PROPOSED DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR ULTIMATE SKI LAKE THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS is made this _____ day of , 2005, by THE ULTIMATE SKI LAKE, LLC, a Florida limited liability company (the 'Declarant'). W I T N E S S E T H WHEREAS, Declarant is the owner of the real property described in Exhibit A attached hereto and incorporated herein by reference (the 'Property'); and WHEREAS, the Property is an RPD single family residential neighborhood including a ski lake situated in Lee County, Florida, and more particularly described in this Declaration of Covenants, Conditions, Restrictions and Easements for ULTIMATE SKI LAKE to be recorded in the Public Records of Lee County, Florida (the "Declaration"); and WHEREAS, Declarant, as the owner of the real property described in Exhibit A, desires that the Property described therein shall be subject to the terms and conditions of this Declaration; NOW, THEREFORE, Declarant declares that the Property and any and all additional property which is hereinafter subjected to this Declaration shall be held, transferred, sold, conveyed, leased, mortgaged and otherwise dealt with subject to the following covenants, conditions, restrictions and easements set forth in this Declaration, which shall run with the Property, be part of such Property and inure to the benefit of, and be enforceable by, each Owner and their successors in title. 1. INTENT OF DECLARATION AND DISCLOSURES 1.1 Binding Effect. This Declaration shall be binding on the Property. 1.2 Purpose. This Declaration is intended to provide for the preservation and enhancement of the value, desirability and attractiveness of the Property by imposing mutually beneficial covenants, conditions, restrictions and easements on the Property. This Declaration provides a method of administration, maintenance, preservation, use and enjoyment of the Property. 2. DEFINITIONS For purposes of this Declaration, the following terms shall have the meanings set forth below: 2.1 Articles. Articles shall mean and refer to the Articles of Incorporation of ULTIMATE SKI LAKE HOMEOWNERS ASSOCIATION, INC., as such instruments exist from time to time as the same may be amended from time to time. 2.2 Assessments. Assessments shall mean and refer to all assessments for common expenses and charges rendered by the Association including, but not limited to Regular and Special Assessments. 2.3 Association. Association shall mean and refer to ULTIMATE SKI LAKE HOMEOWNERS ASSOCIATION, INC., a not for profit Florida corporation, its successors and assigns, the entity responsible for the operation of the Property. 2.4 Association Documents. Association Documents shall mean and refer to any and all documents, instruments and agreements established by the Declarant creating and governing the Association, including, but not limited to, this Declaration, the Articles of Incorporation, Bylaws, and any rules and regulations, procedures or policies adopted by the Association, as amended from time to time. 2.5 Board of Directors or Board. Board of Directors or Board shall mean and refer to the representative body that is responsible for the administration of the Association's affairs. 2.6 Bylaws. Bylaws shall mean and refer to the Bylaws of the Association, as such instrument exists from time to time. 2.7 Common Areas. Common Areas shall mean and refer to those areas of land within the Property which are dedicated to or owned by the Association, or any other property which is dedicated, conveyed, leased, used or licensed to the Association, any property over which the Association holds an easement, or any property anywhere located for which the Association has assumed responsibility of its maintenance, either under the terms of this Declaration or by separate agreement, and which are intended to be devoted to the common use and/or enjoyment of the Members, together with any and all personal property and fixtures located thereon. Common Areas may include, but not be limited to, roads, boat ramp, ski lake, preserve, open spaces, perimeter walls, lighting, landscaped areas, entry features, conservation areas defined as that property included in the Deed of Conservation Easement in favor of South Florida Water Management District including, but not limited to, the Wetland Preservation Area, Upland Preservation Area and Upland Buffer Area. Additional Common Areas may be dedicated by supplemental declaration. Common Area shall also include any personal property acquired by the Association if said property is designated as Common Area in the bill of sale or instrument transferring same or subsequently declared by the Association or the Declarant to be Common Areas. 2.8 Common Expenses. Common Expenses shall mean and refer to those actual and estimated expenses incurred by the Association in maintaining, repairing and replacing the Common Areas, operating the Association, paying any taxes and performing the obligations of the Association as set out in this Declaration, the Articles and the Bylaws. 2.9 Community. Community shall mean and refer to the residential ski lake community known as ULTIMATE SKI LAKE, situated in Lee County, Florida, as more specifically described in this Declaration. 2.10 Community Wide Standards. Community Wide Standards shall mean and refer to the standards of conduct, maintenance or other activity generally prevailing throughout the community of ULTIMATE SKI LAKE. 2.11 County. County shall mean and refer to Lee County, Florida. 2.12 Declarant. Declarant shall mean and refer to THE ULTIMATE SKI LAKE, LLC, a Florida limited liability company, and its successors or assigns in interest. A person or entity shall be deemed an assignee or successor in interest of the Declarant only if specifically so designated in a duly recorded supplemental declaration, which supplemental declaration shall specifically so state, and shall be deemed an assignee successor in interest of Declarant only as to the particular rights or interests specifically designated in the recorded supplemental declaration. 2.13 Declaration. Declaration shall mean and refer to this Declaration of Covenants, Conditions and Restrictions for ULTIMATE SKI LAKE. 2.14 Development Plan. Development Plan shall mean and refer to the RPD for ULTIMATE SKI LAKE and the Development Order for ULTIMATE SKI LAKE, approved by the County for the development of ULTIMATE SKI LAKE, as amended or supplemented from time to time, including but not limited to, by plats or supplemental declarations as may be filed of record. 2.15 Director. Director shall mean and refer to a member of the Board of Directors of the Association. 2.16 Dwelling Unit or Unit. Dwelling Unit or Unit shall mean and refer to the residential structure that is constructed on a Lot in the Property, and is to be occupied as a single family residence or household. 2.17 Governing Documents. Governing Documents shall mean and refer to this Declaration, the Articles, Bylaws, any rules and regulations, and any and all amendments thereto as the same shall be further supplemented or amended form time to time. 2.18 Institutional Mortgagee or Lender. Institutional Mortgagee or Lender shall mean and refer to one or more commercial or savings banks, savings and loan associations, mortgage companies, insurance companies, holding companies, pension funds, or business trusts including but not limited to real estate investment trusts, and any other lender engaged in financing the purchase, construction, improvement of real estate, or any assignee of loans made by such lender or any private or governmental institution which has insured the loan of the lender or any combination of the foregoing entities to include without limitation, an agency of the United States Government, Federal National Mortgage Association (FNMA), Government National Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation, the Administrator of Veterans Affairs (VA), or Federal Housing Administration (FHA), Federal or State agencies, and other similar insurers and guarantors of mortgages, or other lender generally recognized as an institutional type leader on any of the Property or the Lots of Units, and insurers or guarantors of same. This will also include the successors and/or assigns of the above entities. 2.19 Lot. Lot shall mean and refer to those thirteen (13) lots within the Property as shown on the Plat upon which an attached single family residence (the "Residence") or Dwelling Unit may be constructed. The term "Lot" includes lots improved by the construction of a residence and lots that have not been improved by the construction of a residence, as long as it is likely that a residence will be constructed upon it in the future. If more than one Lot has been used for the construction of one residence, such Lots shall be considered as one Lot for purposes of this Declaration. 2.20 Member(s). Member(s) shall mean and refer to any person or entity holding a membership in the Association. All Owners of Lots shall be Members; provided, however, that there shall be no more than one (1) vote in the Association for each Lot. 2.21 Owner. Owner shall mean and refer to the record holder, whether one or more persons or entities, of fee simple title to each Lot; but, notwithstanding any applicable theory of the law of mortgages, Owner shall not mean or refer to any mortgagee unless and until such mortgagee has acquired title pursuant to a foreclosure proceeding or a conveyance in lieu of foreclosure. In the event any life estate is created with respect to any Lot in the Property, the Owner of the life estate shall be deemed to be the Owner for purposes of this definition for as long as the life estate shall exist. 2.22 Property. Property shall mean and refer to the real property subject to this Declaration, which real property is more particularly described on Exhibit A. 2.23 Tenant. Any person(s) occupying a Unit under the terms of a written or oral lease. 2.24 Turnover. Turnover shall mean and refer to the date on which Owners, other than the Declarant, elect a majority of the Members of the Board of Directors of the Association. 3. DEVELOPMENT OF THE PROPERTY This Declaration is not a declaration of condominium. No portion of the Property is submitted by this Declaration to the condominium form of ownership. The Declarant has caused the Association to be formed to perform certain administrative and operational functions regarding the Property as set forth more fully in the Association Documents. The Association is not a condominium association and therefore shall not be governed by the provisions of Chapter 718, Florida Statutes. The expressed intent of the Association Documents is that the substantive rights hereunder shall not retroactively be affected by legislation subsequent to the date of the execution of the Declaration. 4. LAND USE WITHIN THE PROPERTY AND COMMON AREAS 4.1 Land Use within the Property. The Declarant may, in its sole and absolute discretion, establish any use for the Property that is consistent with the terms of this Declaration, and the Development Plan. The Property shall be subject to the use restrictions set forth in this Declaration, the Development Plan, and the design standards and guidelines adopted by the Declarant and after Turnover by the Association. All replacements, repairs, modifications, improvements and alterations to any Dwelling Unit must be consistent with the original design of the Dwelling Unit, this Declaration, the Development Plan and any design standards and guidelines established by the Declarant, and after turnover by the Association. 4.2 Common Areas. The Common Areas shall be those areas specifically designated by the Declarant or shown on the Plat as exclusively or primarily for common use by Owners. The Declarant shall, no later than ninety (90) days after termination of its Class B Membership, convey and transfer (or cause to be conveyed or transferred) to the Association, and the Association shall accept, all of the Common Areas unconditionally and "as is". THE ASSOCIATION SHALL ACCEPT "WHERE IS, AS IS" THE CONVEYANCE OF SUCH COMMON AREAS WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IN FACT OR BY LAW, WITH RESPECT THERETO, INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR THE ORDINARY OR ANY PARTICULAR PURPOSE, AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES REGARDING FUTURE REPAIRS OR REGARDING THE CONDITION, CONSTRUCTION, ACCURACY, COMPLETENESS, DESIGN, ADEQUACY OF THE SIZE OR CAPACITY IN RELATION TO THE UTILIZATION, DATE OF COMPLETION OR THE FUTURE ECONOMIC PERFORMANCE OR OPERATIONS OF, OR THE MATERIALS OR FURNITURE WHICH HAS BEEN OR WILL BE USED IN SUCH COMMON AREAS, EXCEPT AS SET FORTH HEREIN. BY ACCEPTANCE OF AN INTEREST IN ANY COMMON AREAS OR THE DEED TO ANY LOT, THE ASSOCIATION AND ALL OWNERS RELEASE THE DECLARANT FROM ANY CLAIMS, AND WARRANT THAT NO CLAIM SHALL BE MADE BY THE ASSOCIATION OR ANY OWNER RELATING TO THE CONDITION, OR COMPLETENESS OF COMMON AREAS OR FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING THEREFROM. ALL COSTS AND EXPENSES OF ANY CONVEYANCE OF ANY PROPERTY BY THE DECLARANT TO THE ASSOCIATION SHALL BE PAID FOR BY THE ASSOCIATION. 