BY-LAWS OP OCEANWALK ASSOCIATION, INC.

Adopted by the Directors
____ June 5_______ , 1986

INDEX

Section Title Page

ARTICLE I; General

1 Definitions and Operations 1

2 Membership and Voting Rights 1

3 Seal 1

4 Fiscal Year 1

5 No Vest Rights 1

6 Amendment 1

ARTICLE II; Member's Meetings

1 Annual Meetings 1

2 Special Meetings 1

3 Notice 2

4 Special Notices 2

5 Proof of Notice 2

6 Waiver of Notice 2

7 * Quorum 2

8 Ad journment 2

9 Record Date 2

10 Proxies 2

11 Membership List 2

12 Voting Requirements 3

13 Joinder in Meetings of Minutes 3

ARTICLE III: Board of Directors

1	Number and Composition	3
2	Standard of Care	3
3	Reliance	3
4	Compensation	3
5	Nomination	3
6	Election	4
7	Term of Office	4
8	Removal	4
9	Vacancies	4
	ARTICLE IV: Directors' Meetinqs
1	Regular Meetings	4
2	Special Meetings	4
3	Quorum	4
4	Conflict of Interest	4
5	Presence	5
6	Informal Action	5
7	Developer Representation	5
	ARTICLE V: Powers of Board of Directors
1	General	5
2	Rules and Regulations	5
3	Enforcement	5
4	Suspension of Membership Rights	6
5	Assessments	6
6	Indemnification	6

INDEX (cont'd)

Section Title Page

ARTICLE VI; Duties of Board of Directors

1 General 6

2 Estoppel Certificates 6

3 Financial 6

4 Insurance 6

5 Management 7

ARTICLE VII: Committees

1 Permanent Committees 7

2 Other Committees 7

ARTICLE VIII; Books and Records

1 Records Enumerated 7

2 Membership Record 7

3 Inspection 7

ARTICLE IX: Officers

1 Enumeration 7

2 Special Offices 8

3 Resignation and Removal 8

4 . Multiple Offices 8

5 Duties 8

ARTICLE X: Assessments

ARTICLE XI: Attestation

BY-LAWS

OF

OCEANWALK ASSOCIATION, INC.

ARTICLE 1

General

Section 1. Definitions and Operation. These are the By-Laws of the Oceanwalk Association, Inc. (the "Association"), a Florida not for profit corporation, having its principal office at 256 Third Street, Neptune Beach, Duval County, Florida. Reference is made to the Declaration of Covenants and Restrictions for Ocean-walk (the "Declaration") where necessary to interpret, construe, and apply the provisions of these By-Laws. When interpreting these By-Laws the following shall apply:

(a) Definitions. All terms defined in the Declaration
have the same meaning when used in these By-Laws.

(b) Consistency. By adopting these By-Laws, this Asso
ciation's Directors intend them to be consistent with the
provisions of this Association's Articles of Incorporation
(the "Articles") and with those of the Declaration.

(c) Conflict. These By-Laws are to be interpreted,
construed, and enforced with the Articles and the Declaration
to avoid inconsistencies or conflicting results. If a con
flict necessarily results, the provisions of the Articles or
the Declaration control anything to the contrary in these
By-Laws.

Section 2. Membership and Voting Rights. Membership and voting rights in this Association are set forth in Articles IV and V of the Articles.

Section 3. Seal. This Association has a seal in circular form having within its circumference the words "Oceanwalk Association, Inc." and "Corporation Not for Profit".

Section 4. Fiscal Year. This Association's fiscal year begins on the first day of January each calendar year.

Section 5. No Vested Rights. No member of this Association has any vested right, interest, or privilege of, in or to the assets, functions, affairs, or franchises of this Association, nor any right, interest, or privilege that is transferable or inheritable except as an incident to the transfer of title to such member's Lot.

Section 6. Amendment. These By-Laws may be altered, amended, or rescinded in the manner set forth in Article IX of the Articles of Incorporation.

ARTICLE II Member's Meetings

Section 1. Annual Meetings. The annual meeting of this Association is held each year during the month of November, on such date and at such time and place as the Board of Directors determines .

Section 2. Special Meetings. Special membership meetings may be called at any time by: (i) the President or the Board of Directors; or (ii) or upon the written request of the members in

good standing who are entitled to cast one-fourth (1/4) of the vote of the Class A membership; or (iii) by Developer, so long as Developer is a member of the Association.

Section 3. Notice. Written notice of each members' meeting shall be given in accordance with the Articles by or at the direction of the Secretary, and shall specify the place, day, and hour of the meeting and its purpose. Meetings may be held at such places within Duval County, Florida, as may be designated by the Board of Directors. All notices may be given by personal delivery or by mailing a copy, postage prepaid, addressed to the member's address last appearing on the Association's books.

Section 4. Special Notices. Any notice to nonmembers required by the Declaration may be given by mail. Mailing or delivery of notice to any co-owner is effective upon all co-owners of such Lot, unless any co-owner has requested the Association in writing to give notice to such co-owner and furnished the Association with the address to which such notice may be given by mail.

Section 5. Proof of Notice. An affidavit by the person or persons actually giving notice of any meeting, and attested by the Secretary under this Association's seal, is conclusive as to the regularity of any notice with respect to any Person absent actual knowledge of any defect in notice.

Section 6. Waiver of Notice. Notice of any meeting may be waived in writing at any time before, at, or after such meeting; and neither the business transacted at, nor the purpose of, any regular or special meeting need be specified in any written waiver. A member's attendance at any meeting constitutes a waiver of all defects in notice unless the member expressly objects at the beginning of the meeting to the transaction of any business because the meeting is not regularly called.

Section 7. Quorum. Quorum requirements are as set forth in the Articles.

Section 8. Adjournment. If a meeting otherwise duly called and convened, with the requisite quorum present, is adjourned to another time or place, notice of the adjourned meeting is not required, if the time and place to which the meeting is adjourned are announced at the meeting at which the adjournment is taken. Any business may be transacted at the adjourned meeting that might have been transacted at the original meeting without additional notice and without reconstituting a quorum.

Section 9. Record Date. Any notice of a meeting of the membership must be given to each member as shown upon the Association's books as of the date such notice is given. Only those members shown as members in good standing upon the Association's books are entitled to vote at meetings.

Section 10. Proxies. Members may vote in person or by proxy at any meeting. All proxies are revocable and terminate automatically upon conveyance of title to the member's Lot. All proxies must be in writing, signed by the member, and expire 11 months from date unless otherwise expressly provided. A proxy is not revoked by incompetency or death until the Association receives written notice thereof. No person shall be permitted to vote more than five (5) proxies at a meeting. A member represented by a valid proxy at any meeting is "present" for all purposes.

Section 11. Membership List. A complete list of the members
entitled to vote at all meetings, and their respective addresses,
must be kept on file at the Association's office, open to inspec
tion by any member. The list also must be produced at the time

and place of the meeting for inspection by any member at any time during the meeting.

Section 12. Voting Requirements. Every act and decision done or made by a majority of the members present at a meeting duly called at which a quorum is present is the act of the membership, where higher voting requirements are established by applicable, provisions of the Articles or Declaration.

Section 13. Joinder in Meeting of Minutes. Members may join in the action of a meeting or any portion thereof by signing and concurring in the minutes or a selected portion thereof. Such joinder shall constitute the vote of the members for the purpose of approval or disapproval of any matter and the presence of such member for the purpose of establishing a quorum.

ARTICLE III Board of Directors

Section 1.. Number and Composition. The Board of Directors shall consist of at least three/ but not more than nine, members, provided there shall not be an even number of Directors. Each Director continues in office until a successor has been elected and qualified, unless the Direotor sooner dies, resigns, is removed, or is incapacitated or otherwise unable to serve. Directors need not be Association members.

Section 2. Standard of Care. Each Director must perform all duties as a Director, including duties as a committee member: (i) in good faith; and (ii) in a manner the Director reasonably believes is in the best interests of this Association; and (iii) with such care as an ordinarily prudent person in a similar position would exercise under similar circumstances.

Section 3. Reliance. A Director is entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, prepared or presented by any of the following, unless the Director has actual knowledge that reliance is unjustified:

(a) Officers. One or more officers, employees, or man
agers of this Association whom the Director reasonably be
lieves are reliable and competent in the matters presented.

(b) Professionals. Legal counsel, public accountants,
architects, engineers, or other professionals as to matters
that the Director reasonably believes are within such per
son's professional or expert competence.

(c) Committees. An Association committee upon which
such Director does not serve, duly constituted pursuant to
the Declaration, the Articles, or these By-Laws, as to mat
ters within its designated authority, if the Director reason
ably believes the committee merits confidence.

Section 4. Compensation. Any Director may be reimbursed by the Board for actual expenses incurred in the performance of the Director's duties, but no Director may be paid any compensation by this Association for services rendered to the Association as a Director .

Section 5. Nomination. Nomination for election to the Board of Directors may be made from among members or nonmembers by the Nominating Committee or from the floor at the annual meeting of the members. The Nominating Committee shall consist of a Chairman, who shall be a member of the Board of Directors, and two or more members of the Association. The Nominating Committee shall

be appointed by the Board of Directors prior to each annual meeting of the members to serve from the close of such annual meeting until the close of the next annual meeting. The Nominating Committee shall make as many nominations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled.

Section 6. Election. Election to the Board of Directors must be by secret written ballot. Each member entitled to vote for the election of Directors may cast as many votes for each vacancy as the member has under the provisions of the Declaration. The person receiving the largest number of votes cast by the Class A and Class B members for each vacancy is elected. Cumulative voting is not permitted.

