, patio, porch or other exterior area of any Structure or Improvement. 

4.12. Drainage. 

Subject to the provisions of paragraph 4.20 hereof, no Owner shall do any act or construct any improvement which would alter the natural or established drainage systems or patterns within the Project without the approval of the Committee. 

4.13. Sight Distance at Intersections. 

No fence, wall, hedge or shrub planting which obstructs sightlines at elevations between two (2) and six (6) feet above the roadways shall be placed or permitted to remain on any corner lot within the triangular area formed by the street property lines and a line connecting them at points twenty-five (25) feet from the intersection of the street lines, or in the case of a rounded property corner, from the intersection of the street property lines extended. The same sightline limitations shall apply on any lot within ten (10) feet from the intersection of a street property line with the edge of a driveway or alley pavement. No tree shall be permitted to remain within such distances of such intersections unless the foliage line is maintained at sufficient height to prevent obstruction of such sightlines. The provisions of this paragraph shall not supersede any more restrictive requirement of any local or state agency. 

4.14. Nuisances, Offensive Activities. 

No noxious, illegal, or seriously offensive activities shall be carried on within any Lot, or in any other part of the Property, nor shall anything be done thereon which may be or may become an annoyance or a nuisance to, or which may in any way interfere with the quiet enjoyment of, each Owner's Lot, or which shall in any way increase the rate of insurance for any other Lot (or Owner). 

4.15. Temporary Structures. 

Structures which are temporary in character, including, without limitation, any trailer, tent, shack, garage, barn or other out-building, shall not be used as a Residence on any Lot at any time; provided, however, that (a) Declarant reserves the right to construct and maintain temporary buildings, structures and vehicles on the Property in connection with the construction and administration of initial Improvements; and (b) this subsection shall not be construed or interpreted to prohibit the erection or construction of structures permitted pursuant to Section 714.5 of the Civil Code of the State of California. 

4.16. Compliance with Declaration. 

Each Owner, contract purchaser, lessee, tenant, guest, invitee or other occupant of a Lot shall comply with the provisions of this Declaration. 

4.17. Fences. Barrier perimeter fencing on each Lot, such as cyclone, chain link and others, is prohibited. Additionally, no such fencing shall be installed within fifty (50) feet of non-building set backs (as noted on the Map) that would inhibit free movement of wildlife. The design, location and appearance of fencing shall be submitted to the Committee for approval prior to construction. 

4.18. Trees. Existing trees six inches (6") diameter at breast height (DBH) shall be retained where ever possible. Trees 6" DBH to less than 20" DBH located in an area of moderate grading (up to 3 feet of cut or fill) shall only be removed if an arborist, retained by the Declarant or Owner, determines it is impractical to preserve the tree(s) with retaining walls or other construction features. The arborist's recommendations shall be noted on a plan signed by the arborist with a copy provided to the Planning Director of the County. Trees 20" DBH or greater shall not be removed unless: (a) topographic constraints make alternative infeasible; or (b) the Planning Director of the County concurs that no feasible alternative exits. 

4.19 Burning. 

If burning activities are to occur during the construction of Improvements on the Project, the one conducting the burning shall obtain the necessary burning permits from the California Department of Forestry and air pollution permits from the County prior to said burning activities. 

4.20. Wetland Areas, Setback Area Non-Development. 

Those areas noted on the Map as "Wetland Areas" and the associated "50' Non-Building Setback Area" are not to be developed, landscaped or disturbed but are to be left in their natural state, undisturbed. 

4.21. Permanent Non-Development Area (Archeologically sensitive Area).

The Project area designated in Exhibit "A" as "Parcel 2" (also known and referred to as the "Archeologically sensitive Area") and a 50 feet buffer area adjacent thereto (herein collectively referred to as the Permanent Non-Development Area (Archeologically sensitive Area) are not to be developed, landscaped or disturbed but are to be left in their natural state, undisturbed. If, in the future, annexable property is annexed into the Project, and if such annexable property includes property surrounding the above-described Permanent Non-Development Area (Archeologically sensitive Area), the legal description of the above-described Permanent Non-Development Area (Archeologically Sensitive Area) as shown in Exhibit "A" hereto shall be superseded by the map and associated property descriptions of annexable property which shall accurately depict the location of the above described Permanent Non-Development Area (Archeologically sensitive Area). 