5. STRUCTURE, POWERS AND DUTIES, MEMBERSHIP AND VOTING RIGHTS IN THE ASSOCIATION 5.1 Association. The Association shall be a nonprofit corporation charged with the duties and vested with the powers prescribed by law and set forth in the Articles of Incorporation, the Bylaws and this Declaration. Copies of the Association's Articles of Incorporation and Bylaws are attached hereto as Exhibit B and C, respectively, and incorporated herein by reference. Neither the Articles nor the Bylaws shall, for any reason, be amended or otherwise changed or interpreted so as to be inconsistent with this Declaration. In the event of any such inconsistency, the provisions of this Declaration shall prevail. The officers and directors of the Association shall be required to be either: (1) Members of the Association, or (2) officers, directors, representatives or employees of the Declarant. A Board of Directors of the Association, and such officers as the Board may elect or appoint, shall conduct the affairs of the Association in accordance with this Declaration, the Articles and the Bylaws. 5.2 Membership. Every Owner and the Declarant shall be Members of the Association. Membership shall be appurtenant to and may not be separated from ownership of a Lot that is subject to Assessment by the Association. Any prohibited separate transfer shall be void. Any transfer of title to a Lot shall operate automatically to transfer the membership in the Association appurtenant thereto to the new Owner thereof. Members' rights, powers, duties and privileges shall be as set forth in the Articles of Incorporation, Bylaws, this Declaration and any Amendment thereto. 5.3 Classes of Membership. The Association shall have two (2) classes of membership, as follows: a. Class A. Class A Members shall be all Owners of Lots within the Property other than the Class B Member; b. Class B. The Class B Member shall be the Declarant. Unless the Declarant earlier terminates this membership, the Class B membership shall terminate upon Turnover, and be converted to Class A membership. 5.4 Voting Rights. a. Class A Members. Class A Members shall be entitled to one (1) vote for each Lot owned by the respective Class A Member, provided however, that there shall be only one vote in the Association per lot. b. Class B Members. The Class B Member shall be the Declarant. The Class B member shall be entitled to 3 votes for each vote exercised by a Class A member. The rights of the Class B Member, including the right to approve action taken under this Declaration and the Bylaws, are specified throughout this Declaration and the Bylaws. The Class B Member shall be entitled to appoint a majority of the Members of the Board until Turnover, as set forth in Section 5.4 below. c. Joint Ownership; Corporations. Voting rights may be exercised by a Member or the Member's spouse, subject to the provisions of this Declaration and the Bylaws. In any situation where more than one person holds an interest in a Lot, the vote for the respective Lot shall be exercised by any such person; provided, however, the persons holding the interest in the Lot must notice the secretary of the Association, in writing, prior to any meeting of the manner in which the vote is to be exercised, and in the absence of such notice, the Lot's vote shall be suspended if more than one person seeks to exercise it. The voting rights of a Member that is a corporation, partnership or other entity shall be exercised by the individual designated from time to time by the Owner in a written instrument (voting certificate) provided to the secretary, subject to the laws of the State of Florida. 5.5 Duties, Powers and Authority of the Association. The Association shall have all the powers of a non-profit corporation organized under the laws of the State of Florida, subject only to such limitations upon the exercise of such powers as are expressly set forth in the Articles, the Bylaws or this Declaration. The Association shall have the power to do any and all lawful things which may be authorized, assigned, required or permitted to be done by the Declaration, the Articles and the Bylaws, and to do and perform any and all acts which may be necessary or proper for, or incidental to, the exercise of any of the duties or powers of the Association for the benefit of the Owners and for the maintenance, administration, and improvements of the Common Areas. 5.6 Turnover. Turnover shall occur three (3) months after six (6) of the Lots that will ultimately be operated by the Association have been conveyed to Members other than the Declarant, at which time Members other than the Declarant shall be entitled to elect a majority of the Members of the Board. Declarant shall be entitled to elect at least one (1) Member of the Board as long as Declarant holds for sale in the ordinary course of business at least five percent (5%) of the Lots within the Property. For purposes of this section, the term "Members other than the Declarant" shall not include builders, contractors or others who purchase a Lot for the purpose of constructing improvements thereon for resale. The Declarant reserves the right to turn over control of the Association on an earlier date, at the Declarant's sole discretion. The Association shall give notice to all Owners of a Turnover meeting, which meeting shall be held not more sixty (60) days after giving such notice. The purpose of the Turnover meeting shall be to elect a new Board of Directors, as well as such other business as shall properly come before the meeting. 5.7 Section 5 Amendment. Prior to Turnover, this Section 5 may not be amended without the express written consent of the Declarant. 6. EXTERIOR MAINTENANCE AND MAINTENANCE ENFORCEMENT 6.1 Association's Responsibility for Common Area Maintenance. The Association, subject to the rights and obligations of the Owners as set forth in this Declaration, shall be responsible for the management, operation, maintenance and control of the Common Areas. The foregoing obligations include, but are not limited to, the following: a. Maintenance, repair, and replacement of landscaping areas and entry features, if any, and in all Common Areas; b. Maintenance, repair and replacement of all streets, within the Property. c. Maintenance, repair and replacement of open spaces and any perimeter walls; d. Maintenance, repair and replacement of any and all other improvements located within the Common Areas, including the Ski Lake, any Boat Ramps and other ramps, ropes and buoys within the lake. e. The perpetual maintenance of the conservation easement, which has been recorded in Official Records Book ____, Pages ____ to ____ of the Public Records of Lee County, Florida ('Conservation Easement') in favor of the South Florida Water Management District ('SFWMD') and the power to enforce the terms and conditions of the Conservation Easement against the lot owners. Lots 1 and 13 are adjacent to the Conservation Easement and the terms of the Conservation Easement prohibit any activities detrimental to drainage, flood control, water conservation, erosion control, soil conservation, wetlands or fish and wildlife habitat preservation, including without limitation the prohibition of the following activities: (1) Construction or placing buildings, utilities, or other structures and facilities; (2) dumping or placing of soil or other substance or material as landfill, or dumping or placing of trash, waste or unsightly or offensive materials; (3) removal or destruction of native trees, shrubs, or other vegetation; and (4) excavation, dredging, or removal of loam, peat, gravel, soil, rock, or other material substance except as described in said conservation easement. f. Analyze, monitor and maintain the water in the Ski Lake shown as Lake Tract 'E' on the plat recorded in Plat Book ____, Pages ____ - ____ in the Official Records of Lee County, Florida ('Plat) by using a laboratory certified by the State of Florida ('Laboratory') to analyze and monitor the following parameters at least twice a year; once in the dry season or on or about February 15th of each year and once in the wet season or on or about August 15th of each year. The results of the laboratory analysis shall be submitted to South Florida Water Management District as part of an annual water quality monitoring report by December 31st of each year. Total Coliform Bacteria, Fecal Coliform Bacteria, Biochemical Oxygen Demand, Dissolved Oxygen, Total Nitrogen, Total Kjeldahl Nitrogen, Nitrate, Nitrite, Total Phosphorous, Oil and Grease, pH, Turbidity, and Total Suspended Solids. If the laboratory determines the presence of bacteria which create conditions harmful to skiing in the lake, the association shall post a notice of the same at the boat ramp shown on the Plat. The Ski Lake shall not be used for skiing or other water activities until subsequent reports show conditions are safe for the same. The Association through its president or management company shall close the boat ramp while conditions are not safe and periodically check the lake to enforce the closure. The minimum water quality standard of the Ski Lake shall be maintained by the Association in accordance with the Class III criteria established by the Florida Department of Environmental Protection. g. Street sweeping operations will be performed by the Association at a minimum frequency of one event every other month. A licensed vendor using a vacuum-type sweeping device will perform all street sweeping activities. Sweeping activities during each event will include all primary street surfaces. Disposal of the collected solid residual will be the responsibility of the street sweeping vendor. h. The Association shall be responsible for maintaining the ski lake in accordance with all applicable permits, statutes, ordinances, rules and regulations of governmental agencies having jurisdiction including, but not limited to, dredging and removal of debris from such ski lake. Association shall also be responsible for the maintenance, repair and replacement of all culverts, seawalls, bulkheads, rip-rap, revetments and any and all physical structures of a similar kind or nature, fountains and water quality equipment and structures forming part of the ski lake, and the maintenance, repair and replacement of all shorelines forming part of the ski lake which do not have such seawalls, bulkheads, rip-rap revetments other such physical structures. The Association shall not be responsible for the maintenance, repair and replacement of any Private Docks. Erosion of slopes and banks is possible due to drainage and runoff can effect the integrity of the Ski Lake banks. 6.2 Owner's Responsibility. Each Owner shall maintain his Lot and Dwelling Unit in good repair and in a neat and attractive condition. Said maintenance responsibilities shall include, but not be limited to, maintenance of all landscaping: such as regular grass mowing and shrubbery trimming even when owner is out of town. Each Owner shall practice responsible and careful landscape design and maintenance of his lot to prevent contamination of surface water. No Owner shall take any action which: (1) increases the maintenance responsibility of the Association; (2) causes the Association's insurance premiums to increase; or (3) interferes with the Association's maintenance or operational responsibilities. a. Each such Owner shall ensure that banks and slopes of the Ski Lake that lie within a Lot remain free of any structural or landscape encroachments so as to permit vehicular assess for maintenance when needed. b. A landscape plan must be developed for each Lot. The plan must be comprehensive in nature and follow the landscape design guidelines established by the Association and must promote revegetation of each Lot as quickly as possible. Commercial applicators of chemical lawn products must register with the Association annually and provide a copy of their current occupational license, proof of business liability insurance, and proof of compliance with applicable education and licensing requirements. Individual employees working under the direction of a licensed commercial applicator are exempt from the educational requirements. Only registered commercial applicators and individual lot owners are permitted to apply chemicals within the property on a private lot. All chemical products must be used in accordance with the manufacturer's recommendations. The application of any chemical product within five (5) feet of any surface water including but not limited to ponds, lakes, drainage ditches or canals, is prohibited. The use of any chemical product in a manner that will allow airborne or waterborne entry of such products into surface water is prohibited. This rule shall not apply to the use of chemical agents, by certified lake management specialists, for the control of algae and vegetation within the stormwater lakes or ponds. 6.3 Assessment of Cost. If any Owner fails to perform its maintenance responsibility in accordance with this section, the Association may perform it and assess all costs so incurred against the Owner thereof as an Individual Assessment against the Owner of the Lot or improvements upon which such maintenance is done. Said Individual Assessment shall be secured by a lien upon the affected Lot and improvements and shall also constitute the personal obligation of the Owner. The Individual Assessment shall be collectible along with interest at the highest rate allowed by law from date of expenditure to date of payment by the Owner, and costs of collection and attorneys' fees, in the same manner as delinquent annual assessments. 