Section 7. Term of Office. The term of office for all Directors is one year, and any Director may succeed himself in office.

Section 8. Removal. Any Director, or the entire Board of Directors, may be removed with or without cause at any meeting called expressly for such purpose by a majority vote of the members entitled to vote for the election of Directors.

Section 9. Vacancies.. If a Director dies, resigns, is removed, or is incapacitated or otherwise unable to serve, the remaining Directors, even if less than a quorum, may fill such vacancy by majority vote. Any appointed Director serves only the unexpired term of his predecessor.

ARTICLE IV Directors¹ Meetings

Section 1. Regular Meetings. The Board of Directors shall meet annually during the month of November at such place and time as is fixed by Board resolution. If a regularly scheduled meeting falls on a legal holiday, such meeting is held at the same time on the next day that is not a legal holiday.

Section 2. Special Meetings. Special Board meetings must be held when called by the President, or by any two Directors, after not less than three days prior notice to each Director. Notice may be waived in writing at any time before, at, or after the meeting. Neither the business transacted at, nor the purpose of the special meeting need be specified in any written waiver.

Section 3. Quorum. Except where the provisions of the Declaration expressly require action by two-thirds (2/3) of the members of the Board of Directors, a majority of the Directors constitutes a quorum for all purposes. Every act and decision done or made by a majority of the Directors present at a meeting duly called at which a quorum is present constitutes the act of the Board. Where any provision of the Declaration expressly requires approval by two-thirds (2/3) or more of the Directors, the stated percentage constitutes the quorum for such action. Once established, a quorum is effective for all purposes, notwithstanding the subsequent withdrawal of one or more Directors.

Section 4. Conflict of Interest. No contract or other transaction between this Association and one or more of its Directors, or any entity in which one or more of this Association's Directors are directors, officers, or financially interested, is void or voidable because of such relationship or interest if;

(a) Board Disclosure. Such relationship or interest is disclosed or known to the Board of Directors that authorizes, or ratifies the contract or transaction by a vote or written

consent sufficient for such purpose without counting the votes or consents of the interested Directors; or

(b) Membership. Such relationship or interest is dis
closed or known to the members of the Association entitled to
vote thereon and they authorize or ratify such contract or
transaction by the requisite vote; or

(c) Fairness. Such contract or transaction if fair and
reasonable to the Association at the time it is authorized by
the Board or the members.

Common or interested Directors may be present at the meeting of the Board or membership that authorizes or ratifies such contract or transaction and may be counted in determining the presence of a quorum at any such meeting without rendering the contract or transaction void or voidable.

Section 5. Presence. Any Director present at a Board Meeting at which action on any matter is taken is presumed to have assented to such action unless the Director: (i) votes against the action; or (ii).abstains from voting because of an asserted conflict of interest. A director's presence at any meeting constitutes a waiver of notice of such meeting and of any and all objections to the place or time of such meeting, or the manner in which it has been called or convened, unless the Director at the beginning of the meeting objects to the transaction of business because the meeting is improperly called or convened.

Section 6. Informal Action. Any Board action that is required or permitted to be taken at a meeting may be taken without a meeting if a written consent to such action is signed by all Directors and filed in the minutes of the Board's proceedings. Directors are deemed present at any meeting for all purposes if a conference telephone or similar communications equipment is used by means of which all persons participating in the meeting can hear each other.

Section 7. Developer Representation. For so long as Developer is a member of the Association, Developer shall have the right to receive notice of all meetings of.the Directors or any committees of Directors and to attend and be heard at such meetings.

ARTICLE V Powers of Board of Directors

Section 1. General. The Board has the power to exercise for and on behalf of this Association all powers, duties, and privileges vested in, or delegated to, this Association and not reserved to its membership by any provision of these By-Laws, the Articles, or the Declaration. Without limitation, the Board may employ all managers, independent contractors, professional advisors, and employees and agents as the Board deems advisable, prescribe their duties, and fix their compensation, if any.

Section 2. Rules and Regulations. The Board has the power from time to time to adopt, amend, rescind, and enforce reasonable rules and regulations governing the use of all or any portion of the Property and this Association's activities, so long as such rules and regulations are consistent with the rights and duties established by the Articles and the Declaration.

Section 3. Enforcement. For material violation of any of its rules or regulations, the Board may: (i) require any member to make restitution to this Association for any loss resulting from any violation; or (ii) impose reasonable fines. Procedures

at all times must afford the affected member reasonable prior notice and opportunity to be heard in an impartial manner.

Section 4. Suspension of Membership Rights. The Board is authorized, without prior notice, to suspend any member's voting rights during any period in which the member is more than 30 days in default in payment of any assessment levied by the Association.

Section 5. Assessments. The Board has the power to determine what, if any, assessments are to be levied pursuant to the Declaration.

Section 6. Indemnification. The Board has the power to provide indemnification for this Association's officers, directors, employees (including volunteer employees), agents, and members to the extent and in the manner from time to time permitted by the laws of the State of Florida, except that the Board cannot provide indemnification for criminal, intentional, or willful misconduct.

ARTICLE VI Duties of Board of Directors

Section 1. General. ,The Board is responsible to see to the performance of all duties of the Association as set forth in the Declaration except to the extent specifically assigned to others by the Declaration. The Board shall keep a complete record of the minutes of its meetings and shall keep copies thereof available for inspection by members at the annual meeting, or at special meetings when such statement is requested. The Board supervises all of the Association's officers, agents, employees (including volunteer employees), committees, and contractors and sees that their respective duties are properly performed. The Board otherwise manages the affairs of this Association as provided in these By-Laws, the Articles, and the Declaration.

Section 2. Estoppel Certificates. Upon request by any interested Person, the Board shall cause an appropriate Association officer to issue a certificate as to the status of assessments with respect to any Lot. Such certificates bind this Association as of the date of issuance properly executed by an appropriate officer. The Board may make a reasonable, uniform charge for issuing such certificates.

Section 3. Financial. With the assistance of this Association's Treasurer, the Board prepares an annual budget and financial statements for presentation to the membership at each annual meeting and causes an audit of this Association's financial statements to be made by an independent accountant whenever requested by a majority of members present at a duly called meeting of members. The Board shall also prepare an annual statement of income and expense and shall present same at the annual meeting of members and shall make it available to all Owners and their mortgagees upon request.

Section 4. Insurance. The Board must procure and maintain in force and effect at all times adequate public liability and fire extended coverage casualty insurance with respect to all property from time to time owned by this Association. The Board also must cause persons or entities employed, authorized, or contracted with to collect, disburse, and manage the Association's funds, including the Association's officers, directors, and uncompensated volunteers, to be bonded or insured with adequate fidelity and errors and omissions coverage for the benefit of the Association. The premiums for the foregoing shall be paid from Association funds.

Section 5. Management♦ Within the limits of available funds, the Board may employ such professional managers, accountants, attorneys, architects, and other professionals to assist the Board in the performance of its duties. The Board may contract with the Developer or any other Person to manage the Association's affairs, in whole or in part. No such management contract may be for a term longer than one year and must be terminable by the Association without cause upon not more then 90 days prior written notice.

ARTICLE VII Committees

Section 1. Permanent Committees. The Board shall appoint an Architectural Review Committee, as provided in the Declaration, and a Nominating Committee, as provided by these By-Laws.

Section 2. Other Committees. The Board from time to time may form and dissolve such other committees as the Board deems necessary or appropriate to assist or advise the Board in managing the Association's affairs. All committee members are appointed by, and serve at the pleasure of, the Board unless the appointing authority is delegated by Board resolution to an officer. No such committee can be authorized to expend or commit the Association to expend any Association monies unless the action is ratified or approved by the Board. Committee members need not be members of this Association.

ARTICLE VIII Books and Records

Section 1. Records Enumerated. This Association must keep correct and complete: (i) books and records of account; (ii) minutes of the proceedings of its members and the Board of Directors, if any; and (iii) a membership record.

Section 2. Membership Record. This Association's membership Record must show: (i) the name of each Owner; (ii) a proper legal description of the Owner's Lot; (iii) whether the Owner's membership is in good standing; and (iv) the address to which notice is to be given the Owner pursuant to these By-Laws.

Section 3. Inspection. All books, records, and papers of this Association will be open to inspection and copying during reasonable business hours by any Owner, any Mortgagee, insurer or guarantor of a First Mortgage, and by Developer, so long as Developer is a member of the Association. Such right of inspection may be exercised personally or by one or more representatives. Upon request, the Association also will furnish to any such Person copies (certified, if requested) of any of its books, records, and other papers, although the Association may make a reasonable, uniform charge for such copies and certification. The Declaration, Articles, and these By-Laws must be available for inspection by any Person at the Association's principal office, where copies also may be purchased at a charge to cover reproduction costs.

ARTICLE IX Officers

Section 1. Enumeration. This Association's regular officers are a President, Vice President, Secretary, and Treasurer, who are elected at the first Board meeting of the newly elected Board following each annual meeting for a term of one year, and until their respective successors are elected and qualified, unless any such

/?^\

officer sooner dies, resigns, is removed, or is incapacitated or otherwise unable to serve.

Section 2. Special Offices. The Board of Directors may appoint such other officers as it deems advisable, each of whom will hold the office for such period, have such authority, and perform such duties as the Board from time to time determines.