4.22. Temporary Non-Development Area.

The Project Area designated in Exhibit "A" as Lot 14, and "Parcel 3" together with a 50 feet buffer area adjacent thereto (all of which are herein collectively referred to as the Temporary Non-Development Area) are not to be developed, landscaped or disturbed but are to be left in their natural state, undisturbed. Upon issuance of a letter signed by the El Dorado County Planning Department to the Declarant or the Association, referencing the restriction set forth in this paragraph 4.22, and stating that this restriction is no longer necessary or words to that effect, then, without further notice or documentation being required, the restriction contained in this paragraph 4.22 shall immediately become null and void, and shall be of no more force or effect. 

4.23. Elderberry Beetle Buffer. All elderberry bushes shall be avoided in accordance with the U.S. Fish and Wildlife Service's Mitigation Guidelines for the Valley Elderberry Longhorn Beetle, which mitigation guidelines are attached to this Declaration as Exhibit "C." All Owners, their tenants, guests and invitees shall avoid and not impact the elderberry bushes and, further, shall maintain a perpetual buffer zone of 100-feet from all elderberry bushes on the Project, as "buffer avoidance area" is defined and described in Exhibit "C." 

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SECTION 5: MORTGAGEE PROTECTION 

5.1. Mortgages Permitted. 

Any Owner may encumber his Lot with Mortgages. 

5.2. Priority of Mortgage. 

Notwithstanding any other provision of this Declaration, it is hereby provided that a breach of any of the conditions contained in this Declaration by any Owner or of any re-entry by reason of such breach, shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith and for value as to said Lot or any part thereof. 

5.3. Effect of Breach. 

No breach of any provision of this Declaration shall invalidate the lien of any Mortgage made in good faith and for value, but all of the covenants, conditions, restrictions, declarations, easements and limitations of this Declaration shall be binding on any Owner whose title is derived through foreclosure sale, trustee's sale, or otherwise. 

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SECTION 6: MAINTENANCE OBLIGATIONS 

6.1. Association Maintenance Obligations. 

The Association shall be responsible for maintaining the following in good condition and repair: 

a. Roads. 

The Association shall maintain or provide for the maintenance of all of the private roads located within the Project, as and where depicted on the Map. Repairs or maintenance of said roads shall be required when a majority of the Members, excepting the Owner of Lot 6 and the Owner of Lot 7, reach a decision that such repairs or maintenance are necessary. Pursuant to that decision the Association shall then initiate the repairs or maintenance within sixty (60) days, with each of the Members, excepting the Owner of Lot 6 and the Owner of Lot 7, bearing equal shares of the costs and expense thereof, regardless of whether such Owners, excepting the Owner of Lot 6 and the Owner of Lot 7, have concurred in the decision to initiate repairs or not. Nothing herein shall be interpreted as requiring contribution for major improvements to said roads, however, if such improvements are constructed, this Declaration shall apply to the repair or maintenance of such improved facilities. Each Owner agrees that if he/she causes or allows said road to be used in any manner which results in unusual wear or damage to the surface of said road, he/she shall bear the costs and expenses of restoring said surface at his/her sole and separate cost and expense. If any Owner fails, after demand in writing to pay his/her portion of the expense, action may be brought against such Owner in a court of competent jurisdiction by the other Owners, either jointly or severally, or by the Association, or both, for construction and costs of such legal action, including attorney's fees. In the event any Owner desires that repairs or maintenance be performed on said roads and cannot obtain the concurrence of a majority of those Owners, excepting the Owner of Lot 6 and the Owner of Lot 7, within six (6) months after written request for such concurrence, said Owner shall have the right to apply for such relief as may be available under the provisions of Civil Code Section 845 or amendments thereof as if this Declaration were not in effect. The Owner of Lot 6 and the Owner of Lot 7 are not bound to the Association's obligation to maintain the roads or pay for such maintenance, and therefore are not to be counted in determining a majority decision of the Members regarding same. 

b. Fire Protection. 

