Document

Shelley Coston, Bell County TX Clerk AFTER RECORDING RETURN TO: KRISTIE. STOTTS, ESQ.

WINSTEAD PC 401 CONGRESS AVENUE, SUITE 2100 AUSTIN, TEXAS 78701 EMAIL: [email protected] BELOW.

De : CACTUS JACK DEVELOPMENT, INC., a Texas corporation 4888-2373-6097V.3 67483-1 Page 1 of 76 DOC #2023030284 Pages 76 Shelley Coston, Bell County TX Clerk ARTICLE 1 DEFINITIONS..

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] TABLE OF CONTENTS ARTICLE 2 GENERAL RESTRICTIONS 2.1 General 2.2 2.3 2.4 2.5 Incorporation of Development Area Declarations.

Conceptual Plans Cell Tower and Telecommunications Equipment.

Provision of Benefits and Services to Service Area 2.6 2 9 Page 2 of 76 Designation of Special Common Areas 11 ARTICLE 3 BLACKLAND RANCH RESIDENTIAL 3.1 3.2 3.3 Membership 3.4 Governance.

3.5 Voting Allocation 3.6 3.7 Voting Groups 3.8 3.9 Insurance....

3.14 Community ARTICLE 4 INSURANCE AND RESTORATION 4.1 Insurance..

Unoniciall MUNITY, IN 12 Organization.

12 Neighborhoods 12 12 15 15 Optional Representative System of Voting.

16 18 Single Voting Group 19 19 3.10 Conveyance of Commo of Common Area and Special Common Area to the Association..

22 Indemnification 23 23 Bulk Rate Contracts.

23 Community Services and Systems 24 3.15 Protection of Declarant's Interests Administration of Common Area 25 25 3.17 Maintenance of Drainage Area..

25 Right of Action by Association.

26 26 26 4.2 Restoration Requirements 4.3 26 Restoration - Mechanic's and Materialmen's Lien.

27 ARTICLE 5 COVENANT FOR ASSESSMENTS...

28 5.1 5.2 Assessments.

Maintenance Fund.

i 28 28 4888-2373-6097v.3 67483-1 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] Shelley Coston, Bell County TX Clerk TABLE OF CONTENTS (Continued) Page 3 of 76 Page 5.3 Regular Assessments 29 5.4 Special Assessments 29 5.5

v.3 67483-1 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] Shelley Coston, Bell County TX Clerk TABLE OF CONTENTS (Continued) Page 3 of 76 Page 5.3 Regular Assessments 29 5.4 Special Assessments 29 5.5 Special Common Area Assessments.

29 5.6 Service Area Assessments.

30 5.7 Individual Assessments 5.8 Working Capital Assessment.

5.9 Amount of Assessment 5.10 Late Charges 5.11 5.12 Assessment Lien and Foreclosure 5.13 Exempt Property 5.14 Fines and Damages Assessment.

ARTICLE 6 BLACKLAND RANCH REVIEWER 6.1 Architectural Control By Declarant 6.2 Architectural Control by Association.

6.4 Architectural Approval.

6.5 Non-Liability of the Blackland Ranch Reviewer ARTICLE 7 MORTGAGE PROVISIONS 7.1 Notice of Action 7.2 Examination 7.3 Taxes, ARTICLE 8 EASEMENTS 8.1 8.2 Reserved and Existing Easements 8.3 Roadway and Utility Easements.

Entry and Fencing Easement Easement for Special Events.

Solar Equipment Easement Easement to Inspect and Right to Correct.

ARTICLE 9 DEVELOPMENT RIGHTS 9.1 Development.

9.2 Special Declarant Rights.

9.3 Addition of Land 9.4 Withdrawal of Land 9.5 Notice of Applicability.

9.6 Designation of Neighborhood ii Unoticial Copy 30 30 Owner's Personal Obligation for Payment of Assessments 34 34 35 35 36 6.3 Prohibition of Construction, Alteration Alteration and Improvement.

36 37 39 39 39 39 40 40 Egress 40 40 41 41 Landscape, Monumentation and Signage Easement.