Section 3. Resignation and Removal. Any officer may be removed by the Board with or without cause at any time. No officer has any vested right, privilege, or immunity with respect to any office. A resignation of any office need not be accepted to be effective. Vacancies are filled by Board appointment.

Section 4. Multiple Offices. No person simultaneously may hold more than one other regular office, except that the offices of Secretary and Treasurer may be held by the same person. Any regular officer also may hold one or more special offices.

Section 5. Duties. The duties of the regular officers are as follows:

(a) President. The President: (i) is entitled to pre
side at all meetings of the Board of Directors, and the mem
bership; (ii) sees that orders and resolutions of the Board
are carried out; and'(iii) signs all leases, mortgages,
deeds, and other written instruments, and co-signs all checks
and promissory notes.

(b) Vice President. The Vice President acts in place
of the President if the President is absent, unable, or re
fuses to act.

(c) Secretary. The Secretary: (i) records the votes
and keeps the minutes of all meetings and proceedings of the
Board of Directors, and the members; (ii) keeps the corpo
rate seal of this Association and affixes it on all instru
ments requiring it; (iii) gives notice of all meetings of the
Board and the membership; and (iv) keeps the membership re
cord as provided in these By-Laws.

(d) Treasurer. The Treasurer: (i) causes the receipt
and deposit into appropriate bank accounts of all Association
monies and disburses such funds as directed by the Board;
(ii) signs all checks and promissory notes of this Associa
tion; (iii) keeps proper books of accounts; (iv) with the as
sistance of the Board, causes an annual audit of the Associa
tion's books to be made by an independent accountant when re
quested by the membership as provided in these By-Laws; and
(v) also with the assistance of the Board, prepares an annual
budget and a statement of income and expense for presenta
tion to the membership at its regular annual meeting.

Any regular officer also may exercise such other powers, and discharge such other duties, as the Board from time to time may require or permit.

ARTICLE X Assessments

As more fully provided in the Declaration, each member is obligated to pay to the Association annual and special assessments which are secured by a continuing lien upon the property against which the assessment is made. Any assessments which are not paid when due shall be delinquent. If the assessment is not paid within thirty (30) days after the due date, the assessment shall bear interest at the uniform rate established from time to time by the

Board of Directors, not to exceed the maximum lawful rate permitted by Florida law nor to be less than ten percent (10%) per annum, from the date of delinquency. The Association may bring an action at law against the Owner personally obligated to pay the delinquent assessment or foreclose the lien against the property, and interests, costs, and reasonable attorney's fees of any such action shall be added to the amount of such assessment. No Owner may waive or otherwise escape liability for the assesssments provided for herein by nonuse of the Common Area or abandonment of his Lot.

ARTICLE XI Attestation

IN WITNESS WHEREOF, the undersigned have signed this document for the purpose of authenticating it as the By-Laws of Oceanwalk Association, Inc., a Florida Corporation Not For Profit, as adopted by its Board of Directors this 5th - day of June , 1986.

David A./^ingemaon

L. Peter Johnson

_vwvuiLx

James N. McGarvey, Jr,

■1-- *

DECLARATION OF COVENANTS AND

RESTRICTIONS FOR

OCEANWALK

Table of Contents

Article Title Page

I. INTRODUCTIONS, DEFINITIONS AND CONSTRUCTION 1

1.1	A.R.C.
1.2	Association
1.3	Board or Board of Directors
1.4	Common Areas
1.5	Developer
1.6	Law
1.7	Legal Documents
	(a) Declaration
	(b) Articles
	(c) By-Laws
1.8	Lakefront Lots
1.9	Lot
1.10	Mortgage
1.11	Mortgagee
1.12	Owner
1.13	Person
1.14	Plat
1.15	Property
1.16	Regulations
1.17	The Work
1.18	Unit
1.19	Unplatted Lands
1.20	Interpretation

II. PROPERTY RIGHTS AND EASEMENTS

2.1 Title to Common Areas and Owner's Easements of
Enjoyment

(a) Fees

(b) Suspension

(c) Dedication

(d) Rules and Regulations

(e) Legal Documents

(f) General

2.2 General Easements

2.3 Lake Related Easements

2.4 Property Boundary Fence

2.5 Ocean Access

2.6 Plat Easements

2.7 All Rights and Easements Appurtenant

2.8 Delegation of Use

2.9 Ownership Rights Limited to Those Enumerated

2.10 Platting and Subdivison Restrictions

III. USE RESTRICTIONS

3.1 Residential Use

3.2 Size and Minimum Floor Elevation Limitations

3.3 Other Structures

3.4 Landscaping

3.5 Fences

(a) General

(b) Property Privacy Fence

(c) Preservation of Easement Rights

3.6 Setback Lines

Declaration of Covenants and Restrictions for Oceanwalk Table of Contents Page Two

III. USE RESTRICTIONS (cont.)

3.7 Parking Restrictions and Garages

(a) Parking

(b) Garages

(c) Driveways

3.8 Alterations, Modifications and Maintenance of
Exteriors

3.9 Antenna Systems

3.10 Occupancy and Leaseing Restrictions

3.11 Animals

3.12 Storage of Fuel Tanks, Garbage and Trash
Receptacles

3.13 Sewage Disposal and Water Service

3.14 Signs and Mailboxes

3.15 Outdoor Drying of Laundry

3.16 Window Coverings and Air Conditioners

3.17 Wetlands

(a) General

(b) Recreational Use

3.18 Rules and Regulations

3.19 General Prohibitions and Indemnity

3.20 Casualty Damage

IV. MEMBERSHIP AND VOTING RIGHTS 10

4.1 Membership

4.2 Classification

(a) Class A

(b) Class B

4.3 Co-Ownership

4.4 Extraordinary Action

4.5 Amplification

V. ' RIGHTS AND OBLIGATIONS OF ASSOCIATION 11

5.1 The Common Area

(a) General

(b) Insurance

5.2 Other Maintenance

(a) Unit Exterior and Lot Maintenance

(b) Pedestrian Access Easement

(c) Lake Maintenance

(d) Stormwater Management

5.3 Public Property

(a) Sidewalks

(b) Landscaping

5.4 Services

5.5 Rules and Regulations

5.6 Implied Rights

5.7 Access by Association

5.8 Restriction on Capital Improvements

VI. COVENANTS FOR ASSESSMENTS 14

6.1 Assessments Established

6.2 Annual Maintenance Assessments

(a) General

(b) Amount

(c) Commencement of Annual Assessment

6.3 Special Assessments

6.4 Property Taxes

6.5 Specific Assessments

6.6 Uniformity of Assessments

6.7 Certificate of Payment

6.8 Lien for Assessments

Declaration of Covenants and Restrictions for Oceanwalk Table of Contents Page Three

VI. COVENANTS FOR ASSESSMENTS (cont.)

6.9 Remedies of the Association

(a) Personal Obligation

(b) Foreclosure

6.10 Homesteads

6.11 Subordination of Lien

VII. OBLIGATIONS OF OWNERS 18

7.1 Maintenance

7.2 Sidewalks

7.3 Casualty Damage

VIII. ARCHITECTURAL CONTROL 19

8.1 Architectural Review Committee

8.2 A.R.C. Authority

8.3 A.R.C. Approval

8.4 Applications

8.5 Inspection

8.6 Limited Liability

IX. OPERATION AND EXTENSION 20

9.1 Effect Upon Unplatted Lands

9.2 Other Extensions

X. GENERAL PROVISIONS 21

10.1 Enforcement

(a) Rights of Developer and Association

(b) Legal Proceedings

(c) No Waiver

10.2 Term and Renewal

10.3 Amendment

(a) Developer

(b) Owners

10.4 Other Approvals

10.5 Reservation of Right to Release Restrictions

10.6 Rights of First Mortgagees

(a) Inspection

(b) Financial Statements

(c) Meetings

(d) Notices

10.7 Provisions Inoperative as to Initial Construction

10.8 Severability

10.9 Notices

EXHIBITS:

A(l) Legal Description - Oceanwalk Unit One

A(2) Legal Description - Oceanwalk Beach Access Parcel

B Legal Description - Oceanwalk Unplatted Lands -Future Phases

_{*:, 549}

DECLARATION OP COVENANTS AND~

RESTRICTIONS FOR OCEANWALK

THIS DECLARATION OF COVENANTS AND RESTRICTIONS is made by Oceanwalk Associates, Ltd., a Florida limited partnership whose address is 256 Third Street, Neptune Beach, Florida 32233 ("Developer"), this £/T% day of JtWe , 1986.

ARTICLE I INTRODUCTION, DEFINITIONS AND CONSTRUCTION

Developer is the owner of the real property located in Duval County, Florida more particularly described on Exhibit A attached hereto (the "Property") in fee simple absolute subject to those matters described on Exhibit A. Developer has caused the Property to be surveyed and platted as Oceanwalk Unit One in accordance with the Plat. Developer hereby restricts the use of the Property and declares that the Property and all portions thereof (except to the extent specifically exempted herein) and all additions made in accordance with this Declaration, shall be held, occupied, sold and transferred subject to the easements, restrictions and covenants of this Declaration, which Developer is imposing for the benefit of all owners of the Property or portions thereof for the purpose of preserving the value and maintaining the desirability of the Property.

Unless the context expressly requires otherwise, the words defined below whenever used in this Declaration and in the Legal Documents shall have the following meanings:

1.1 "A.R.C." means the Architectural Review Committee of the
Association as set forth in Article VIII hereof.

1.2 "Association" means Oceanwalk Association, Inc., a cor
poration not for profit organized pursuant to Chapter 617, Florida
Statutes, its successors and assigns.