The Association shall maintain the fire protection water supply system of the Project, in a manner required by and subject to the approval of the Latrobe Fire Protection District. In addition, the Association shall provide for brush clearance within ten (10) feet of all roads within the Project. Each Owner agrees that if he/she causes damage to said fire protection water supply system, he/she shall bear the costs and expenses of restoring said system at his/her sole and separate cost and expense. If any Owner fails, after demand in writing to pay his/her portion of the expense of maintaining said system and brush removal, action may be brought against such Owner in a court of competent jurisdiction by the other Owners, either jointly or severally, or by the Association, or both, for maintenance and costs of such legal action, including attorney's fees. At some future time, the Latrobe Fire Protection District or its successor may install a fire hydrant that is not within the Project and desire to hook-up said hydrant to the Association's water supply. If the Association is requested to permit said hook-up, the Association shall approve the action. 

c. Wetland Areas. 

As noted in the Sub-section above entitled "Wetland Areas Non-Development," those areas noted on the Map as "Wetland Areas" and the associated "50' Non-Building Setback Area" are not to be developed, landscaped or disturbed but are to be left in their natural state, undisturbed. Therefore, the Association's responsibilities with regard to the Wetland Areas and Non-Building Setback Areas are to:

(1) monitor the Wetland Areas for any unauthorized uses, 

(2) enforce the proscription against any development and 

(3) report all incidences of violation to the United States Army Corps of Engineers (hereinafter "Corps of Engineers"). "Wetland Areas" and their associated "50' Non-building Setback Areas" in addition to those identified on the Map and in addition to those which will be referred to in the map that will be recorded covering the property referred to in Exhibit "B" and which will affect the map referred to in Exhibit "A" (this phase of the Project) will be described in the Declaration of Annexation referred to below. All "Wetland Areas" and their associated "50' Non-building Setback Areas," whether shown on a map of additional and as yet not-described areas, shall not be grazed during the period from October 1st through May 15th. 

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SECTION 7: ANNEXATION OF ADDITIONAL PROPERTY 

7.1 Annexation of Additional Property. 

Additional property may be annexed to and become subject to this Declaration by any of the following methods set forth in this Section. Upon annexation, additional parcels shall become subject.to this Declaration without the necessity of amending individual sections thereof 7.2 Annexation Pursuant to Plan. The property described on Exhibit "B" shall be annexed to and become part of the Project, subject to this Declaration, and subject to the jurisdiction of the Association, without the assent of the Association or its members, or without the assent of the Owners, on condition that: 

a. Date of Annexation. Any annexation pursuant to this Section shall be made by Declarant or its assigns prior to the fifth anniversary of the issuance of the original Public Report for the immediately proceeding phase. Declarant or its assigns shall be under no obligation to develop or annex said additional phase(s) and real property and Declarant makes no representation with respect to whether or not such additional real property will ever be developed or annexed. While the Declarant or its assigns holds title to any of the real property dcscribed in Exhibit "A" or Exhibit "B" this Section shall not be amended without the written approval of Declarant or its assigns. 

b. No Unreasonable Burden. Any annexation pursuant to this Section shall not result in an unreasonable diminution of the benefits to, or an unreasonable increase in the burdens upon, existing Owners in the Project and shall be consistent with the phasing plan presented to the California Department of Real Estate at the time of application for the original Final Public Report for the sale of Lots in the Project. This Project is or will be subject to a Grade Crossing Agreement (hereinafter referred to herein as the "Joint Powers Agreement") between Declarant and the Sacramento Transportation Corridor Joint Powers Authority. The Joint Powers Agreement, in part, charges Declarant or its assigns with certain responsibilities, including but not limited to construction, maintenance, repair, payment of certain fees and expenses, etc. Responsibilities pursuant to the Joint Powers Agreement will be transferred to the Association. By this provision, the responsibilities contained in the Joint Powers Agreement are declared not be over-burden the Association or the Owners within the Project. 

c. Declaration of Annexation. A Declaration of Annexation shall be recorded covering the applicable portion of the property to be annexed. Said Declaration may contain such complementary additions and modifications of the covenants and restrictions contained in this Declaration as may be necessary to reflect the different character, if any, of the added property, as are consistent with the scheme of this Declaration. Said Declaration shall include designation of Lots and/or Common Areas for the purpose of this Declaration. 