6.4 Access at Reasonable Hours. For the purpose of performing the repairs and maintenance obligations authorized by this section, the Association, through its duly authorized agents, contractors or employees, shall have the right to enter upon any Lot and the exterior of any improvements thereon during reasonable hours on any day except Sundays and holidays, except that in an emergency situation, as determined by the Board, entry may be made on any day and at any hour. 6.5 Rules, Regulations and Fines. The Association, through its Board of Directors, may make and enforce reasonable rules and regulations governing the Property, which rules and regulations shall be consistent with the rights and duties established by this Declaration. Sanctions against owners for failure to comply with the provisions of this Declaration, the Articles and By-laws or Rules and Regulations. may include reasonable monetary fines which, if not paid in a timely manner, shall constitute a lien upon the Owner's Lot, and suspension of the right to use any recreational facilities (if any) on the Common Areas, and exclusion from the Property of any contractor, subcontractor, agent or other invitee who fails to comply with the provisions of such rules and regulations. In addition, the Board shall have the power to seek relief in any court for violations or to abate unreasonable disturbances. Imposition of sanctions shall be subject to the procedures for disciplinary action provided in the Declaration and/or Bylaws of the Association. Fines shall constitute Individual Assessments subject to the lien rights provided in this Declaration. 6.6 Implied Rights. The Association may exercise any other right or privilege given to it expressly by this Declaration, the Articles of Incorporation, or the Bylaws, and every other right or privilege reasonably to be implied from the existence of any right or privilege given to it herein or reasonably necessary to effectuate any such right or privilege. 7. PROPERTY RIGHTS OF OWNERS, EASEMENTS AND OTHER RIGHTS 7.1 Member's Easements of Enjoyment. Subject to the provisions of this Declaration, the Association and every Member of the Association shall have a non-exclusive right, license, privilege and easement of use and enjoyment in and to the Common Areas and such rights shall be appurtenant to and shall pass with the title to every Lot. Said rights shall include, but not be limited to, the following: a. Right-of-way for ingress and egress by vehicles or pedestrian traffic, in, through, over, under and across the streets, roads sidewalks and paths in the Common Areas for all lawful purposes; b. Rights and easements of drainage across storm water drainage and retention structures and areas, and to connect with, maintain and make use of utility lines, wires, pipes, conduits and cable television lines which may from time to time be in or along the streets, roads, sidewalks or other areas of the Common Area; c. Rights to use and enjoy the Common Areas for any purpose not inconsistent with this Declaration, the Bylaws and Rules and Regulations of the Association or governmental regulations, including, but not limited to skiing on the lake; d. Rights of Owners of individual Lots, as needed, for the construction, maintenance and replacement of utilities, drainage, plumbing, wiring and any other facility for furnishing utility services within those areas of the Common Area designed for such utilities apparatus, subject to the Rules and Regulations of the Association. 7.2 Extent of Members' Easements. The rights and non-exclusive easements of use and enjoyment created hereby shall be subject to the following: a. The Association, subject to the rights of the Declarant and the Owners set forth in this Declaration, shall be responsible for the exclusive management and control of the Common Areas and all improvements thereon. b. The right of the Association, its agents or those employed by the Association, to enter upon that portion of each Lot not occupied by the Owner's Dwelling Unit; and each conveyance of a Lot shall be deemed to create an easement of access for the purpose of maintenance both as to appearance and as required to prevent erosion and improve drainage, the installation, repair and maintenance of utilities, the installation, repair and maintenance of drainage facilities, including but not limited to underground piping and catch basins, swales, berms, ditches (whether earthen or concrete), and for other such purposes as from time to time may be necessary for the Association to carry out its duties and obligations to the Members in accordance with the Declaration. c. The right of the Association to grant or dedicate to any Owner, to any governmental agencies and/or to any utility companies, and to reserve easements and rights-of-way, in, through, under, over and across the Common Areas for the installation, maintenance and inspection of appurtenances and lines for public or private water, sewer, drainage, telephone, cable television, electricity and other utilities. No improvement or material may be placed upon any such easement as may damage or interfere with the installation, maintenance and operation of utilities or that may change the direction, or affect the flow, of drainage. d. The right of the Association to suspend the voting rights of an Owner for the nonpayment of regular assessments that are delinquent in excess of ninety (90) days. 7.3 Beneficiaries of Easements, Rights and Privileges. The easements, licenses, rights and privileges established, created and granted by this Declaration shall be for the benefit of the Association and the Owners, all as more specifically set forth elsewhere in this Declaration, and any Owner may also grant the benefit of such easement, license, right or privilege to tenants and guests for the duration of their tenancies or visits, subject to reasonable regulation by the Board, but the same are not intended nor shall they be construed as creating any rights in or for the benefit of the general public. 7.4 Easement for Public Service. There shall be reserved for Owners easements and the right to grant same for public services, including but not limited to, utilities service, emergency medical and fire service, and the right of the police to enter upon any part of the Property for the purpose of enforcing the law. 7.5 Easements for Utilities, etc. There is hereby reserved unto the Declarant as long as the Declarant owns any Lot within the Property, and further reserved unto the Association, and the designees of each (which may include, without limitation, Lee County and/or any utility company), easements upon, over, across, and under all of the Property for ingress and egress, dispensing pesticides, installation, replacing, repairing, relocating and maintaining walkways, lakes, ponds, wetlands, drainage systems, street lights, signage, and all utilities, telephones, gas, electricity and irrigation; provided, however, that the exercise of this easement shall not unreasonably interfere with the use of any Lot or Dwelling Unit. 7.6 Sales Activity. While the Declarant holds one or more Lots for sale in the ordinary course of business, the Declarant and its designees shall have the right to use those Lots and the Common Areas to establish, modify, maintain and utilize, as it and they deem appropriate, model living units, sales facilities, sales offices, or other offices for use in selling any part of the Community. Without limiting the generality of the foregoing, the Declarant and its designees may show model living units or the Common Areas to prospective purchasers or tenants, erect signs and other promotional material to advertise, and take all other action helpful for sales, leases and promotion of the Community as the Declarant deems necessary in the Declarant's sole opinion. 7.7 Easement for Construction Maintenance. The Declarant (including its designees and contractors) shall have the right to enter any part of the Property and take any action reasonably necessary or convenient for the purpose of completing the construction thereof, or any part thereon, and for repair, replacement and maintenance purposes provided such activity does not prevent or unreasonably interfere with the use or enjoyment of Lots by Owners. 7.8 Assignment of Rights to Subsequent Developer. The Declarant reserves the right and the power to delegate or assign, either exclusively or non-exclusively, partially or completely, to any person or entity, any or all of its development rights, powers, duties, privileges created or provided for by this Declaration or by any other recorded instrument. Such assignments shall not in any way lessen the Developer's rights herein. 7.9 Additional Easements. The Declarant, and after Turnover, the Board of Directors, shall have the right to execute, without further authorization, such grants of easement, instruments of conveyance or other instruments as may from time to time be desirable for the development of the Property. 7.10 Waiver of Use. No Owner may exempt themselves from personal liability for assessments duly levied by the Association or release the Owner's Lot from the liens and charges hereof by waiver of the use and enjoyment of the Common Area and the facilities thereon or by abandonment of the Owner's Lot. 7.11 Lake Maintenance Easement. The Association shall have a 20' maintenance easement along the entire perimeter of the Ski Lake for maintenance and monitoring of the Ski Lake and water quality. This 20' easement is shown on the plat and encroaches 20' on the lake side of each lot. 8. INSURANCE AND CASUALTY LOSSES 8.1 Premiums. Premiums upon insurance policies purchased by the Association shall be paid by the Association and shall be assessed against the Owners of Units as a Common Expense. 8.2 Insurance for Common Areas. The Board of Directors, or its duly authorized agent, shall obtain blanket all-risk casualty insurance, if reasonably available, for all insurable improvements on the Common Areas, if any, and at the election of the Board of Directors, upon any other property or improvements maintained by the Association. If blanket all-risk coverage is not reasonably available, then at a minimum an insurance policy providing fire and extended coverage shall be obtained. This insurance shall be in an amount sufficient to cover one hundred percent (100%) of the replacement cost of any improvement in the event of damage or destruction from any insured hazard. The Board shall also obtain a public liability policy covering the Common Areas and the Association for all damage or injury to property or persons. The public liability policy shall have reasonable liability limits as established by the Board from time to time. 8.3 Duty to Maintain Fidelity Insurance. Following Turnover, the Association shall, obtain fidelity bonds to protect against dishonest acts on the part of its officers, directors, employees and agents and on the part of all others who handle or are responsible for handling the funds of, or funds administered by, the Association. In addition, if responsibility for handling funds is delegated to a manager, such bonds shall be required for the manager and its officers, employees, and agents. Such fidelity coverage shall be written in an amount equal to at least one hundred percent (100%) of the estimated annual operating expenses of the Association, including reserves. Such bonds shall contain waivers by the issuers of all defenses based upon the exclusion of persons serving without compensation from the definition of "employees" or similar terms or expressions. 8.4 Officers' and Directors' Personal Liability Insurance. The Board may, in its sole and absolute discretion, purchase officers' and directors' personal liability insurance at the expense of the Association to protect the officers, directors and all committee members from personal liability in relation to their duties and responsibilities on behalf of the Association. 8.5 Workers' Compensation Insurance. The Association shall obtain workers' compensation insurance or similar insurance with respect to its employees, if any, in the amounts and forms as may now or hereafter be required by law. 8.6 Other Insurance. The Association may obtain insurance against such other risks, of a similar or dissimilar nature, as it shall deem appropriate with respect to its responsibilities and duties. 8.7 Damage and Destruction. a. Filing Claims. Immediately after damage or destruction by fire or other casualty to all or any part of the Property and improvements thereto covered by insurance written in the name of the Association, the Board of Directors or its duly authorized agent shall proceed with the filing and adjustment of all claims arising under such insurance and obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed property. Repair or reconstruction, as used in this paragraph, means repairing or restoring the property to substantially the same condition in which they existed prior to the fire or other casualty, allowing for any changes or improvements necessitated by changes in applicable building codes. b. Repair and Reconstruction. Any damage or destruction to the Common Areas shall be repaired or reconstructed unless: (i) the Class B Member (so long as it exists), and thereafter, and (ii) at least seventy-five percent (75%) of the total votes eligible to be cast by the Class A Members, shall decide within sixty (60) days after the casualty not to repair or reconstruct. If for any reason either the amount of the insurance proceeds to be paid as a result of such damage or destruction, or reliable and detailed estimates of the cost of repair or reconstruction, or both, are not made available to the Association within said period, then the period shall be extended until such funds or information shall be made available; provided, however, such extension shall not exceed sixty (60) additional days. No Institutional Mortgagee shall have the right to participate in the determination of whether the damage or destruction to the Common Areas shall be repaired or reconstructed. In the event that it should be determined in the manner described above that the damage or destruction to the Common Areas shall not be repaired or reconstructed and no alternative improvements are authorized, then and in that event the affected portion of The Property shall be sodded and maintained by the Association in a neat and attractive condition. 