1.3 "Board" or "Board of Directors" means the Association's _r
Board of Directors. * fi\~\

1.4 "Common Areas" means all property from time to time
owned by the Association or designated for ownership by the Asso
ciation for the common use and enjoyment of all Owners, together
with all improvements, fixtures, and tangible personal property
now or hereafter situated thereon and all appurtenant easements.

1.5 "Developer" means Oceanwalk Associates, Ltd., a Florida
limited partnership whose address is 256 Third Street, Neptune
Beach, Florida 32233, its successors and assigns with respect to
the entire Property, and all other Persons who acquire substan
tially all the undeveloped Lots within the Property for the pur
pose of development of the Property or completion of the Work?

1.6 "Law" means any statute, ordinance, rule, regulation,
or order adopted or enforced by the United States of America, or
any agency, officer, or instrumentality thereof, or by the State
of Florida, or any agency, officer, municipality, or political
subdivision thereof, from time to time applicable to the Property
or to any and all activities on or about the Property. As the
context may admit, such term also includes the general principles
of decisional law.

1.7 "Legal Documents" collectively means this Declaration of
Covenants and Restrictions, the Association's Articles of Incorpo
ration and the Association's By-Laws, as the same may be amended
from time to time. Individually the foregoing are defined as:

•'f:-:urtvill£, nQZirt" "

₅₅₀

.'• GFnC:AL RECORDS ^

(a) "Declaration" means this Declaration of Covenants
and Restrictions for Oceanwalk and any supplemental declara
tions made in accordance herewith, as amended from time to
time.

(b) "Articles" means the Articles of Incorporation of
the Association, as amended from time to time.

(c) "By-Laws" means the By-Laws.of the Association, as
amended from time to time.

1.8 "Lakefront Lots" means Lots 8 through 11, 14 through 16,
60 through 79, and 90 inclusive as identified on the Plat, and all
other Lots shown on subsequently recorded plats to have frontage
on, or to contain within the Lot lines a portion of a lake or
other body of water within the Property.

1.9 "Lot" means any plot of land shown on the Plat or any
subsequently recorded subdivision plat of the Property, which is
designated thereon as a lot, excluding any areas designated as
Common Areas or for utilities or drainage uses or dedicated to
public use.

1.10 "Mortgage" means any mortgage, deed of trust, or other
instrument validly transferring any interest in any Lot, or cre
ating a lien upon any Lot, in either case as security for perform
ance of an obligation. The term "Mortgage" does not include judg
ments, involuntary liens, or liens arising by operation of Law.
"First Mortgage" means any Mortgage constituting a lien prior in
dignity to all other Mortgages encumbering the same property.

1.11 "Mortgagee" means the Person(s) named as the obligee
under any Mortgage, or the successor in interest to any such Per
son.

1.12 "Owner" means the record Owner, whether one or more Per
sons, of the fee simple title to any Lot, including contract sel
lers, but excluding contract buyers and any Person holding such
fee simple title merely as security for the performance of an ob
ligation. Developer is an Owner as to each Lot owned by the De
veloper .

1.13 "Person" means any natural person or artifical entity
having legal capacity.

1.14 "Plat" means that subdivision plat of Oceanwalk Unit'One
recorded in Plat Book 42, pages 1 through IF of the Public Records
of Duval County, Florida and the recorded plat of any lands made
subject to the provisions of this Declaration pursuant to the pro
visions hereof, and any amendments thereto.

1.15 "Property" means the lands in Duval County, Florida, de
scribed on Exhibit "A" attached to this Declaration together with
all other lands that hereafter may be made subject to the provi
sions of this Declaration in the manner provided herein.

1.16 "Regulations" means any rules and regulations regarding
the use of the Property duly adopted by the Association in accor
dance with the Legal Documents.

1.17 "The Work" means the initial development of all or any
portion of the Property as a residential community by the con
struction and installation of streets, utility systems, community
facilities, buildings, and other improvements, and the sale,
lease, or other disposition of the Property in parcels, but does
not include the construction of individual residential Units by
Persons other than Developer. Such term is to be broadly con
strued to include any and all activities, uses, structures, and
improvements necessary, convenient, or desirable to accomplish
such construction and disposition.

-2-

^{ST6141 r. 551}

1.18 "Unit" means a single family detached dwelling located
on a Lot.

1.19 "Unplatted Lands" means the lands in Duval County,
Florida, described on Exhibit "B" attached to-this Declaration.

1.20 Interpretation. Unless the context expressly requires
otherwise, the use of the singular includes the plural and vice
versa; the use of one gender includes all genders; the use of the
terms "including" or "include" is without limitation; and the use
of the terms "will", "must", and "should" have the same effect as
the use of the term "shall". Wherever any time period is measured
in days, if any such time period expires on a Saturday, Sunday, or
legal holiday, it shall be extended to the next succeeding calen
dar day that is not a Saturday, Sunday, or legal holiday. The
terms "Lot" and "Property" mean all or any portion applicable to
the context and include any and all improvements, fixtures, trees,
vegetation and other property from time to time situated thereon,
and the benefit of all appurtenant easements. This Declaration
shall be construed liberally in favor of the party seeking to en
force its provisions to effectuate its purpose of protecting and
enhancing the value, marketability, and desirability of the Pro
perty by providing a common plan for the development and enjoyment
thereof. Headings and other textual divisions are for indexing
purposes only and are not to be used to interpret, construe, ap
ply, or enforce any substantive provisions. The provisions of
this subparagraph apply to the interpretation, construction, ap
plication, and enforcement of all the Legal Documents.

ARTICLE II PROPERTY RIGHTS AND EASEMENTS

2.1 Title to Common Areas and Owner's Easements of Enjoyment. The Developer will convey or cause to be conveyed to the Association, at such time as in its sole discretion it deems appropriate, the title to the Common Areas, subject to taxes for the year of conveyance, restrictions, conditions, and limitations of record, and easements for drainage and public utilities. Every Owner and his lessees have a nonexclusive right and easement of enjoyment in and to the Common Areas that is appurtenant to, and passes with, the title to every Lot, subject to the easements and other property rights granted in this Article and to the following:

(a) Fees. The Association's right to charge reasonable
fees for the use of any recreational facility situated upon
the Common Area.

(b) Suspension. The Association's right: (i) to sus
pend the voting rights of any Owner for any period during
which any assessment against such Owner's Lot remains unpaid;
(ii) to suspend such Owner's and his lessee's right to, use
any recreational facility owned or controlled by the Associa
tion, for the same period; and (iii) to suspend any Owner's
and his lessee's right to the use of any such recreational
facility for a period not to exceed sixty (60) days for any
material infraction of the Association's Regulations.

(c) Dedication. The Association's right to dedicate or
transfer all or any part of the Common Areas to any public
agency, authority, or utility for such purpose and subject to
such conditions as may be agreed to by the members of the
Association. Such dedication or transfer must be approved by
at least two-thirds (2/3) of each class of those members pre
sent in person or by proxy and voting at a meeting duly con
vened for such purpose, and shall be evidenced by a recorded
certificate of the Association executed by the Association

-3-

_{ST6141 r; 552}

with the formalities from time to time required for a deed under the laws of the State of Florida.

(d) Rules and Regulations. The Association's right to
adopt, alter, amend, rescind, and enforce reasonable Regula
tions governing the use of the Common Area, as provided here
in.

(e) Legal Documents. The provisions of the Legal Docu
ments and all matters shown on any plat of all or part of the
Property.

(f) General. Real estate taxes and special assessments
levied by governmental authorities having jurisdiction over
the Common Areas and restrictions, limitations, easements of
record.

The foregoing easement is limited to using the Common Areas for their intended purposes in a reasonable manner, and with respect to any particular use or activity, it is limited to those portions of the Common Areas from time to time improved or otherwise suitable for such use or activity.

2.2 General Easements. All Lots are subject to perpetual
easements: (a) to the Association for the maintenance, repair,
and reconstruction of any landscaped areas, roofs, Unit exteriors
or other portions of a Lot, as provided in this Declaration; and
(b) for the drainage of ground and surface waters in the manner
established by Developer as part of the Work. In addition to the
easements shown on the Plat, each Lot shall be subject to perpetu
al drainage easements along each side Lot line in the amount of
three (3) feet for the installation, maintenance, and use of
drainage ditches, pipes or other drainage facilities.

2.3 Lake Related Easements. The City of Jacksonville and
the City of Atlantic Beach, Florida have been granted perpetual
drainage easements through each of the lakes, lagoons, marshes and
other wetlands situated in whole or in part on the Property for
use and maintenance as an outfall for storm drainage waters. Each
Lakefront Lot is subject to an easement to the City of Jackson
ville, the City of Atlantic Beach and the Association from the top
of the lake embankment to the rear lot lines (including any sub
merged portions of the Lot) for the installation, use, mainte
nance, repair and replacement of stormwater filtration and reten
tion systems. The City of Jacksonville, Florida, the City of
Atlantic Beach, Florida and the Association shall have perpetual
easements across each Lakefront Lot for ingress and egress to such
lake for the purposes of exercising any right or performing any
obligation provided in this Declaration, on the Plat, or by Law.