7.3 Annexation Pursuant to Approval. 

Upon approval in writing of the Association, pursuant to vote or written consent of 66-2/3% of the total votes residing in members other than the Declarant, the Association and the owner of any property who desires to add it to the scheme of this Declaration and to subject it to the jurisdiction of the Association, may file of record a Declaration of Annexation. Said Declaration may contain such complementary additions and modifications of the covenants and restrictions contained in this Declaration as may be necessary to reflect the different character, if any, of the added property, as are consistent with the scheme of this Declaration. Said Declaration shall include designation of Lots and/or Common Areas for the purpose of this Declaration. 

7.4 Effect of Annexation

Assessments collected from owners in the property may be expended by the Association without regard to the particular phase from which such assessments came. All owners shall have ingress and egress to all portions of the common area throughout the property, subject to the provisions of this Declaration, the Bylaws of the Association and the Rules and Regulations of the Association in effect from time to time. 

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SECTION 8: GENERAL PROVISIONS 

8.1. Term. 

The declarations, covenants, conditions, restrictions, limitations and easements of this Declaration shall run with and bind the Property, and shall inure to the benefit of and be binding on the Owners of any Lots, their legal representatives, heirs, grantees, tenants, successors and assigns, subject to this Declaration, for a term of 30 years from the date this Declaration is recorded. Thereafter, subject to the Subsection below entitled "Amendment; Revocation", they shall be automatically extended for successive periods of 10 years. 

8.2. Notices. 

Notices provided for in this Declaration and the Guidelines shall be in writing and shall be deemed sufficiently given when delivered personally or within seventy-two (72) hours after deposit in the United States mail, postage prepaid, addressed to an Owner at the last address such Owner designates to the Committee for delivery of notices, or in the event of no such designation, at such Owner's last known address, or if there be none, at the address of the Owner's Lot.  Notices to the Committee shall be addressed to the address designated by the Committee by written notice to all Owners. 

8.3. Successor. 

The rights of Declarant in this Declaration may be assigned by Declarant to any successor to all or any part of any Declarant's interest in the Project, as developer, by an express assignment incorporated in a recorded deed that transfers any such interest to a successor or to a Mortgagee acquiring Declarant's interest in the Project, by foreclosure or by deed in lieu of foreclosure. 

8.4 Amendment; Revocation. 

The Sub-sections above entitled "Wetland Areas Non-Development" (in Section 4), Permanent Non-Development Area (in Section 4), "Wetland Areas" (in Section 6) and this Sub-section entitled "Amendment; Revocation" may not be amended or revoked without the prior written approval of the United States Army Corps of Engineers; provided, however, that if the proposed amendment does not affect the disposition of the Wetland Areas or the 50' Non-Building Setback Area (both as shown on the Map) or the above referenced Sub-sections in Section 4 and Section 6, then an amendment to this Sub-section entitled "Amendment; Revocation" shall under no circumstances require the prior written approval of the Corps of Engineers. Until conveyance of the first Lot, Declarant shall have the unilateral right to amend this Declaration subject to the provisions in the preceding paragraph . After the first conveyance of a Lot, this Declaration shall be (a) amended only upon the written approval of the then record Owners of at least sixty-six and two-thirds percent (66-2/3%) of the Lots and subject to the preceding paragraph, or (b) revoked only upon the written approval of the then record Owners of at least seventy-five percent (75%) of the Lots and subject to the preceding paragraph. If co-Owners of a Lot are unable to agree among themselves as to how their vote shall be cast in the matters addressed in this Subsection, they shall forfeit the vote on the matter in question. If only one Owner exercises the vote of a particular Lot, it shall be conclusively presumed for all purposes that he was acting with the authority and consent of all other Owners of the same Lot. An amendment or revocation shall be effective when it has received the required percentage approval, and approval of the Corps of Engineers if applicable, and has been recorded in the Office of the County Recorder. 

8.5. Severability. 

Should any provision or portion of this Declaration be declared invalid or in conflict with any law of the jurisdiction where this Project is located, the validity of all other provisions and portions of this Declaration shall remain unaffected and in full force and effect. 

8.6. Headings. 

The headings used in this Declaration are for convenience only and are not to be used to interpret the meaning of any of the provisions of this Declaration. 