8.8 Disbursement of Proceeds. If the damage or destruction for which the proceeds of insurance policies are paid is to be repaired or reconstructed, the proceeds, or such portion thereof as may be required for such purpose, shall be disbursed in payment of such repairs or reconstruction as hereinafter provided. Any proceeds remaining after defraying such costs of repair or reconstruction to the Common Areas or, if no repair or reconstruction is made, shall be retained by and for the benefit of the Association and placed in a capital improvements account. 8.9 Insufficient Proceeds. If the damage or destruction to the Common Areas for which insurance proceeds are paid is to be repaired or reconstructed, and such proceeds are not sufficient to defray the cost thereof, the Board of Directors shall, without the necessity of a vote of the Members, levy a Special Assessment against Members on the same basis as provided for Regular Assessments. Additional Special Assessments may be made in like manner at any time during or following the completion of any repair or reconstruction. 8.10 Association as Agent and Attorney-in-Fact. The Association is hereby irrevocably appointed agent and attorney-in-fact for each Unit Owner and for each Owner of any other interest in the Property to adjust all claims arising under the insurance policies purchased by the Association and to execute and deliver releases upon the payment of a claim. 9. ASSESSMENTS 9.1 Affirmative Covenant to Pay Assessments. There is hereby imposed upon each Owner and their Lot, the affirmative covenant and obligation to pay to the Association all Regular, Special and Individual Assessments, together with any other assessments imposed by the Association. Each Owner, by acceptance of a deed or other instrument of conveyance conveying a Lot, whether or not it is so expressed in such deed or instrument, shall be obligated and agrees to pay all Assessments provided for in this Declaration. 9.2 Creation of Regular Assessments. There are hereby created Regular Assessments for payment of the Common Expenses of the Association, as determined by the Board of Directors from time to time. 9.3 Payment of Regular Assessments. Regular Assessments shall be paid in such manner and on such dates as may be fixed by the Board of Directors which may include, without limitation, acceleration of the Regular Assessments for the entire fiscal year for Owners who are delinquent in the payment of such Assessments. Unless the Board otherwise provides, the Regular Assessment shall be paid on an annual basis, in advance. 9.4 Computation of Regular Assessments. The Board of Directors of the Association shall prepare an annual budget covering the estimated Common Expenses, to be allocated equally among all Owners of Lots, except as otherwise set forth herein. The Board of Directors shall cause a copy of such budget and notice of the amount of the Regular Assessment to be levied on each Lot for the coming year to be delivered at least fourteen (14) days prior to the beginning of the fiscal year to each Owner of a Lot. The Regular Assessment to be levied for the coming year against each Lot subject to Assessments shall be computed by dividing the budgeted Common Expenses by the total number of Lots then subject to Assessment and reasonably anticipated to become subject to Assessment during the fiscal year. 9.5 Special Assessments. In addition to the Regular Assessments, the Board of Directors may levy a Special Assessment in any Assessment year with the majority approval of the Members. Notice in writing of the amount of any Special Assessment and the time for payment thereof shall be given promptly to the Owners. Special Assessments pursuant to this section shall be payable by the Owners in such a manner and at such times as determined by the Board, and may be payable in installments extending beyond the Assessment year in which the Special Assessment is approved, if the Board so determines. In no event shall the Declarant ever have any liability to pay any Special Assessment, and Lots owned by the Declarant shall not be assessed for the same. Special assessments shall be paid in installments or in a lump sum, as the Board may determine from time to time. Special Assessments may be levied by the Board in the following circumstances, among others: a. Upon all Lots and the Owners thereof, upon Board action alone in cases of: (1) Operating shortfalls, including shortfalls to cover delinquencies of the Members, but not during the period of time that the Declarant has elected to pay the operating shortfall pursuant to Section 9.7 below; (2) Insurance coverage shortfalls; (3) Repairs and replacements not covered by reserves; (4) Casualties not covered by insurance; (5) Necessary capital expenditures not covered by capital funds; provided, however that capital expenditures that in the aggregate total in excess of 10% of the annual budget in any fiscal year must be approved by at least a majority of the members. (6) Other emergencies; or b. Upon all Lots and the Owners thereof, for desired capital improvements or additions to the Common Areas. 9.6 Individual Assessments. All monetary fines assessed against an Owner pursuant to the Association Documents, or any expense of the Association which is the obligation of an Owner or which is incurred by the Association on behalf of the Owner pursuant to the Association Documents, or any expense incurred by the Association for the care of maintenance of high-need or exotic vegetation on a Lot, shall be an Individual Assessment and shall become a lien against such Lot which may be foreclosed or otherwise collected as provided herein. Notice of the amount and due date of such Individual Assessments shall be sent to the Owner subject to such Assessment. 9.7 Declarant's Obligation for Assessments. The Declarant shall be excused from payment of its share of the Regular Assessments on Lots owned by the Declarant during any period of time prior to Turnover, provided that the Declarant shall have elected to pay the difference, if any, between the amount of Regular Assessments payable by Owners other than Declarant and the actual Common Expenses. If the Declarant determines not to pay the difference between the amount of Regular Assessments payable by Owners other than Declarant and the actual Common Expenses, then the Declarant shall pay Regular Assessments in the manner as any other Owner. The Declarant's obligations hereunder may be satisfied in the form of a cash subsidy, or by "in kind" contributions of goods and/or services, or a combination of these. The Association is specifically authorized to enter into subsidy contracts or contracts for "in kind" contribution of services or materials, or a combination of services and materials, at fair market value, with the Declarant or other entities for the payment of some portion of Common Expenses. The payment of any such subsidy or "in kind" contribution by the Declarant shall under no circumstances obligate the Declarant to continue payment of such subsidy in future years, or obligate the Declarant to pay any particular sum of such subsidy. In no event shall the Declarant have any responsibility or obligation to fund any portion of reserve contributions, and Lots owned by the Declarant shall never be assessed for the same. 9.8 Establishment of Lien. Any and all Assessments, together with interest at a rate not to exceed the lesser of the highest rate allowed by applicable usury law, or eighteen percent (18%) per annum, as computed from the date the delinquency first occurs, and such late charges and fines as may be established by the Board of Directors and costs and reasonable attorney's fees incurred by the Association in enforcing its rights hereunder, shall be a charge on the Lot, and shall be a continuing lien upon the Lot against which such Assessment is made. Each Assessment, together with interest, late charges, costs and reasonable attorneys' fees, shall also be the personal obligation of the Owner of such Lot at the time the Assessment arose, and the Owner's heirs, successors and assigns. Each claim of lien recorded against a Lot shall secure both all unpaid sums due the Association as of the time of its recordation, and also such other Assessments and other sums as may thereafter be due the Association. Upon recording of a claim of lien on any Lot, there shall exist a perfected lien for unpaid Assessments prior and superior to all other liens, except: (1) all taxes, bonds, assessments and other levies which by law would be superior thereto, and (2) the lien or charge of any first mortgage of record (meaning any recorded mortgage with first priority over other mortgages) made in good faith, for value, and prior to the date of recordation of the claim of lien, with an Institutional Mortgagee. Such lien, when delinquent, may be enforced by suit, judgment and foreclosure in the same manner as a mortgage. The Association, acting on behalf of its Members, shall have the power to bid for the Lot, as applicable, at foreclosure sale and to acquire and hold, lease, mortgage and convey the same. During the period in which a Lot is owned by the Association following foreclosure, or deed in lieu of foreclosure, the following shall apply: (1) no right to vote shall be exercised on its behalf; (2) no Assessments shall be levied on it; and (3) each other Lot shall be charged, in addition to its usual Assessment, its equal pro rata share of the Assessments that would have been charged such Lot had it not been acquired by the Association as a result of foreclosure. Suit to recover a money judgment for unpaid Assessments and attorneys' fees shall be maintainable without foreclosing or waiving the lien securing the same. 9.9 Reserve Budget. The Board of Directors may, but is under no obligation, annually prepare a reserve budget to and to assess the Owners for the same, to take into account the number and nature of replaceable assets, owned, controlled or maintained by the Association, the expected useful life of each such asset, and the expected repair or replacement cost thereof. In no event shall the Declarant have any obligation to pay any monies for reserves, and any Lot owned by the Declarant shall not be assessed for the same. 9.10 Date of Commencement of Assessments. The obligation to pay the Assessments provided for herein shall commence as to each Lot on the day the initial Owner acquires title to the Lot from the Declarant, and continuing thereafter. 9.11 Statement of Status of Assessments. Upon ten (10) days' written notice to the Treasurer of the Association to the Association manager, if any, and payment of a processing fee set by the Association from time to time, but not to exceed $50.00, or such greater amount if allowed by law, any Owner or Institutional Mortgagee of a Lot may request confirmation from the Association setting forth: a. The amount of any unpaid Assessments (whether Regular, Special, or Individual), interest, late charges, costs, expenses, and attorneys' fees then existing against a particular Lot; b. The amount of the current periodic installments of the Regular Assessment and the date through which they are paid; and c. Any other information deemed proper by the Association. The information contained in such statement, when signed by an officer of the Association, shall be conclusive upon the Association as to the person or persons to whom such statement is issued and who rely on it in good faith. Prior to the issuance of such a statement, the Association may request the name of any proposed transferee of the Lot and the scheduled closing date, so as to permit the records of the Association to accurately identify Members. 9.12 Rights of Owners and Institutional Mortgagees Regarding Financial Matters and Insurance. In accordance with the provision of F.S. 720, the Association shall make available to Owners for inspection upon request, during normal business hours or under reasonable circumstances, the Governing Documents and the books, records and financial statements of the Association. In addition, evidence of insurance shall be issued to each Owner and Institutional Mortgagee upon written request to the Association. a. Upon written request to the Association, identifying the name and address of the Institutional Mortgagee and the legal description of the subject Lot, the Association shall provide such Institutional Mortgagee with timely written notice of the following: (1) Any condemnation loss or any casualty loss which affects any material portion of the Common Area; (2) Any lapse, cancellation or material modification of any insurance policy or fidelity bond maintained by the Association; (3) Any failure by an Owner encumbered by a mortgage held, insured or guaranteed by an Institutional Mortgagee to perform the Owner's obligations under the Governing Documents, including, but not limited to, any delinquency in the payment of Regular, Individual or Special Assessments, or any other charge owed to the Association by said Owner when such failure or delinquency has continued for a period of sixty (60) days. Any failure of the Association to send any such notice to any Institutional Mortgagee shall have no effect on any meeting, act or thing which was to have been the subject of such notice nor affect the validity thereof, and the Association shall not be liable for damages which may be caused by or arise from the failure to send such notice. b. Any Institutional Mortgagee that receives a written request from the Association to respond to or consent to any action shall be deemed to have approved such action if the Association does not receive a written response from the Institutional Mortgagee within twenty (20) days of the date of the Association's request. 