2.4 Property Boundary Fence. As part of the Work, Developer
may construct a privacy fence across some of the Lots that sepa
rates the Property, and provides a buffer, from adjoining proper
ties (the "Property Boundary Fence"). If the provisions of this
Declaration are extended to the Unplatted Lands as provided here
in, Developer may construct a similar Property Boundary Fence on
some of the Lots to be platted in subsequent phases. All Lots
upon which portions of the Property Boundary Fence are located,
are subject to an exclusive perpetual easement for the location of
the Property Boundary Fence. All such Lots are also subject to
easements to the Association for the maintenance, repair and re
placement of the Property Boundary Fence and the landscaping asso
ciated therewith, which may be exercised by the Association if the
Owner fails to properly maintain the Property Boundary fence as
hereinafter provided.

2.5 Ocean Access. The portion of the Common Areas that pro
vides ingress and egress from Seminole Beach Road (County Road No.
608) to the waters of the Atlantic Ocean must be maintained by the
Association as means of ingress and egress to the Atlantic Ocean

-4-

_{Z GUI r, 553}

; OFFICIAL *EC/ for the benefit of the Owners, unless one hundfetT-p'erceht (100%) of the Owners and First Mortgagees should agree to terminate these rights.

2.6 Plat Easements. Reference is made to the utilities,
drainage, ingress and egress, non-access, and other easements
shown on the Plat. The Developer shall have the unrestricted
right without the approval or joinder of any other Person to de
signate the use and to alienate, release or otherwise assign the
easements shown on the Plat unless such easements have been pre
viously conveyed or dedicated. The easements may be used to con
struct, maintain and operate water mains, drainage ditches, sewer
lines and other suitable installations for drainage and sewage
disposal, or for the installation, maintenance, transmission and
use of electricity, gas, telephone, water and other utilities,
whether or not the easements are shown on the Plat to be for
drainage, utilities, or other purposes. The Owners of the Lots
subject to easements shown on the Plat shall acquire no right,
title or interest in any of the cables, conduits, pipes, mains,
lines, or other equipment or facilities placed on, over or under
the easement area. The Owner of a Lot subject to any easement
shall not construct any improvements on the easement areas, nor
alter the flow of drainage, nor landscape such areas with hedges,
trees or other landscape items that might interfere with the exer
cise of the easement rights. If any Owner constructs any improve
ments on such easement areas or landscapes such areas as afore
said, the Owner of the Lot shall remove the improvements or land
scape items upon written request of Developer, the Association or
the grantee of the easement. Developer reserves the right to im
pose further restrictions and to grant or dedicate additional
easements and rights-of-way on any Lots owned by Developer. In
addition, Developer hereby expressly reserves the right to grant
easements and rights-of-way over, under and through the Common
Areas so long as Developer shall own any portion of the Property.
The easements granted by Developer shall not materially adversely
affect any improvements or unreasonably interfere with the enjoy
ment of the Common Areas.

2.7 All Rights and Easements Appurtenant. The benefit of
all rights and easements granted by this Article constitute a per
manent appurtenance to, and pass with, the title to every Lot en
joying such benefit. Whenever any such right or easement is de
scribed as nonexclusive by this Article its benefit nevertheless
is exclusive to all Lots granted such benefit by this Article, un
less this Article expressly grants such benefit to additional Per
sons. In no event does the benefit of any such easement extend to
the general public.

2.8 Delegation of Use. Any Owner may delegate his right of
enjoyment and other rights in the Common Areas to any and all Per
sons from time to time lawfully occupying such Owner's Lot. Any
delegation is subject to the Association's Regulations.

2.9 Ownership Rights Limited to Those Enumerated. No trans
fer of title to any Lot passes any rights in and to the Common
Areas, except as expressly enumerated in this Declaration. No
provision in any deed or other instrument of conveyance of any in
terest in any Lot shall be construed as passing any such right,
title, and interest except as expressly provided in this Declara
tion.

2.10 Platting and Subdivision Restrictions. Developer may from time to time, plat or replat all or any part of the Property owned by Developer, and may file subdivision restrictions and amendments thereto with respect to any such portion of the Property.

-5-

ARTICLE III

^{£"6141 k 354}

;■ OFFiCiAL RECORDS

USE RESTRICTIONS

3.1 Residential Use. Lots may only be improved by the con
struction thereon of a Unit in accordance with plans and specifi
cations for such Unit approved in writing by the A.R.C. in accord
ance with the procedures described in Article VIII hereof. Each
Lot shall be used for single family residential purposes only.
No trailer, basement, garage, or any outbuilding of any kind other
than a guest house or servants' quarters shall be at any time used
as a residence either temporarily or permanently. No picnic areas
and no detached outbuildings shall be erected or permitted to re
main on any lot prior to the start of construction of a permanent
residence thereon. No trade, business, or profession of any kind
may be conducted in, on, or from any Lot, subject to the rights
herein reserved to Developer to complete the Work. The letting,
renting, or leasing of Lots and Units for non-transient residen
tial purposes shall not constitute a trade or business.

3.2 SJ2e and Minimum Floor Elevation Limitations. The Units
constructed on each Lot shall not exceed the height of thirty-five
(35) feet above grade level. Units shall have a minimum square
footage of one thousand eight hundred (1,800) square feet of in
terior living area, exclusive of garages, porches and patios, but
total ground coverage shall not exceed thirty-five percent (35%)
of the lot surface area. Minimum floor elevation shall be 9.75
feet above mean sea level.

3.3 Other Structures. Without the prior written approval of
the A.R.C, no tents, sheds, trailers, tanks, storage buildings,
clothes lines, arbors, gazebos, swimming pools, playground equip
ment or structures of any type whether similar or dissimilar to
those herein enumerated and whether intended to be temporary or
permanent may be erected on a Lot.

3.4 Landscaping. In connection with the construction of
improvements on any vacant Lot, complete landscaping plans must be
submitted and approved with the plans and specifications for con
struction of the Unit in accordance with the procedures described
in Article VIII hereof. All landscaping plans must include an
automatic underground sprinkler system. No living trees measuring
six (6) inches or more in diameter at a point two (2) feet above
the ground may be removed without the written approval of the
A.R.C. Any Person removing trees in violation of this covenant
shall pay to the Developer or its successors and assigns a stipu
lated liquidated damage sum of $20.00 per inch of diameter mea
sured as stated above for each tree, up to a maximum liquidated
damage sum of $2,000 for any Lot. No hedges or hedge like group
ing of plants exceeding two (2) feet in height shall be permitted
without the written approval of the A.R.C. No artificial grass,
plants or other artificial vegetation shall be placed or main
tained on any Lot. No weeds, underbrush or other unsightly vege
tation shall be permitted to grow or remain on any Lot.

3.5 Fences.

(a) General. No hedges, fences, walls or similar structures may be erected on a Lot, until the location, quality, style, color and design have been first approved in writing by the A.R.C. In general, fences, walls and hedges will not be permitted to define property lines. The A.R.C. shall grant approval for fences, walls and hedges only when necessary to provide privacy from highly trafficed streets, parking lots, driveways and other areas and shall not grant approval for any fence on a Lakefront Lot without a showing of special hardship. No fence, wall or hedge may axceed six (6) feet in height. No chain link, barbed wire or other forms of wire fences are permitted. All fences must be painted or stained and must be maintained to preserve an at-

-6-

_{n 6141 k 555}

.'• OFFICIAL RECOROS' tractive appearance from the exterior of each—-k©fe—aa-defcer-—

mined in the sole discretion of A.R.C.

(b) Property Privacy Fence. Without the prior written
approval of the A.R.C., the Property Boundary Fence, as de
scribed in Paragraph 2.4 hereof, may not be removed, altered
or modified in any manner whatsoever nor used for any purpose
except to provide privacy to the Property.

(c) Preservation of Easement Rights. Specific refer
ence is made to the easements shown on the Plat and reserved
in this Declaration. No fence, wall, or other improvements
that interfere with exercise of these easement rights may be
constructed, installed or maintained in these easement areas.
Any improvements or landscaping located in these easement
areas are subject to removal at the expense of the Owner of
the Lot when requested by the grantee of the easement.

3.6 Setback Lines. To assure that location of dwellings
will be staggered where practical and appropriate, so that the
maximum amount of view and breeze will be available to each dwell
ing and that the structures will be located with regard to the to
pography of each Lot, the A.R.C. shall have the right to control
absolutely and to solely decide the precise site and location of
any dwelling or other structure upon all Lots, subject to compli
ance with zoning regulations. Without a showing of special hard
ship, the A.R.C. shall not approve set-backs less then thirty-five
(35) feet from the front lot line, twenty (20) feet from side
street lot lines, twenty (20) feet from rear lot lines or the top
of the bank for Lakefront Lots, and seven and one-half feet (7.5)
for side lot lines. Developer reserves the right to establish
specific setback lines applicable to any unsold Lots in the Pro
perty.

3.7 Parking Restrictions and Garages.

(a) Parking. Unless and until the Association promul
gates rules and regulations expressly authorizing the park
ing, storage, or repair, of boats, trailers, recreational ve
hicles, or other vehicles, no vehicle, boat, or trailer may
be parked, stored, or repaired, anywhere within the Property
except that functional passenger automobiles, vans, motor
cycles, and trucks of one-half ton capacity or less (collec
tively, "Permitted Vehicles") may be parked in those areas
described in this paragraph. Boats, trailers and other vehi
cles that are not Permitted Vehicles regularly may be parked
only in the garage of a Unit. Permitted Vehicles may be
parked only within a garage of a Unit or in the driveway. No
parking places may be constructed on any Lot, except as con
structed in accordance with approved plans and specifica
tions. Commercial vehicles or any Permitted Vehicles with
advertising thereon shall not be parked within public view on
a regular basis. No part of the Common Areas or of the pub
lic right-of-ways shall be regularly used for parking. The
Association may enforce the foregoing restrictions in any
lawful manner, including the imposition of reasonable, uni
form fines for willful or repeated violations. Nothing in
this paragraph prohibits the emergency repair or servicing of
Permitted Vehicles, so long as such repair or servicing is
completed within 48 hours.