41 41 42 Cellular Tower and Telecommunications Easement.

42 43 43 44 44 44 45 45 46 4888-2373-6097v.3 67483-1 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] Shelley Coston, Bell County TX Clerk TABLE OF CONTENTS (Continued) Page 4 of 76 10.9 Conflicts 10.10 Gender 10.11 Acceptance by Grantees 10.12 Damage and Destruction 10.13 No Partition 10.14 View Impairment 10.15 Safety and Security

lerk TABLE OF CONTENTS (Continued) Page 4 of 76 10.9 Conflicts 10.10 Gender 10.11 Acceptance by Grantees 10.12 Damage and Destruction 10.13 No Partition 10.14 View Impairment 10.15 Safety and Security 10.16 Facilities Open to the Public 10.17 Notices 10.18 Mining and Drilling 10.19 Water Quality Facilities.

ARTICLE 11 DISPUTE RESOLUTION 11.1 Introduction and Definitions.

Mandatory Procedures Claims Affecting Common Areas or Special Common Areas ..........54 11.4 Claim by Lot and/or Condominium Unit Owners Improvements on Lots and/or Condominium Units Negotiation Mediation Binding Arbitration-Claims 11.9 Allocation Of Costs 11.10 General Provisions 11.11 Period of Limitation...

11.12 Funding the Resolution of Claims Unonicial Copy Page 9.7 9.8 Assignment of Declarant's Rights.

Notice of Plat Recordation 46 47 ARTICLE 10 GENERAL PROVISIONS 47 10.1 Term 10.2 Eminent Domain 10.3 Amendment 10.4 10.5 10.6 Enforcement.

Declarant Fine Authority No Warranty of Enforceability.

10.7 Higher Authority 10.8 Severability.

47 47 48 48 49 49 49 49 50 51 51 51 52 52 52 53 53 53 54 59 61 62 62 63 64 64 65 65 4888-2373-6097v.3 67483-1 iii BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] Shelley Coston, Bell County TX Clerk Page 5 of 76 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] This Blackland Ranch Master Covenant [Residential] (the “Covenant’) is made by CACTUS JACK DEVELOPMENT, INC., a Texas corporation (the “Declarant’), and is as follows: RECITALS: A. Declarant is the present owner of certain real property located in Jie Be ; Texas, as more particularly described on Exhibit “A”, attached hereto and ip Ey (the “Property”).

Notices of Applicability have been Recorded, the ps shall constitute the Development (defined below) this Covenant, and the Development in turasha

ibit “A”, attached hereto and ip Ey (the “Property”).

Notices of Applicability have been Recorded, the ps shall constitute the Development (defined below) this Covenant, and the Development in turasha (defined below) which shall be governs Declarations (defined below) in addition to oa and provisions of this Covenant until a Notice of may only be Recorded by the Declarant.

Pescribed on Exhibit “A”. This is the land that may be made subject to this Covenant, from time to time, by the Recording of one or more Notices of Applicability. Declarant has no obligation to add all or any portion of the Property to this Covenant.

<De ment” This is the portion of the land described on Exhibit “A” that has been made subject to this Covenant through the Recording of a Notice of Applicability.

“Development Area” This is a portion of the Development. Each Development Area may be made subject to a Development Area Declaration.

“Property” D. This Covenant serves notice that upon the further Recording of one or more Notices of Applicability, portions of the Property identified in such notice or notices shall be subject to the terms and provisions of this Covenant.

1 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 6 of 76 NOW, THEREFORE, it is hereby declared that: (i) those portions of the Property as and when made subject to this Covenant by the Recording of a Notice of Applicability shall be held, sold, conveyed, and occupied subject to the following covenants, conditions and restrictions which shall run with such portions of the Property and shall be binding upon all parties having right, title, or interest in or to such portions of the Property or any part thereof, their heirs,

tions which shall run with such portions of the Property and shall be binding upon all parties having right, title, or interest in or to such portions of the Property or any part thereof, their heirs, successors, and assigns and shall inure to the benefit of each Owner thereof; and (ii) each contract or deed conveying those portions of the Property that have been made subject to this Covenant shall conclusively be held to have been executed, delivered, and accepted s the following covenants, conditions and restrictions, regardless of whether or not t set out in full or by reference in said contract or deed.

reader. If there is a conflict between any note and the text of the control.