9.13 Exempt Property. Notwithstanding anything to the contrary herein, the following property shall be exempt from payment of Assessments: a. Common Areas; b. All property (if any) dedicated to and accepted by any governmental authority or public utility. 9.14 Working Capital Contribution. A working capital contribution in an amount not greater than 2 months of Regular Assessments per Lot may be collected by the Association at the time of the transfer of title of any Lot to the purchaser thereof. This contribution may be used by the Board for any purpose it deems necessary or appropriate, including the funding of the day-to-day operational expenses of the Association or the acquisition of additional equipment and/or services. Amounts paid into this fund are not Assessments and shall not be considered as an advance payment of Assessments or a reserve. 9.15 Non-Waiver. No Owner may waive or otherwise exempt itself from liability for the Assessments provided for herein, including, by way of illustration and not limitation, by non-use of any Common Area, or by abandonment of the Lot. The obligation to pay Assessments is a separate and independent covenant on the part of each Owner. No diminution or abatement of Assessment or set-off shall be claimed or allowed by reason of any alleged failure of the Association or Board to take some action or perform some function required or to be taken or performed by the Association or Board under this Declaration or the Bylaws, or for inconvenience or discomfort arising from the making of repairs or improvements which are the responsibility of the Association, or from any action taken to comply with any law, ordinance, or with any order or directive of any municipal or other governmental authority. 9.16 Indemnification. Subsequent to Turnover, the Association covenants and agrees that it shall indemnify, defend and hold harmless the Declarant, and any related business entities or corporations, including, but not limited to, parent corporations and their employees, from and against any and all claims, suits, actions, causes of action and/or damages arising from any personal injury, loss of life and/or damage to property sustained on or about the Common Areas or any other property controlled by the Association, or resulting or arising out of the operation of the Association and improvements thereof and thereon, or resulting from or arising out of activities or operation of the Association, except for matters involving the gross negligence or willful misconduct of the Declarant, its employees, agents or contractors. Such indemnification shall include, but not be limited to: (1) all costs, expenses, counsel fees (including, but not limited to, all investigative, trial and appellate levels and whether or not suit be instituted), expenses and liabilities incurred by the Declarant arising from any such claim, the investigation thereof, or the defense of any action or proceedings brought thereon, and from and against any orders, judgments and/or decrees which may be entered thereon; and (2) costs, expenses, and attorney's fees which the Declarant may incur in bringing suit for the purpose of compelling the specific enforcement of the provisions, conditions, covenants and restrictions contained in this Declaration to be kept and performed by the Association and/or the Owners, including the payment of Common Expenses. The costs and expense of fulfilling this covenant of indemnification shall be a Common Expense, as determined by the Board, to the extent such matters are not covered by the Association's insurance, provided that the amount of any Assessment arising therefrom shall be in addition to, and not part of, the Regular Assessment prior to Turnover. 10. USE RESTRICTIONS The use of all Lots and Common Area in the Property shall be subject to the following restrictions and conditions which shall be binding upon each and every Owner and its heirs, personal representatives, tenants, invitees, successors and assigns. 10.1 Residential Use. All Lots shall be used only for residential purposes as permitted by applicable law, and in accordance with the Governing Documents. The Association may add to, delete or modify these use restrictions pursuant to an Amendment to this Declaration, or any rules and regulations. 10.2 Partition. No part of a Lot, Dwelling Unit or Common Area may be partitioned or separated from any other part thereof except as provided herein. Whether partitioned, combined, or unchanged, each Lot shall be conveyed, transferred, gifted, devised, bequeathed, encumbered, or otherwise disposed of, as the case may be, with all appurtenant rights, obligations and interests created by law or by this Declaration, including the Owner's membership in the Association, and the liability for all Assessments. No Lot may be subdivided into two (2) or more Lots and no Lot may be combined with one (1) or more additional Lot to form one (1) or more Lots without the written consent of the Board of Directors and after full compliance with all zoning and subdivision regulations. 10.3 Vehicles and Repair. No inoperative automobiles, motorcycles, trucks or other types of vehicles shall be allowed to remain either on or adjacent to any Lot in the community. No motor vehicles shall be parked overnight in the development except on a paved or concrete driveway or in a garage. 10.4 Garages. Each Dwelling Unit shall have a garage which can accommodate at least two automobiles. Additionally, no garage may be enclosed either partially or in full, to create living space. 10.5 Garbage and Trash. Each Owner shall provide suitable receptacles for the temporary storage and collection of refuse and all such receptacles shall be screened from the public view and from the wind and protected from animal and other disturbances. Trash and garbage containers shall not be permitted to remain on a Lot in public view except on days of trash collection and for a period not to exceed 24 hours. No incinerators shall be kept or maintained upon the Property, except that the Association may cause trash receptacles to be placed on Common Areas when it deems such to be in the best interest of the Owners. 10.6 Obnoxious or Offensive Activity. No obnoxious or offensive activity or nuisance shall be allowed upon the Property, nor shall any use or practice be allowed which is a source of annoyance, embarrassment or discomfort to Owners or their tenants, invitees or occupants, or which interferes with the peaceful possession and proper use and enjoyment of the Property, nor shall any improper, unsightly, offensive or unlawful use be made of any Lot or any improvements thereon or of the Common Area. All laws, zoning ordinances and regulations of all governmental bodies having jurisdiction shall be observed. 10.7 Ski Lake. Use restrictions for the ski lake as shown on the plat for the Property recorded in Plat Book ________ Page ________, Public Records of Lee County, Florida. a. The ski lake is to be used only for official water ski boats and non-motorized watercraft. The non-motorized watercraft may only be used when they can be used safely and not interfere with the water ski boats. b. No jet skis, wave runners or motorized personal watercraft of any type or design, except for official water ski boats, shall be allowed in the lake. If a boat and skier are waiting, the skier in the course is limited to 8 passes or jumps (down and back 4 times) or 20 minutes whichever occurs first. It is considered a pass when a skier enters the gate, whether the skier falls or completes the pass. c. No boat greater than 23 feet or 8 feet in beam shall be allowed on the lake. d. Personal flotation docks adjoining each lot are permitted together with shore stations, boat lifts and covers, when allowed by Lee County, the State of Florida and all other governmental agencies having jurisdiction. All docks must receive approval from the Architectural Review Board. e. All water skiing and boating in the ski lake shall be done at the sole risk of each owner. f. Boat Fueling. No fueling is planned for boats within the Association Property. g. Boat Repairs. Only light duty maintenance of boat engines is permitted within Ultimate Ski Lake, and no boating repair facility shall be located within Ultimate Ski Lake. h. No Discharge. There shall be no discharge of fertilizer, pesticides, fishing line, plastic bottles, or contaminated bilge water, or similar debris, into the Ski Lake. i. All members shall require its Invitees to sign a standard liability release/waiver form prior to the Invitee entering any boating or related activity. Invitees are limited to using the ski lake to when their member is on the Property. The release/waiver form shall be available and deposited in a box provided for same located at the community boat dock. j. All Invitees shall read and obey all rules of the Ski Preserve which will be posted at the community dock. k. Skiing sets will progress through members present at one set per boat rotation. Only one boat per membership shall be operated in the ski lake at any given time. l. Any person knocking out a buoy shall immediately replace same. m. All boats operated on the Ski Preserve shall be equipped with a muffler system which is maintained in working order at all times so as to abate the noise level emitted to not more than 100 decibels at 100 feet and 3 feet off the ground. No open exhaust or modifications from stock shall be permitted. n. Swimming. Swimming is not permitted in the Lake, except as necessary due to permitted skiing and boating activities. 10.8 Residences. Each residence shall have a minimum of 2,400 square feet of airconditioned living area and 3,500 square feet total area, air conditioned and unairconditioned, with a minimum of a 2 car garage. Any 2 story house must have minimum of 1600 sq. ft. under air on 1st floor. 10.9 Boat Trailers. Boats and trailers will be allowed as long as the same are in good working condition and must be garaged or screened from view from the street and adjoining units. 10.10 Recreational Vehicles (RV's) and Motor Homes. No RVs, motor homes and trailers (except boat trailers) may be parked on a lot at any time. There will be a designated area in the open space for parking of these. 10.11 Leasing. The Owner of a Dwelling Unit shall have the right to lease such Dwelling Unit a maximum of 3 times per calendar year. If the Owner leases his Dwelling Unit, he shall give the Association written notice of the name(s) and addess of the tenant(s). 10.12 Hazardous Materials. Each Owner shall comply with all federal, state and local statutes, regulations, ordinances, or other rules intended to protect the public health and welfare as related to land, water, groundwater, air or other aspects of the natural environment (the "Environmental Laws"). Environmental Laws shall include, but are not limited to, those laws regulating the use, generation, storage or disposal of hazardous substances, wastes and materials (collectively, the "Hazardous Materials"). No Owner or their tenants, guests, invitees, licensees or permittees shall knowingly use, generate, manufacture, store, release, dispose of or knowingly permit to exist in, on, under or about their Lot any Hazardous Materials except in compliance with the Environmental Laws. 10.13 Antennas and Electronic Devices. As long as the same does not imperil the safety of Owners as determined by the Board, antennas, antenna poles, antenna masts, electronic devices, satellite dishes or antenna towers shall be permitted. Adequate screening of same from adjacent streets and lots shall be required, and the plans, location, and method of screening shall be submitted for approval to the ARB prior to installation. Placement of the aforesaid items within any screened enclosure on the Lot shall be permitted as long as there is appropriate landscaping and/or other screening. 10.14 Pets and Animals. Commonly accepted household pets such as dogs, cats or birds may be kept on any Lot. Horses are also permitted. In the event that any pet or horse shall, in the opinion of the Board of Directors, constitute a nuisance, the Owner shall remove said pet or horse from the premises within ten (10) days of notification to the Owner by the Board of Directors. Failure of an Owner to do so shall entitle the Association to obtain an order from a court of competent jurisdiction enforcing the decision of the Board of Directors. All costs incurred by the Association incident to all such actions, including reasonable attorneys' fees, shall be recoverable against the offending Owner as an Individual Assessment or otherwise. Failure to abide by the restrictions may result in a fine being levied by the Association. No cows, hogs, pigs, swine, goats, chickens, pigeons or any other such animal, fowl or reptile shall be kept on any of the Property. 