(b) Garages. No garage shall be permanently enclosed
or converted to another use without the written approval of
the A.R.C. No carports shall be permitted. All Units must
be constructed with garaged attached or detached which shall
contain at least two parking places with a minimum of 180
square feet of usable space appropriate for the parking of
Permitted Vehicles. All garages must have electric door
openers which shall be maintained in a useful condition and
shall be kept closed when not in use. Garage entrances shall

-7-

_{:6141k 556}

VTi

■ 0TFiC.>«i_ ••.^ face toward the side or rear of the Lot, ufrlesa""ot*h~erwise approved by the A.R.C.

(c) Driveways. All improved Lots shall have a paved driveway constructed of a material approved by the A.R.C. as part of the plans and specifications. Unbordered, plain concrete will not be permitted.

3.8 Alterations, Modifications and Maintenance of Exteriors.
An Owner may not cause or permit any alteration, modification,
renovation or reconstruction to be made to the structural compo
nents, roof, or exterior of his Unit including driveways and park
ing areas, nor make any additions to the exterior of his Unit in
cluding the installation of window air conditioners, without the
prior written approval of the A.R.C, except that an Owner shall
maintain, repair and replace the exterior of his Unit and Lot with
materials of the same style and of equal or greater quality as
originally constructed in accordance with approved plans and spec
ifications.

3.9 Antenna Systems. No television or radio masts, towers,
poles, antennas, aerials, satellite dishes, or appurtenances shall
be erected, constructed, or maintained on the exterior of any Unit
or Lot unless the location, size and design thereof have been ap
proved by the A.R.C. In general the A.R.C. shall not approve any
such items unless the proposed antenna system for the Unit can be
completely hidden from view from the street and adjacent Lots.

3.10 Occupancy and Leasing Restrictions. Each of the Units
shall be occupied only by the Owner or lessee of a Unit, members
of their family, their servants and nonpaying social guests. En
tire units may be rented provided the occupancy is only by the
lessee and the members of their family, servants and nonpaying so
cial guests. The Owner will be jointly and severally liable with
the tenant to the Association for any amount which is required by
the Association to repair any damage resulting from acts or omis
sions of tenants (as determined in the sole discretion of the As
sociation) or to pay any claim for injury or damage to property
caused by the negligence of the tenant. Special assessments may
be levied against the Lot for such amounts. No rooms may be
rented and no transients may be accommodated in a Unit. No lease
may be for a period of less than six months without the approval
of the Association.

3.11 Animals. No animals, livestock, or poultry shall be raised, bred, or kept anywhere within the Property, except that caged birds and other common household pets may be kept by the occupants of each Unit subject to the Association's Regulations, provided such pets are not kept, bred or maintained for any commercial purpose and provided further that such pets are neither dangerous nor a nuisance to the residents of the Property. Dogs must be leashed or kept within enclosed areas at all times. All pets are prohibited from the recreational facilities located on the Common Area.

*

3.12 Storaga of Fuel Tanks, Garbage and Trash Receptacles. All above ground tanks, cylinder or containers for the storage of liquified petroleum, gas or other fuel, garbage or trash, must be approved by the A.R.C. and shall be screened from view from adjacent Lots and any street. Except for regular collection and disposal, no rubbish, trash, garbage, or other waste material or accumulations shall be kept, stored, or permitted anywhere within the Property, except inside the Unit, or in refuse containers concealed from view, and in accordance with the Association's Regulations. No fires for burning of trash, leaves, clippings, or other debris shall be permitted on any part of the Property, including street rights-of-way.

3.13 Sewage Disposal and Water Service. All water and sewage facilties and service to the Property shall be supplied by City of

-8-

^{^6141 u 557}

^OFFICIAL '<ECCKOo *

Atlantic Beach, Florida, its successors or assigns, by means of the central water supply and sewage system providing service to the Property. No well of any kind shall be dug or drilled on the Property without the prior approval of the A.R.C., and then only for the purpose of providing landscape irrigation. No septic tank may be constructed on any Lot. No sewage may be discharged on the open ground or into the lakes. No water from air conditioning systems or swimming pools shall be discharged into the marshlands or lakes, except from swimming pools located on the Common Area. The City of Atlantic Beach, Florida, or its successors or assigns, has a non-exclusive perpetual easement, in, over and under the areas described on the Plat as "Easement for Utilities" or similar wording for the purpose of installation, maintenance and operation of water and sewage facilities.

3.14 Signs and Mailboxes. No sign of any kind shall be dis
played to public view within the Property except customary address
signs approved by the A.R.C., and an approved lawn sign of not
more than four (4) square feet in size advertising a Lot for sale
or rent. All signs permitted by this subsection are subject to
the A.R.C.'s Regulations. The size, design and color of all mail
boxes and the supporting structures must be approved by the
A.R.C.

3.15 Outdoor Drying of Laundry. Outdoor drying of laundry or
other items must be done in areas that are completely screened
from view from adjacent Lots and any street. All clothes lines or
drying racks must be approved in writing by the A.R.C. No rugs,
drapes, or other items shall be hung from any portion of the ex
terior of any Unit.

3.16 Window Coverings and Air Conditioners. Without the
prior written approval of the A.R.C, no aluminum foil, tinted
glass or other reflective material shall be installed or main
tained on any windows of a Unit. No window air conditioning units
shall be installed in any side of a building which faces a street.
No exterior components of air conditioning units shall be visible
from the street.

3.17 Wetlands.

(a) General. Only the Developer or the Association shall have the right to pump or^: otherwise remove any water from any lake, stream, pond, lagoon, marsh or other wetlands situated in whole or in part upon the Property for the purpose of irrigation or other use notwithstanding that all or a portion of such wetlands may be located within a Lot. Subject to drainage easements to the City of Jacksonville, and the City of Atlantic Beach, Florida, the Association shall have the sole and absolute right to control the water level of such lakes and to control the growth and eradication of plants, animals, fish and fungi and in any such lakes. The height, grade and contour of any lake embankment shall not be changed without the prior written consent of the Association. No docks, moorings, pilings, bulkheads or other structures shall be constructed on such embankments, unless and until same shall have been approved by the A.R.C.

(b) Recreational Use. Only manually powered boats, sailboats sixteen (16) feet or less, and boats sixteen (16) feet or less powered by electric trolling motors may be used on any of the lakes, ponds, streams, lagoons, marshes or other wetlands within the Property, notwithstanding that all or portions of such wetlands may be located within a Lot. Except with the prior written consent of the Association or in accordance with the Association's Regulations, no swimming, bathing, fishing, canoeing, boating, or other recreational activity of any nature is permitted in, about, or on the lake designated as Parcel B on the Plat of Unit One.

-9-

_{ST6141 ►: 558}

, OfFiCiL lCUKCS 3.18 Rules and Regulations. The Associa&ieB- is--empowered

to issue, and thereafter amend or terminate, reasonable rules and regulations for the use and control of the Property. No Owner or other Person occupying any Lot, or any invitee, shall violate the Association's Regulations for the use of the Property. All Owners and other Persons occupying any Lot, and their invitees, at all times shall do all things reasonably necessary to comply with the Regulations. Wherever any provisions of this Article prohibit any activity, condition, or structure within the Property except as permitted by the Association's Regulations, such restriction or prohibition is self executing unless and until the Association issues Regulations expressly permitting the same. Without limitation, any rule or regulation will be deemed "issued" when posted conspicuously at such convenient location within the Property as the Association may from time to time designate.

3.19 General Prohibitions and Indemnity. No activity is per
mitted, nor shall any object or substance be kept, stored, or
emitted, within the Property in violation of Law. No noxious, de
structive, or offensive activity is permitted within the Property,
nor shall anything be done within the Property that may constitute
a nuisance to any other Person lawfully occupying any Lot. Each
Owner shall defend, indemnify, and hold the Association and other
Owners harmless against all loss from damage or waste caused by
such Owner, or by any occupant of such Owner's Lot. Notwith
standing the foregoing, or any other provision of the Declaration
to the contrary, an Owner's liability to the Association for unin
tentional acts or omissions is limited to the available proceeds
of any and all insurance maintained by such Owner or the Associa
tion if, at the time of such act or omission, such Owner or the
Association has insurance in force complying with the requirements
of this Declaration. Collection of such proceeds is at the Asso
ciation's risk. To the extent from time to time available, the
Association's insurance must provide for waiver of subrogation by
the Association's insuror against any Owner because of any unin
tentional act or omission for which such Owner is responsible
under this paragraph.

3.20 Casualty Damage. In the event of damage or destruction
by fire or other casualty to the improvements on any Lot, unless
the improvements are completely destroyed, the Owner shall repair
or rebuild such damaged or destroyed improvements in a good and
workmanlike manner, within a reasonable time not to exceed one
year and in accordance with the provision of this Declaration.
The improvements shall be reconstructed in accordance with the
original approved plans and specifications including color scheme,
placement on Lot and materials, unless the Owner wishes to modify
the Unit, in which case the Owner must comply with the provisions
of Article VIII hereof, and other applicable provisions of the
Declaration. In all cases, all debris must be removed and the Lot
restored to an orderly condition as soon as possible, but not to
exceed sixty (60) days after such damage or destruction.