8.7. Enforcement. 

The Association or any Owner shall have the right to enforce compliance with the articles of incorporation, bylaws and this Declaration (hereinafter collectively referred to as the "Project Documents") in any manner provided by law or in bringing an action for damages, an action to enjoin the violation or to specifically enforce the provisions of the Project Documents. The various restrictive measures and provisions of this Declaration are declared to constitute mutual equitable covenants and servitudes for the protection and benefit of each Lot in the Project and failure by Declarant or any other person or persons entitled so to do to enforce any measure or provision upon violation thereof shall not stop or prevent enforcement thereafter or be deemed a waiver of the right to do so. 

IN WITNESS WHEREOF, Declarant has executed this Declaration. DATED: 12/24, 1997. LATROBE PROPERTIES, II a General Partnership By: Warren B. More, General Partner (Attach Appropriate Acknowledgment) CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF CALIFORNIA COUNTY OF PLACER On 12/24/97 before me, Pamela L. Pucci personally appeared Warren B. More personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal Signature Pamela L. Pucci This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document. 

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EXHIBIT "A" 

DESCRIPTION OF PROPERTY SUBJECT TO DECLARATION 

All that certain real property situate in the unincorporated area of El Dorado County, California described as follows: 

Parcel 1: 

That certain Map entitled "Shadow Hawk Unit No. 1, which Map recorded October 27, 1997 in the Office of the El Dorado County Recorder in Book H of Maps, at Page 139. 

Parcel 2: Permanent Non-Development Area (Archeologically sensitive Area) 

See paragraph 4.21 (does not include the additional buffer of fifty feet non-building setback area) A portion of the East ½ of Section 35, Township 9 North, Range 9 East, M.D.M. more particularly described as follows: 

BEGINNING at the most easterly corner of the real property herein described, from which the Southeast comer of said Section 35 bears South 10º 40' 40" East 2564.72 feet; thence, from said Point of Beginning, along the following fifteen (15) courses: 

(1) South 17º40'35" West 10.33 feet, 
(2) South 85º20'43" West 110.45 feet, 
(3) South 64º17'12" West 40.62 feet, 
(4) South 56º49'56" West 58.22 feet, 
(5) South 75º03'29" West 47.98 feet, 
(6) North 60º45'51" West 89.88 feet, 
(7) North 28º32'33" West 47.20 feet, 
(8) North 04º36'47" East 37.01 feet, 
(9) North 28º33'18" East 42.81 feet, 
(10) North 55º18'15" East 69.22 feet, 
(11) North 82º011'04" East 56.73 feet, 
(12) South 89º19'16" East 52.30 feet, 
(13) South 70º18'26" East 29.09 feet, 
(14) South 60º19'27" East 96.16 feet, and 
(15) South 34º01'02" East 82.39 feet, to the said Point of Beginning. 

Parcel 3:

Temporary Non-Development Area (see paragraph 4.22) Lot 14 of the Map described in "Parcel 1" of this Exhibit "A" and the following parcel (does not include the additional buffer of fifty feet non-building setback area): A portion of the Northeast quarter of the Southeast quarter of Section 35, Township 9 North, Range 9 East, M.D.M. more particularly described as follows: 

BEGINNING at the southwest corner of the real property described herein, at point on the fence line lying along the east side of the old Southern Pacific Railroad right-of-way, said fence being approximately 50 feet from the center of the railroad tracks, from which the Southeast corner of said Section 35 bears South 32º50'13" East 1683.77 feet; thence, from said Point of Beginning, along said fence line North 25º56'28" West 120.00 feet; thence, leaving said fence along the following seven (7) courses: 

(1) North 58º27'14" East 135.53 feet, 
(2) North 82º31'42" East 307.61 feet, 
(3) South 39º48'20" East 78. 10 feet, 
(4) South 29º03'17" West 102.96 feet, 
(5) South 81º52'12" West 70.71 feet, 
(6) North 79º22'49" West 162.79 feet, and 
(7) South 57º14'11" West 164.12 feet, to the said Point of Beginning. 

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EXHIBIT "B" 

DESCRIPTION OF PROPERTY SUBJECT TO ANNEXATION

All that certain real property situate in the unincorporated area of El Dorado County, California described as follows: 

Parcel 1:

All that portion of the East half of Section 35, Township 9 North, Range 9 East, M.D.M., lying easterly of the old Southern Pacific Railroad right-of-way. 