10.15 Factory-Built or Existing Structures. No structure of any kind commonly known as "factory-built", "modular", or "mobile home" type construction shall be erected. 10.16 Outdoor Equipment. All garbage and trash containers, oil tanks, bottled gas tanks, swimming pool equipment and housing and sprinkler pumps and other such outdoor equipment must be underground or placed in areas so that they shall not be readily visible from adjacent streets or lots, or adequate landscaping used as screening shall be installed around these facilities and maintained by the Owner. 10.17 Air Conditioning/Heating Equipment. No air conditioning equipment which is visible on the exterior or any improvement shall be permitted in the Property unless approved by the Board. Approval shall be based upon adequacy of screening and/or landscaping of such equipment. Window units, wall units and similar equipment or heating units shall not be permitted. 10.18 Solar Collector; Roof Vents. Solar collectors, roof vents and other installations on the roofs of structures shall be permitted only at locations approved in writing by the Declarant, and after Turnover by the Board. 10.19 Drainage Structures. No Owner (other than the Declarant), without the prior written approval of the ARB, shall obstruct, alter or in any way modify the method and/or structures of drainage utilized or now or hereafter installed by the Declarant or the Association from, on and over any Lot or Dwelling Unit, or Common Area; nor shall any structure be erected, placed or maintained which shall in any way obstruct such drainage devices or facilities or impede their efficient operation. 10.20 Completion of Construction. After commencement of construction of any improvements in the community, the Owner shall diligently pursue completion thereof so that the improvements shall not remain in a partly finished condition any longer than reasonably and normally necessary for completion thereof. The Owner of the Lot upon which improvements are being constructed shall at all times keep public and private streets and driveways contiguous to the Lot free from any dirt, mud, garbage, trash or other debris which might be occasioned by construction of the improvements. 10.21 Excavation. No clearing or excavation shall be made except in connection with the construction, maintenance or repair of improvements; and upon completion thereof, exposed openings shall be backfilled and disturbed ground shall be leveled, graded and seeded, as provided on the approved plans for landscaping. 10.22 Outside Lighting. Except as may be initially installed or approved by Declarant, no spotlights, floodlights, or similar type high intensity lighting shall be placed or utilized upon any Lot which in any way will allow light to be reflected on any other Lot or the improvements thereon without the written authorization of the Declarant. Other types of low intensity lighting which do not unreasonably disturb the Owners or other occupants of the Property may be allowed. 10.23 Correction of Health and Safety Hazards. Any conditions which are deemed by the Association to be a hazard to the public health or safety may be corrected immediately as an emergency matter by the Association (although under no duty to do so), and the cost thereof shall be charged to the responsible Owner or to the Association. 10.24 Declarant's Exculpation. The Declarant may grant, withhold or deny its permission or approval in any instance where its permission or approval is permitted or required without any liability of any nature or kind to Owner or a Association or any other person for any reason whatsoever, and any permission or approval granted shall be binding upon all persons. 10.25 Business Use. No trade or business may be conducted in or from any Lot, except that an Owner or occupant residing in a residence may conduct business activities within the residence as long as: (1) the existence or operation of the business activity is not apparent or detectable by sight, sound or smell from outside the residence; (2) the business activity conforms to all zoning requirements for the Property and all applicable county ordinances; (3) the business activity does not involve persons coming onto the Property who do not reside in the Property or door-to-door solicitation of other residents of the Property; and (4) the business activity is consistent with the residential character of the Property and does not constitute a nuisance, or a hazardous or offensive use, or threaten the security or safety of other residents of the Property, as may be determined in the sole discretion of the Board. The terms business and trade, as used in this provision, shall be construed to have their ordinary, generally accepted meanings, and shall include, without limitation, any occupation, work or activity undertaken on an ongoing basis which involves the provision of goods or services to persons other than the provider's family and for which the provider receives a fee, compensation, or other form of consideration, regardless of whether: (1) such activity is engaged in full or part-time; (2) such activity is intended to or does not generate a profit; or (3) a license is required therefor. Notwithstanding the above, the leasing of a Lot shall not be considered a trade or business within the meaning of this section. This section shall not apply to any activity conducted by the Declarant or a builder or developer approved by the Declarant with respect to its development and sale of the Property or its use of any Lots which Declarant or a builder or developer owns within the Property, or to property designated by the Declarant as a sales or other office. As to sales or other offices or model homes, the Declarant or any purchaser of such property shall have the right, subject to applicable governmental ordinances, to use same for office and/or professional business uses. 10.26 Insurance Rates. Nothing shall be done or kept in any Lot or the Common Area, which will increase the rate of insurance on any property insured by the Association without the approval of the Board, nor shall anything be done or kept in any Lot or on the Common Area which would result in the cancellation of insurance on any property insured by the Association or which would be in violation of any law. 10.27 No Implied Waiver. The failure of Declarant or the Association to object to an Owner's or other person's, including without limitation, a Association's, failure to comply with the covenants or restrictions contained herein, in the Bylaws, or in any rules now or hereafter promulgated shall in no event be deemed a waiver of the provisions of such documents. 10.28 Rules and Regulations. The Association, through the Board, shall have the right to promulgate and impose rules and regulations and thereafter to modify, alter, amend, rescind and augment any of the same with respect to the use, operation and enjoyment of all or a portion of the Property, and any improvements located on the Property including, but not limited to, establishing reasonable fees for the use of facilities and establishing hours and manner of operation for the Common Areas. Such rules and regulations may augment or clarify the terms of this Declaration or any provision, covenant or restriction herein contained. 10.29 Compliance With Laws. Subject to rights of reasonable contest, each Owner shall promptly comply with the provisions of all applicable laws, regulations, ordinances, and other governmental or quasi-governmental regulations. 11. ARCHITECTURAL REVIEW 11.1 Membership. There is hereby established an Architectural Review Board which shall be responsible for the administration of the Association's Construction Standards. The ARB shall be composed of such number of persons as the Board directs, who need not be Members, and may constitute no less than three (3) persons. All of the members of the ARB shall be appointed, removed, and replaced by the Board of Directors. 11.2 Purpose. The ARB shall review, study and either approve or reject proposed initial construction and any alterations to improvements to the Lots or Dwelling Units, all in compliance with this Declaration and as further set forth in any rules and regulations and the Association Construction Standards as shall be adopted and established and may be amended from time to time by the Board of Directors. The ARB shall exercise its best judgment to see that all improvements conform and harmonize with any existing buildings as to external design, quality and type of constructions, materials, color, plot plan, height, grade and finished ground elevation, and all aesthetic considerations and landscaping approvals herein set forth. The actions of the ARB in the exercise of its discretion by its approval or disapproval of plans and other information submitted to it, or with respect to any other matter before it, shall be conclusive and binding on all interested parties. The ARB and the Board and Declarant shall have no liability for reasonable decisions made in the course of its duties. No unit shall exceed two stories in height or 35' in height. No unit shall have exposed structural block. No unit exterior shall feature sheeted wood siding, imitation brick, or imitation stone face covering on any portion of the unit's exterior. All units shall have driveways constructed of paving bricks or concrete, and have a walkway leading to the unit entry which is constructed of material similar to the driveway. No fences will be allowed between the lake front and the lake-side of the house. Each owner shall purchase and install the standard developer approved free standing mailbox with the unit number constructed thereon and one or more development approved street light. Each unit shall have a minimum of at least 4 shade trees, 6 palm trees, minimum of 3 inches in diameter, and minimum of 10 feet in height, and automatic underground sprinklers for the landscaping. A minimum of $5,000 shall be spent in landscaping. All roofs shall be tile or simulated tile. 11.3 Organization and Operation of Committee. The term of office of each member of the ARB, subject to Paragraph 11. 1, shall be one (1) year, commencing January 1 of each year, and continuing until a successor shall have been appointed. Should an ARB member die, retire, become incapacitated, or in the event of a temporary absence of a member, a successor may be appointed by the Board of Directors. The chairperson shall be appointed by the Board of Directors, and shall take charge of and conduct all meetings and shall provide for reasonable notice to each member of the ARB prior to any meeting. The affirmative vote of a majority of the members of the ARB present at a meeting at which a quorum is present shall govern its actions and may be the act of the ARB. A quorum shall consist of a majority of the members. The ARB may avail itself of technical and professional advice and consultants as it deems appropriate. 11.4 Expenses. Except as hereinafter provided, all expenses of the ARB shall be paid by the Association. The ARB shall have the right to charge a reasonable filing fee for each application submitted to it for review, in an amount established by the ARB from time to time, which amount is designed to cover the costs of the ARB. The filing fees shall be collected by the ARB and remitted to the Association to help defray the expenses of the ARB's operation. 11.5 Criteria. The Architectural Review Board shall prepare and, on behalf of the Board of Directors, promulgate design and development guidelines, performance standards, and application and review procedures. Copies shall be available from the Architectural Review Board for review. The guidelines and procedures shall be as promulgated by the Declarant and the Association, and the Architectural Review Board shall have sole and full authority to prepare and to amend them. The Architectural Review Board shall make the guidelines and procedures available to Owners, builders or developers who seek to engage in development of or construction upon all or any portion of the Property. If the Architectural Review Board fails to approve or disapprove plans submitted to it, or to request additional information reasonably required, within forty-five (45) days after submission thereof, the plans shall be deemed approved. If the Architectural Review Board disapproves any plans submitted to it, the Owner, builder or developer whose plans have been disapproved shall have the right to appeal the decision by written notice to the Board within fifteen (15) days after the Architectural Review Board issues its disapproval. The Architectural Review Board shall establish, subject to the Board's approval, a procedure for such appeals. The Board's decision on any appeal shall be final. 