ARTICLE IV MEMBERSHIP AND VOTING RIGHTS

4.1 Membership. Every Owner of a Lot is a member of the Association and is entitled to one membership for each Lot owned. Each membership is appurtenant to the Lot upon which it is based and is transferred automatically by conveyance of title to that Lot whereupon the membership of the previous Owner automatically terminates. No Person other than an Owner may be a member of the Association, and a membership in the Association may not be transferred or encumbered except by the transfer of title to a Lot; provided however, the foregoing does not prohibit the assignment of membership and voting rights by an Owner who is a contract seller to his vendee in possession.

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STG141»: 559

'■ OFFICIAL RECORDS *

4.2 Classification. The Association has two classes o£ vot
ing membership:

(a) Class A. So long as there is Class B membership,
Class A members are all Owners except Developer. Class A
members are entitled to one vote for each Lot owned. Upon
termination of Class B Membership, Class A members are all
Owners, including Developer so long as Developer is an Own
er.

(b) Class B. The Class B member is Developer who is
entitled to three votes for each Lot owned. The Class B mem
bership will cease and be converted to Class A membership
upon the happening of either of the following events, which
ever occurs first: (i) when the total votes outstanding in
the Class A membership equal the total votes outstanding in
the Class B membership; or (ii) five (5) years from the re
cording date of this Declaration or any amendatory or supple
mental declaration extending this Declaration to all or part
of the Unplatted Land.

4.3 Co-Ownership. If more than one Person holds the record
title to any Lot, all such Persons are members but only one vote
may be cast with respect to such Lot, and no fractional votes are
permitted. Each co-owner must file the name of the voting co-own
er with the secretary of the Association to be entitled to vote at
any meeting, unless such co-owners have filed a general voting au
thority with the secretary applicable to all votes until re
scinded. Notwithstanding the foregoing, if title to any Lot is
held by husband and wife, either co-owner is entitled to cast the
vote for such Lot unless and until a written voting authority is
filed with the Association designating a voting co-owner. If
title is held by a corporation, the secretary of the corporation
shall file with the Association a certificate designating the au
thorized voting representative of the corporation, which shall be
effective until rescinded by the corporation.

4.4 Extraordinary Action. The Association's Articles of In
corporation provide that certain actions of the Association as de
scribed in the Articles require the approval of a super-majority
of the members. In addition, any such action shall require the
written approval of the Developer for so long as the Developer is
a member of the Association.

4.5 Amplification. The members of the Association shall
elect the Board of Directors of the Association, who shall manag-e
the affairs of the Association. The Board of Directors shall ap
point officers of the Association to administer the operation of
the Association. The provisions of this Article are amplified by
the Association's Articles and By-Laws, but no such amplification
shall alter or amend substantially any of the rights or obliga
tions of the Owners set forth in this Article. Developer intends
that the provisions of this Declaration and the Articles and
By-Laws be interpreted and enforced to avoid inconsistencies or
conflicting results. If any such conflict necessarily results,
however, Developer intends that the provisions of this Declaration
control anything in the Articles or By-Laws to the contrary.

ARTICLE V

RIGHTS AND OBLIGATIONS OF THE ASSOCIATION 5.1 The Common Area.

(a) General. Subject to the rights of the Developer and the Owners, as set forth in this Declaration, the Association has exclusive management and control of the Common Araas, and all of its improvements, fixtures, furnishings, equipment, and other related personal property. The Associa-

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•r-i Dill r* OtJ

tion shall keep the foregoing in a safe, clean, attractive, sanitary, and servicable condition, and in good order and ra-pair. The Association's duties with respect to the Common Araas include the management, operation, maintenance, repair, servicing, replacement, and renewal of all improvements, equipment, and tangible personal property installed by Developer as part of the Work, and any replacements or additions thereto made in accordance with the provisions of the Legal Documents.

(b) Insurance. The Association shall keep the improvements located on the Common Areas, including fixtures and personal property of the Association insured to the maximum insurable replacement value, as determined by the Board of Directors. The insurance shall provide coverage against loss or damage by fire or other hazards covered by a standard extended coverage endorsement and such other risks as from time to time are customarily covered with respect to improvements similar in construction, location and use as the improvements on the Common Areas, including vandalism and malicious mischief, and flood and water damage, if the Common Areas are at any time located in a federally designated flood area. The Association shall carry public liability insurance in amounts and with coverage as determined by the Board of Directors. To the extent from time to time available, the Association's insurance must provide for waiver of subrogation by the Association's insuror against any Owner because of unintentional acts or omissions.

5.2 Other Maintenance.

(a) Unit Exterior and Lot Maintenance. If an Owner of
any Lot shall fail to maintain, repair, or restore the exter
ior of his Lot and Unit, including the landscaping and any
portion of the Property Boundary Fence located thereon, and
the shoreline of the Lake adjacent to or within his Lot (if
his Lot is a Lakefront Lot), in the manner required by the
Legal Documents within thirty (30) days following notice by
the Association specifying the maintenance or repair item,
then the Association after approval by not less than seventy-
five percent (75%) of the members of the Board of Directors,
shall have the right, through its agents and employees, to
enter upon the Lot and to perform such repair, maintenance,
or restoration. The cost of such exterior maintenance shall
be assessed to the Owner of the Lot and shall become due and
payable in all respects, together with interest and fees and
costs of collection, as provided for other assessments of the
Association. Additionally, the Association shall have a lien
for all unpaid costs and interest against the Lot, and such
costs and interest shall be the personal obligation of the
Person who owned the Lot at the time the notice was given by
the Association, in the same manner as herein provided for
other assessments of the Association.

(b) Pedestrian Access Easement. The Association shall
maintain and keep in good order and repair the pedestrian ac
cess easement (and any pedestrian bridge that may be asso
ciated with said easement) that provides ingress and egress
from the Property to Selva Marina Drive, a publicly dedicated
right of way.

(c) Lake Maintenance. The Association shall maintain
the lakes and wetlands within the Property, notwithstanding
that a portion of any lake or wetland may be located within
one or more Lots. Subject to the rights of the City of
Jacksonville, and the City of Atlantic Beach, Florida, and
other governmental authorities, the Association shall have
the exclusive right to determine and control water levels and
water quality, and to control the growth and removal of
plants, fungi, waterfowl and animals within the lakes and

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_{ST6141 ,. 5}

wetlands. The provisions of this subparagraph do not

supercede the provisions of Article VII hereof that require

Lakefront Lot Owners to maintain the lake shoreline located
adjacent to their Lots.

(d) Stormwater Management. The Association shall operate and maintain the stormwater management system that Developer has installed as part of the Work pursuant to the permits issued by the Florida Department of Environmental Regulation and the St. Johns Water Management District, including all lakes, retention areas, underdrains, culverts and filtration systems. If the Association is dissolved, the property consisting of the stormwater management system that is located on the Common Areas shall be conveyed to an appropriate agency of local government, and those portions of Lots on which are located parts of the stormwater management system shall be subject to easements to such agency of local government to operate and maintain the stormwater management system. If the conveyance is not accepted by the local government agency, then the stormwater management system must be conveyed to a non-profit corporation similar to the Association. Any modification of the Common Areas that would adversely affect the stormwater management system must have the prior approval of the St. Johns Water Management District.

5.3 Public Property.

(a) Sidewalks. If an Owner fails to construct a side
walk adjacent to his Lot as required by paragraph 7.2 hereof,
within thirty (30) days following notice from the Associa
tion, then the Association shall construct prior to May 1,
1989 the required sidewalk and assess the Owner of the Lot
for the cost of same. The Association also may contract at
any time to construct the required sidewalks on behalf of
Owners subject to the provisions of paragraph 7.2 and shall
assess the cost thereof to such Owners.

(b) Landscaping. The Association shall maintain all
landscaping and grassed areas' installed by Developer as part
of the Work located in public rights-of-way or on utility
parcels within the Property, except portions to be maintained
by Owners under the provisions of Article VII hereof.

5.4 Services. The Association may obtain and pay for the
services of any Person to manage its affairs to the extent it
deems advisable and may contract for such other personnel as the
Association determines are necessary, convenient, or desirable for
the proper operation of the Property or the performance of the
Association's responsibilities hereunder, whether such personnel
are furnished or employed directly by the Association or by any
Person with whom it contracts. The Association may obtain and pay
for legal and accounting services necessary, convenient, or desir
able in connection with the operation of the Property or the en
forcement of the Legal Documents or the Association's Regulations.

5.5 Rules and Regulations. The Association from time*to
time may adopt, alter, amend, rescind, and enforce reasonable
rules and regulations governing the use of the Lots and the Common
Areas so long as such rules and regulations are consistent with
the rights and duties established by the Legal Documents. The va
lidity of the Association's rules and regulations, and their en
forcement, shall be determined by a standard of reasonableness for
the purpose of protecting the value and desirability of the Pro
perty as a residential community. The rules and regulations ini
tially shall be promulgated by the Board of Directors and may be
amended by a majority vote of the Board of Directors, or may be
amended or rescinded by a majority of both classes of membership
present and voting at any regular or special meeting convened for
such purpose. No regulation, decision, amendment or other action
that reasonably may have the effect of waiving, lessening, or

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_{£TG141 k 562}

;• OFF.CIAL '-ECOnCw * otherwise intecferring with the scope or enforcement -of-- any restriction imposed on the Property by this Declaration will be valid without the written approval of the Developer. The Association's procedures for enforcing its rules and regulations at all times shall provide the affected Owner with reasonable prior notice and opportunity to be heard, in person or through representatives of the Owner's choosing.