Parcel 2: 

Any easement for ingress to or egress from any portion or phase of the Project. 

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EXHIBIT "C"

APPENDIX 

Mitigation Guidelines for the Valley Elderberry Longhorn Beetle 19 September 1996 These mitigation guidelines (Guidelines) are also available from the U.S. Fish and Wildlife Service (service) as a separate document. The Service will revise these Guidelines as needed. The most recently issued Guidelines should be used in developing all projects and mitigation. U.S. Fish and Wildlife Service Ecological Services 3310 El Camino Avenue, Suite 130 Sacramento, California 95821-6340 Background information on the valley elderberry longhorn beetle, Desmocerus califonicus dimophus, can be found in the Status of the Species and Environmental Baseline section of the programmatic formal consultation (Service Files No. 1-1-96-F-66) to which this appendix is attached. Surveys Proposed project sits within the range of the valley elderberry longhorn beetle (beetle) should be surveyed for the presences of the beetle and its elderberry (Sambucus species) host plant by a qualified biologist. The beetles' range extends throughout California's Central Valley and associated foothills from about the 3,000 foot elevation contour on the east and the watershed of the Central Valley on the west. If elderberry plants with one or more stems measuring 1.0 inch or greater in diameter at ground level occur on, or adjacent to, the proposed project site, or are otherwise located where they may be directly or indirectly effected by the proposed action, mitigation is required (see below). Elderberry plants with no stems measuring 1.0 inch or greater in diameter at ground level are unlikely to be habitat for the beetle because of their small size and /or immaturity. Therefore, no mitigation is required for plants with no stems measure 1.0 inch or greater in diameter at ground level. Surveys are valid for a period of two years. Avoid and Protect Habitat Whenever Possible Project sites that do not contain beetle habitat are preferred. If suitable habitat for the beetle occurs on the project site, these areas should be designated as avoidance areas that will be protected from disturbance during the construction and operation of the project. When possible, avoidance areas should be delineated to connect with adjacent habitat, to prevent fragmentation and isolation of beetle populations. Any beetle habitat that cannot be avoided as described below should be considered impacted and appropriate mitigation should be proposed as described below. Two Levels of Avoidance: Core and Buffer Core avoidance area includes all area within 20 feet of the drip line of any elderberry plant with a stem measuring 1.0 inch or greater in diameter at ground level. Core avoidance areas should not be distributed during or after construction or during operation of the project. Buffer avoidance area includes all area within 100 feet of any elderberry plant with a stem measuring 1.0 inch or greater in diameter at ground level. Firebreaks may not be included in the buffer zone. In buffer areas construction-related disturbance should be minimized, and any damaged area should be promptly restored following construction. The Service should be provided with a map and written details identifying the avoidance area. 

Protective Measures 

1. Fence and flag all areas to be avoided. Provide a minimum setback of at least 20 feet from the drip line of each elderberry plant. 

2. Brief contractors on the need to avoid damaging the elderberry plants and the possible penalties for not complying with these requirements. 

3. Put up signs every 50 feet along the edge of the avoidance areas with the following information: "This area is habitat of the valley elderberry longhorn beetle, a threatened species, and must not be disturbed. This species is protected by the Endangered Species Act of 1973, as amended. Violators are subject to prosecution, fins, and imprisonment." The signs should be clearly readable from a distance of 20 feet, and must be maintained for the duration of construction. 

4. Instruct workers about the status of the beetle and the need to protect its elderberry host plant. 

Restoration and Maintenance 

1. Restore any damage done to the buffer area during construction. Provide erosion control and re-vegetate with appropriate native plants. 

2. Both core and buffer avoidance areas should continue to be protected after construction from adverse effects of the project. Measures such as fencing, signs, weeding, and trash removal are usually appropriate. 

3. No insecticides, herbicides, fertilizers, or other chemicals that might harm the beetle or its host plant should be used in the core and buffer avoidance areas, or within 100 feet of any elderberry plant with a stem measuring 1.0 inch or greater in diameter at ground level.

4. The applicant should provide a written description of how the core and buffer avoidance areas are to be restored, protected, and maintained after construction is completed. RETURN TO INDEX

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