11.6 Standards for Modifications, Additions or Alterations to Existing Structures. The Architectural Review Board shall promulgate detailed standards and procedures governing modifications, additions or alterations made on or to existing structures located on the Property. Plans and specifications showing the nature, kind, shape, color, size, materials, and location of such modifications, additions, or alterations, shall be submitted to the Architectural Review Board for approval as to quality workmanship and design and as to harmony of external design with existing structures, location in relation to surrounding structures, topography, and finished grade elevation. Nothing contained herein shall be construed to limit the right of an Owner to remodel the interior of their residence, paint the interior of their residence any color desired provided that modifications or alterations to the interior of screen porches, patios and similar portions of a residence visible from outside the residence shall be subject to approval hereunder. 11.7 Right to Inspect. Any member of the Architectural Review Board or their representative shall have the right during reasonable hours and after reasonable notice, to enter upon any of the Property under construction to inspect for the purposes of ascertaining whether construction is proceeding or was accomplished in accordance with the Declaration and the approved plans of the improvements. Such person or persons shall not be deemed guilty of trespass by reason of such entry. Members of the ARB and their representatives shall comply with applicable safety rules for each job site and shall not be authorized to interfere with ongoing construction activities or to enter upon any job site unless accompanied by a construction superintendent or foreman. 11.8 Variances. The ARB may authorize variances from compliance with any of the Construction Standards and their procedures when circumstances such as topography, natural obstructions, hardship, or aesthetic or environmental considerations require. Such variances may only be granted, however, when unique circumstances dictate. No variance shall: (1) be effective unless in writing; (2) be contrary to the restrictions set forth in this Declaration; or (3) stop the ARB from denying a variance in other circumstances. For purposes of this section, the inability to obtain approval of any governmental agency, the denial of any permit, or disapproval of the terms of any financing shall not necessarily be considered a hardship warranting a variance. 11.9 Limitation of Liability. The ARB shall use reasonable judgment in its approval or disapproval of all plans and specifications submitted to it. Neither the ARB, nor any individual member thereof, shall be liable to any person for any official act of the ARB in connection with submitted plans and specifications, except to the extent the ARB or any individual member thereof acted with malice or wrongful intent. Approval by the ARB does not necessarily assure approval by the appropriate governmental board or commission. Notwithstanding that the ARB has approved plans and specifications, neither the ARB nor any of its members shall be responsible or liable in any way to any Owner or contractor with respect to any loss, liability, claim, or expense which may arise by reason of such approval or failure to approve. Neither the Board, the Architectural Review Board or any agent thereof shall be responsible in any way for any defects in any plans or specifications submitted, revised or approved in accordance with the provisions of the Association Documents, nor for any structural or other defects in any work done according to such plans and specifications. In all events, the Association shall defend and indemnify the ARB in any such suit or proceeding. 11.10 Approval Required. No construction, included but not limited to, staking, clearing, excavation, grading, and other site work, exterior alteration or modification of existing improvements, and no plantings or removal of plants, trees, or shrubs shall take place anywhere on the Property until the approval of the Architectural Review Board for the same has been obtained. The Board of Directors may establish reasonable fees to be charged by the Architectural Review Board on behalf on the Association for review of applications hereunder and may require such fees to be paid in full prior to review of any application. All residential structures constructed on any portion of the Property shall be designed by and built in accordance with the plans and specifications of a licensed architect and/or certified residential designer. Notwithstanding the foregoing, the ARB shall not have any jurisdiction to review and approve any plans or construction that Declarant or previous ARB has previously approved. 11.11 Removal of Non-Conforming Improvements. The Association, upon request of the ARB and after reasonable notice to the offender and to the Owner, may remove any improvements constructed, reconstructed, refinished, altered, or maintained in violation of these covenants, and the Owner thereof shall forthwith reimburse the Association for all expenses incurred in connection therewith. 11.12 Compliance. Any contractor, subcontractor, agent, employee or other invitee of any Owner who fails to comply with the terms and provisions of the Association's Construction Standards and the procedures promulgated by the Architectural Review Board may be excluded by the Board from the Property without liability to any person, subject to the notice and hearing procedures contained in the Bylaws. 11.13 Exception. This section shall not apply to any of the activities of the Declarant, or to improvements or modifications to the Common Areas by or on behalf of the Association. 12. ENFORCEMENT 12.1 Remedies. If any person or entity shall violate or any of these covenants or restrictions, it shall be lawful for the Declarant, any Owner or the Association to: (1) prosecute proceedings for the recovery of damages against those so violating any such covenant or restriction, or (2) maintain a proceeding in any court of competent jurisdiction against those so violating any such covenant or restriction, for the purpose of preventing, or enjoining all or any such violations. The remedies contained in these provisions shall be construed as cumulative of all other remedies now or hereafter provided by law or this Declaration. Such enforcement may also be by official act of the South Florida Water Management District, in accordance with any permit issued by said agency at the time of platting the community. The failure of the Declarant, its successors or assigns, or the Association or an Owner, to enforce any covenant or restriction or any obligation, right, power, privilege, authority or reservation herein contained, however long continued, shall in no event be deemed a waiver of the right to enforce the same thereafter as to the same breach or violation, or as to any other breach or violation thereof occurring prior to or subsequent thereto. 12.2 Severability. The invalidation of any provision or provisions of the covenants and restrictions set forth herein by judgment or court order shall not affect or modify any of the other provisions of said covenants and restrictions which shall remain in full force and effect. 12.3 Notices. Any notice required to be sent to any Owner or Member shall be deemed to have been properly delivered when mailed, postpaid, to the last known address of the person who appears as Owner on the records of the Association at the time of such mailing. 12.4 Tenants to Comply with Declaration, Articles and Bylaws; Effect of Non-Compliance. All Tenants shall be subject to the terms and conditions of this Declaration, the Bylaws, the Articles of Incorporation, and the rules and regulations promulgated thereunder as though such Tenant were an Owner. Each Owner agrees to cause his or her lessee, occupant or persons living with such Owner or his or her Tenant to comply with the Declaration, Bylaws, Articles and the rules and regulations promulgated thereunder, and the Owner is responsible and liable for all violations and losses caused by such Tenants or occupants notwithstanding the fact that such occupants of the Lot or Dwelling Unit are also fully liable for any violation of the documents and regulations. In the event that a Tenant, occupant, or person living with the Tenant violates a provision of the Declaration, Bylaws, Articles or rules and regulations adopted pursuant thereto, the Board shall have the power to bring an action or suit against the lessee to recover sums due for damages or injunctive relief, or for any other remedy available at law or equity. 13. ADDITIONAL ENFORCEMENT PROVISIONS 13.1 Compliance by Owners. Every Owner and Owner's Tenants, guests and invitees and the Association, are governed by and shall comply with the applicable law and the Governing Documents of the Property and any and all rules and regulations which from time to time may be adopted by the Board of Directors of the Association. 13.2 Procedure. Any Owner who wishes to report a violation of these restrictions or of the rules and regulations shall do so in writing to the Board of Directors. The Board of Directors shall investigate the complaint, and if it is determined to be well founded, the Board shall write a letter to the offending Owner or tenant, guest or invitee and such letter shall set forth the infraction and a time period within which such Owner or Tenant, guest or invitee shall comply with these restrictions and/or rules and regulations. In the event the Owner, or Tenant, guest or invitee, does not comply by the date set forth in the Board's letter, the Board may take any of the enforcement actions set forth herein. 13.3 Enforcement. Failure of an Owner or Tenant, guest or invitee to comply with such covenants and restrictions or rules and regulations shall be grounds for action by any Owner or the Association which may include, without limitation, any action to recover sums due for damages, injunctive relief, or any combination thereof. In addition to the rights of the Association to enforce the provisions of this Declaration, the South Florida Water Management District shall have the right to enforce, by a proceeding at law or in equity, the provisions contained in this Declaration which relate to the maintenance, operation and repair of the surfacewater or stormwater management system. The Association shall have the right to suspend the voting rights and the use of Common Area by the Owner and/or tenant as it shall determine. 13.4 Suspension and Fines. In addition to the means for enforcement provided in the Declaration, Bylaws or Rules and Regulations of this Association, or by law, in the sole discretion of the Board of Directors of the Association, suspension of use rights to use Common Areas and facilities as provided by law, and the levy of a fine or fines may be imposed upon an Owner for failure of an Owner, the Owner's family, guests, occupants, licensees, invitees, Tenants or employees, or both, to comply with any covenant, restriction, rule or regulation in accordance with the following procedures: a. Notice. A fine or suspension may not be imposed without written notice of at least fourteen (14) days to the person or entity sought to be fined or suspended, and the Association shall notify the Owner of the infraction or infractions. Included in the Notice shall be the date and time of the next Board of Directors meeting at which time the Owner shall present reasons why penalties should not be imposed. b. Hearing. The non-compliance shall be presented at a hearing before a committee of at least three (3) Members appointed by the Board of Directors who are not officers, directors, or employees of the Association, or the spouse, parent, child, brother, or sister of an officer, director, or employee, after which the Board shall hear reasons why penalties should not be imposed. Any party charged shall be entitled to cross examine witnesses and may be represented by counsel. If the committee, by majority vote, does not approve a proposed fine or suspension, it may not be imposed. A written decision shall be submitted to the Owner or the Owner's family, tenants, guests, or invitees, or both, not later than twenty-one (21) days after the Board of Directors meeting. The requirements contained herein do not apply to the imposition of suspensions or fines upon any Member because of the failure of the Member to pay assessments or other charges when due as authorized by this Declaration. c. Fines. The Board of Directors may impose a fine in the nature of a special assessment against the Dwelling Unit owned by the Owner as follows: (1) First non-compliance or violation: a fine not in excess of One Hundred Dollars ($100.00). (2) Second non-compliance or violation: a fine not in excess of Five Hundred Dollars ($500.00). (3) Third and subsequent non-compliance or violation or violations which are of a continuing nature: a fine not in excess of One Thousand Dollars ($1,000.00) for each such occurrence. d. Payment of Fines. Fines shall be paid not later than thirty (30) days after notice of the imposition or assessment of the penalties. e. Collection of Fines. Fines shall be treated as a special assessment and a lien subject to the provisions for the collection of assessments and enforcement of liens as set forth herein. f. Application of Fines. All monies received from fines shall be allocated to the reserve for replacement funds for the Association. g. Non-exclusive Remedy. These fines shall not be construed to be exclusive, and shall exist in addition to all other rights and remedies to which the Association may be otherwise legally entitled. 