5.6 Implied Rights. The Association may exercise any right,
power, or privilege given to it expressly by the Legal Documents
and every other right, power, or privilege so granted or reason
ably necessary, convenient, or desirable to effectuate the exer
cise of any right, power, or privilege so granted.

5.7 Access by Association. The Association has a right of
entry on to each Lot (but not the Unit located thereon) to the ex
tent reasonably necessary to exercise any right granted or to dis
charge any duty imposed by the Legal Documents, or for any other
purpose reasonably related to the Association's performance of any
duty imposed, or exercise of any right granted, by the Legal Docu
ments. Such right of entry must be exercised in a peaceful and
reasonable manner at reasonable time and upon reasonable notice
whenever circumstances permit, except in the event of an emergency
and only then to the extent necessary to prevent personal injury
or property damage. No Owner shall withhold consent arbitrarily
to entry by the Association for the purpose of discharging any
duty or right if such entry is upon reasonable notice, at a rea
sonable time, and in a peaceful and reasonable manner. The Asso
ciation's right of entry may be exercised by its agents, em
ployees, contractors, and managers.

5.8 Restriction on Capital Improvements. All capital im
provements to the Common Areas, except for replacement or repair
of those items installed by Developer as part of the Work, and ex
cept for personal property related to the Common Areas, must be
approved by two-thirds (2/3) of each class of those members pre
sent in person or by proxy and voting at a meeting duly convened
for such purpose.

ARTICLE VI COVENANTS FOR ASSESSMENTS

6.1 Assessments Established. For each Lot within the Property, Developer covenants, and each Owner by acceptance of a deed or other conveyance of record title to a Lot, whether or not it is so expressed in such deed or conveyance, is deemed to covenant and agree to pay to the Association:

(a) An annual maintenance assessment, as defined in
paragraph 6.2; and

(b) Special assessments, as defined in paragraph 6.3;
and •

(c) Special assessments for property taxes levied and
assessed against the Common Areas, as defined in paragraph
6.4; and

(d) Specific assessments against a particular Lot that
are established pursuant to any provisions of the Legal Docu
ments, as provided in paragraph 6.5; and

(e) All excise taxes, if any, that from time to time
may be imposed upon all or any portion of the assessments es
tablished by this Article.

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6.2 Annual Maintenance Assessments.

£ OFFICIAL RECORDS*

(a) General. The annual maintenance assessments levied
by the Association must be used exclusively to promote the
recreation, health, safety, and welfare of the residents and
occupants within the Property, and for the.operation, manage
ment, maintenance, repair, renewal and replacement o£ the
Common Areas (including maintenance of adequate reserves),
the payment of taxes and insurance, and for the performance
of the Association's duties under the Legal Documents. The
annual assessment shall be used to fund all general activi
ties and expenses of the Association incurred in the admini
stration of the powers and duties granted under the Legal
Documents and pursuant to Law including the maintenance of
adequate reserve accounts.

(b) Amount.

(i) Until January 1 of the year immediately following the conveyance of the first Lot by Developer to an Owner other than Developer, the maximum annual maintenance assessment shall be One Hundred Eighty Dollars ($180.00) for each fully assessable Lot. The Board of Directors may fix the annual assessment at an amount not in excess of the maximum.

(ii) Commencing with the fiscal year beginning January 1 of the year immediately following the conveyance of the first Lot by Developer to an Owner other than Developer and each year thereafter, the Board of Directors, at its annual meeting next preceding such date, and each respective January 1 thereafter, shall set the amount of the maximum annual maintenance assessment for the following year for each Lot, provided that the maximum annual maintenance assessment may not be increased more than fifteen percent (15%) above the maximum annual maintenance assessment for the previous year unless approved by two-thirds (2/3) of each class of those members present in- person or by proxy and voting at a meeting duly convened as provided hereunder. The amount of the annual maintenance assessment shall be fixed by the Board of Directors for each fiscal year and shall be payable in one or more installments as determined by the Board of Directors without interest so long as not more than thirty (30) days delinquent. Written notice of such assessment shall be given to every Owner, but the failure to give such notice will not invalidate an otherwise proper assessment. In the absence of Board action the annual maintenance assessment then in effect will continue for the next fiscal year.

(c) Commencement of Annual Assessment. The annual as
sessment begins as to all Lots within the Property on the
first day of the month following the recording in the public
records of the first transfer of title of any Lot to an Owner
other than Developer, except that a transfer by Developer •of
unimproved Lot(s) to a Person who intends to construct there
on a Unit for resale purposes shall not cause the commence
ment of assessments for all Lots. If the operation of this
Declaration is extended to additional lands, as provided
herein, then the Annual Assessment begins against all Lots
within each such extension on the first day of the first
month following the recording in the public records of the
first transfer of title to an Owner other than Developer of
any Lot therein, excluding any transfer by Developer of unim
proved Lots to a Person who intends to construct thereon a
Unit for resale purposes. The first annual assessment
against any Lot shall be prorated according to the number of
months then remaining in the fiscal year.

6.3 Special Assessments. The Association may levy special assessments payable in one or more installments applicable to that

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_{O141 r. 564}

year only for the purpose of defraying, in whdTe~~or in part, any expense that is not reasonably expected to be incurred on a regular basis, including the expense of performing for any delinquent Owner the obligations of such Owner as provided in Paragraph 5.2 hereof, or the cost of any purchase of additional real property for the use and benefit of Owners, or construction, reconstruction, renewal, repair, or replacement of a capital improvement upon the Common Areas; provided that such assessment is approved by two-thirds (2/3) of each class of those members present in person or by proxy and voting at a meeting duly convened for such purpose.

6.4 Property Taxes. The Association shall timely pay all
ad valorem real estate taxes, special assessments and other taxes,
if any, levied on the Common Areas, and shall assess each Owner
for the cost thereof as provided in paragraph 6.1 hereof. The
amount of the assessment shall be determined by dividing the
amount of such taxes by the number of Lots within the Property.
At the Board's discretion, such assessment may be payable in a
lump sum within thirty (30) days after notice or all or any por
tion thereof may be assessed as a part of the annual maintenance
assessment described above. Each year the Board shall determine,
within forty-five (45) days after receiving notice of the amount
of taxes due, whether such assessment shall be levied, and its
amount.

6.5 Specific Assessments. Any indebtedness of an Owner to
the Association arising under any provision of the Legal Docu
ments, including any indemnity, or by contract express or implied,
or because of any act or omission of the Owner or any occupant of
such Owner's Lot, or arising by reason of any Owner's failure to
properly maintain those portions of the exterior of his Lot and
Unit as herein provided, also may be assessed by the Association
against the Owner's Lot after the Owner fails to pay it when due
and the default continues for thirty (30) days after written no
tice.

6.6 Uniformity of Assessments. The annual maintenance as
sessment and any special assessmen'ts for the Common Areas must be
uniform throughout the Property, except that the annual mainte
nance assessment against any Lot owned by Developer and which is
not being occupied as a residence may be fixed by the Board of Di
rectors for so long as there is a Class B membership in an amount
not less than five percent (5%) nor more than one hundred percent
(100%), of the amount of the annual maintenance assessment against
Lots owned by the Class A members of the Association then in ef
fect; provided that Developer shall have agreed to fund the defi
cits, if any, between the aggregate amount assessed Class A mem
bers and Developer, and the total expenses of the Association dur
ing the applicable period. Developer shall be obligated to fund
such deficits only as they are actually incurred by the Associa
tion. The Developer shall cease to pay any portion of the deficit
of the annual operating expenses of the Association under the pro
visions of this paragraph when Developer is no longer entitled to
elect a majority of the Board of Directors of the Association.
Thereafter, the Developer shall pay an annual maintenance assess
ment amount attributable to any Lot then owned by Developer and
which are not being occupied as a residence at one-half (1/2) the
rate assessed against Lots owned by Owners other than Developer.
This provision is not and shall not be construed as a guaranty or
representation as to the level of assessment imposed under the
provisions of this Article. Upon transfer of title of a Developer
owned Lot other than for purposes of completing the Work, such Lot
shall be assessed in the applicable amount established against
Lots owned by the Class A members of the Association, prorated as
of, and commencing with, the month following the date of transfer
of title.

6.7 Certificate of Payment. The Association shall furnish
to any interested Person a certificate signed by an officer of the

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_{ti 6141 b 565}

Association setting forth whether assessments against"a—spernflcL Lot have been paid and, if not, its unpaid balance. To defray its costs, the Association may impose a reasonable, uniform charge for issuing such certificates. A properly executed certificate of the Association as to the status of assessments on a Lot is binding on the Association as of the date of issuance.

6.8 Lien for Assessments. All sums assessed to any Lot, to
gether with interest and all costs and expenses of collection, in
cluding reasonable attorneys' fees, shall become a lien on such
Lot in favor of tha Association upon the recording of a claim of
lien signed by an officer of the Association. The Association may
record a claim notice of lien against any Lot when any assessment
is more than 30 days delinquent. Bach such assessment, together
with interest and all costs and expenses of collection, including
reasonable attorneys¹ fees, also is the personal obligation of the
Person who was the Owner of such Lot when the assessment fell due.
The personal obligation for delinquent assessments does not pass
to an Owner's successors in title, however, unless assumed ex
pressly in writing.

6.9 Remedies of the Association.