14. CONSERVATION EASEMENT THE CONSERVATION AREAS, AS DESCRIBED IN THIS DEED OF CONSERVATION EASEMENT, ARE HEREBY DEDICATED AS COMMON AREAS. THEY SHALL BE THE PERPETUAL RESPONSIBILITY OF THE ASSOCIATION AND MAY IN NO WAY BE ALTERED FROM THEIR NATURAL OR PERMITTED STATE. ACTIVITIES PROHIBITED WITHIN THE CONSERVATION AREAS INCLUDE, BUT ARE NOT LIMITED TO, CONSTRUCTION OR PLACING OF BUILDINGS ON OR ABOVE THE GROUND; DUMPING OR PLACING SOIL OR OTHER SUBSTANCES SUCH AS TRASH; REMOVAL OR DESTRUCTION OF TREES, SHRUBS, OR OTHER VEGETATION ' WITH THE EXCEPTION OF EXOTIC/NUISANCE VEGETATION REMOVAL; EXCAVATION, DREDGING OR REMOVAL OF SOIL MATERIAL; DIKING OR FENCING; ANY OTHER ACTIVITIES DETRIMENTAL TO DRAINAGE; FLOOD CONTROL, WATER CONSERVATION, EROSION CONTROL, OR FISH AND WILDLIFE HABITAT CONSERVATION OR PRESERVATION. A. A Grant of Conservation Easement in favor of South Florida Water Management District has been recorded in O. R. Book ______, Page _______ of the Public Records of Lee County, Florida. Except as otherwise specifically provided in the Conservation Easement, the following uses and practices are prohibited in the Conservation Area: 1. Any alteration from their natural or permitted condition with the exception of; a. The removal of nuisance and exotic plant species as may be required by the Conservation Easement; b. Any restoration required by the restoration plan in the Conservation Easement; 2. Surface use except for purposes that permit the land or water area to remain predominantly in its natural condition; 3. Activities detrimental to drainage, flood control, water conservation, erosion control, soil conservation, or fish and wildlife habitat preservation; and 4. Acts or uses detrimental to the retention of the land or water areas. B. A maintenance and monitoring plan for the areas within the Conservation Easement is attached hereto as Exhibit '____'. 15. MISCELLANEOUS PROVISIONS 15.1 Term. The covenants and restrictions of this Declaration shall run with and bind the Property subjected to this Declaration, and shall inure to the benefit of and shall be enforceable by the Declarant, the Association, or the Owner of any portion of the Property subjected to this Declaration, their respective legal representatives, heirs, successors, and assigns, for a term of thirty (30) years from the date this Declaration is recorded. After the original thirty (30) year period, they shall be automatically extended for successive periods of ten (10) years, unless an instrument in writing, signed by the majority of the then current Owners, has been recorded within the year preceding the beginning of each successive period of ten (10) years, agreeing to change said covenants and restrictions, in whole or in part, or to terminate the same, in which case this Declaration shall be modified or terminated as specified therein. 15.2 Amendment. Until Turnover, the Declarant may unilaterally amend this Declaration without the consent of the Association or any third party. Following Turnover, this Declaration may be amended only by the affirmative vote or written consent, or any combination thereof, of Members representing two-thirds (2/3) of the total votes in the Association; provided, however, that no Amendment shall be made to this Declaration without the consent and joinder of the Declarant so long as the Declarant owns any Lot or other portion of the Property; provided, further, that the percentage of votes necessary to amend a specific clause shall not be less than the prescribed percentage of affirmative votes required for action to be taken under that clause. No amendment affecting the Water Management System shall be of any force and effect unless South Florida Water Management District consents to the same. To be effective, any amendment must be recorded in the public records of Lee County, Florida. If an Owner consents to any Amendment to this Declaration or the Bylaws, it will be conclusively presumed that such Owner has the authority to so consent and no contrary provision in any mortgage or contract between the Owner and a third party will affect the validity of such Amendment. No Amendment may remove, revoke, or modify any right or privilege of the Declarant without the written consent of Declarant or the assignee of such right or privilege. Notwithstanding anything to the contrary herein contained, no Amendment to this Declaration shall be effective which would impair or prejudice the rights or priorities of the Declarant under this Declaration or any other of the Governing Documents without specific written approval from the Declarant. 15.3 Severability. Invalidation of any one of these covenants or restrictions by judgment or court order shall in no way affect any other provisions, which shall remain in full force and effect. 15.4 Litigation. No judicial or administrative proceeding shall be commenced by the Association unless approved by a vote of seventy-five percent (75%) of the votes eligible to be cast. This section shall not apply, however, to: (1) actions brought by the Association to enforce the provisions of this Declaration (including, without limitation, the foreclosure of liens); (2) the imposition and collection of Assessments; (3) proceedings involving challenges to ad valorem taxation, or (4) counterclaims brought by the Association in proceedings instituted against it. In the event any claim is made against the Declarant or any litigation is instituted against the Declarant, then the Association shall assess all Members, other than the Declarant, for the costs of the claim or litigation, including without limitation, attorneys' fees incurred, and funds from any Assessments shall not be used for any such claim or litigation. The prevailing party shall be entitled to recover as part of the award all such advanced costs and reasonable attorneys' fees and related costs, fees or expenses of such claim or litigation. In the event the Declarant is the prevailing party, the Association shall levy a Special Assessment against all Owners, other than the Declarant, for the Declarant's cost for any such claim or litigation. This provision shall not be amended unless such Amendment is made by the Declarant or is approved by the percentage of votes and pursuant to the same procedures necessary to institute proceedings as provided above. 15.5 Declarant's Sales Activities. Nothing herein shall be construed to restrict, prohibit or in any way inhibit the Declarant's efforts to promote, market and sell the Property, or any portion thereof. In particular and without limitation, the Declarant shall be entitled to operate sales trailers and model homes within the Property. This provision shall not be modified nor deleted without the express written consent of the Declarant, which consent may be withheld for any reason. 15.6 Declarant's Rights. Declarant, its successors, designees and assigns, shall have the right to make such use of the Property as Declarant shall, from time to time, determine. In recognition of the fact that Declarant will have a continuing and substantial interest in the development and administration of the Property, Declarant hereby reserves for itself, its successors, designees, and assigns, the non-exclusive right to use all Common Areas and all other portions of the Property in conjunction with and as part of its program of sale, leasing, construction, marketing, and development including, but not limited to: (1) the right to carry on construction and to enter and transact business; (2) maintain models and sales and rental offices; (3) employ sales and rental personnel; (4) show Lots and Residences; (5) use on-site transportation systems; and (5) use portions of the Property and Lots and improvements owned by Declarant or the Association for purposes set forth above, for storage of construction materials, and for construction and assembling construction components without any cost to Declarant and its successors, nominees and assigns. In addition to its other rights to the Common Areas, the Declarant, its successors, designees, and assigns, shall have the non- exclusive right to use all or any portion of any buildings thereon as a sales, rental, or construction office. Any models, sales areas, sales or rental office(s), parking areas, construction office(s), signees and any other designated areas or property pertaining to the sale, construction, marketing, maintenance and repair efforts of Declarant shall not be part of the Common Area, and shall remain the property of Declarant or its nominees, as the case may be. The Declarant shall have the non-exclusive right to construct, maintain and repair structures and landscaping and other improvements to be located on the Property as the Declarant deems necessary or appropriate for the development of the Property. The Declarant's use of any portion of the Property as provided in this paragraph shall not be a violation of this Declaration. Notwithstanding anything to the contrary contained in this Declaration, the Declarant shall have the right to retain and use, in connection with any Lots it owns, any and all of the rights and privileges it has reserved in this Declaration. The Declarant shall not in any way or manner be held liable or responsible for any person's violation of this Declaration or the Governing Documents other than those committed by itself. Any provision of the Governing Documents which requires the consent of Declarant shall be subject to the Declarant's right to withhold its consent in its sole discretion. The rights and privileges of the Declarant, its successors, designees and assigns, as set forth herein are in addition to and in no way limit any other rights or privileges of the Declarant, its successors, designees and assigns under this Declaration, the Articles or the Bylaws. The provisions of this paragraph, like other provisions of this Declaration, grant or reserve rights to and for the Declarant and may not be suspended, superseded or modified in any manner unless same is consented to by the Declarant. This right of use and transaction of business as set forth herein, like Declarant's other rights herein, may be assigned in writing by the Declarant in whole or in part as the Declarant deems appropriate. 15.7 Dissolution. If the Association is dissolved, each Lot shall continue to be subject to the assessments provided for in Section 9, and each owner shall continue to be personally obligated to Declarant or the successor or assigns of the Association (as the case may be) for such assessment to the extent that such assessments are required to enable Declarant or any such successors or assigns acquiring any real property previously owned by the Association to properly maintain, operate and preserve it. 15.8 Water Levels and Water Quality. BY ACCEPTANCE OF A DEED TO A HOME OR LOT, EACH OWNER ACKNOWLEDGES THAT THE WATER LEVELS AND WATER QUALITY OF THE SKI LAKE MAY VARY. THERE IS NO GUARANTEE BY DECLARANT OR ASSOCIATION THAT WATER LEVELS AND WATER QUALITY WILL BE CONSTANT OR AESTHETICALLY PLEASING AT ANY PARTICULAR TIME. During time of drought, water levels may be low or non-existent. Without limiting the foregoing, the water level and water quality of the Ski Lake may vary depending on drought conditions or a result of excessive rainstorms. Declarant and Association shall not be obligated to erect fences, gates, or walls around or adjacent to any water body within Ulitmate Ski Lake. The water bodies within Ulitmate Ski Lake may be part of the Surface Water Management System for Ulitmate Ski Lake; accordingly, it is to be expected that the levels and water quality of such water bodies will fluctuate. IN WITNESS WHEREOF, Declarant has executed this Declaration of Covenants, Conditions and Restrictions for ULTIMATE SKI LAKE on this day of , 2005. Signed, sealed and delivered DECLARANT: in our presence as witnesses: THE ULTIMATE SKI LAKE, LLC, a Florida limited liability company By: Print Name_________________________ , its Managing Member Manager Print Name_________________________ STATE OF FLORIDA COUNTY OF COLLIER The foregoing instrument was sworn to and acknowledged before me this day of , 2005, by _____________________________________, as Managing Member of THE ULTIMATE SKI LAKE, LLC, a Florida limited liability company, who is personally known to me or produced ________________________ as identification. NOTARY PUBLIC, State of Florida CONSENT OF MORTGAGEE TO DECLARATION _______________________________________, (the "Mortgagee"), being the owner and holder of a certain Mortgage recorded in Official Records Book ________, Page _________ of the Public Records of Lee County, Florida, which Mortgage encumbers the real property and improvements described in the foregoing Declaration of Covenants, Conditions and Restrictions for ULTIMATE SKI LAKE (the "Declaration"), does hereby consent to the submission of said real property and improvements thereon to the terms and provisions of the Declaration. THIS CONSENT shall be binding upon Mortgagee, its successors and assigns. IN WITNESS WHEREOF, Mortgagee has caused this instrument to be executed in its name and seal affixed on this of , 2005. Signed, sealed and delivered in our presence as witnesses: MORTGAGEE: By: Print Name: Name: Title: Print Name: STATE OF FLORIDA COUNTY OF ___________ The foregoing instrument was acknowledged before me this day of , 2005, by , on behalf of _________________________________, as its ______________________. He or she is personally known to me or produced as identification. NOTARY PUBLIC, State of Florida My Commission Expires: EXHIBIT A Legal Description of the Property

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