ARTICLE 1 DEFINITIONS Unless the context otherwise specifies or r ed in this Covenant shall have the meanings set forth below: particularly described in Article 6, during Blackland Ranch Reviewer and exercise Development. The ACC will not be Improvements until such righ# instrument executed by the “Assessment” or “Assessments” means assessments the Association may impose under this Covenant.

“Assessment Unit” has the meaning set forth in Section 5.9.2.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 7 of 76 “Association” means BLAACKLAND RANCH RESIDENTIAL COMMUNITY, INC,, a Texas nonprofit corporation, which will be created by the Declarant to exercise the authority and assume the powers specified in Article 3 and elsewhere in this Covenant. The failure of the Association to maintain its corporate charter from time to time does not affect the existence or legitimacy of the Association, which derives its authority from this Covenant, the Certificate, the Bylaws, and Applicable Law.

its corporate charter from time to time does not affect the existence or legitimacy of the Association, which derives its authority from this Covenant, the Certificate, the Bylaws, and Applicable Law.

or termination of the Development Period. Upon expiration or termination of the Period, the rights of the Blackland Ranch Reviewer shall automatically be t ACC appointed by the Board, as set forth in Section 6.2.

“Board” means the Board of Directors of the Association.

“Bulk Rate Contract” or “Bulk Rate Contracts” mea entered into by the Association for the provision of utility se Contracts may include, without limitation, securit service, natural gas service, landscape maintena telecommunications services, internet access pick-up services, propane services, cable television services, services, and any other services of any ki beneficial. During the Development Period, 4 pn_ Area” means any property and facilities that the Association owns or in ise holds rights or obligations, including any property or facilities (i) held by the Declarant for the benefit of the Association or its Members or (ii) designated by the Declarant as Common Area in accordance with Section 3.6. Upon the Recording of such designation, the portion of the Property identified therein shall be considered Common Area for the purpose of this Covenant. Common Area also includes, without limitation, the Drainage Area(s) (as defined herein) and any other property that the Association holds under a lease, license, or any easement in favor of the Association. Some Common Area shall be solely for the common use 3 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 8 of 76

vor of the Association. Some Common Area shall be solely for the common use 3 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 8 of 76 and enjoyment of the Owners, while other portions of the Common Area may be designated by the Declarant or the Board for the use and enjoyment of the Owners and members of the public.

“h Community Manual” means the community manual, which the Declarant may initially adopt and Record as part of the initial project documentation for the Development. The Community Manual may include the Bylaws, Rules and other policies governing the Association. The Community Manual may be amended or supplemented from time to time by the Declarant during the Development Period. Upon expiration or terminatio the Development Period, the Community Manual may be amended by a Majority of the residential, commercial or live/work purposes.

“Covenant” means this Blackland Ranch Master C the preamble.

“Declarant” means CACTUS JACK DEV successors and permitted assigns. Notwithstandin, contrary, Declarant may, by Recorded instrume non-exclusively, any of its privileges, ex i Covenant to any person. Declarant may Ron MENT; “, a Texas corporation, its provision in this Covenant to the whole or in part, exclusively or to participate in whole, in part, exclusiveby-eyx usively, in any of Declarant’s privileges, exemptions, rights and duties aes, ths ¢ construction, and size, shape and co eClarant may also assign, in whole or in part, all or any blished under the terms and provisions of this Covenant standards for design and construction of Oat, which may be adopted pursuant to Section 6.4.2 as the same may be time to time. The Design Guidelines may consist of multiple written design

this Covenant standards for design and construction of Oat, which may be adopted pursuant to Section 6.4.2 as the same may be time to time. The Design Guidelines may consist of multiple written design Recorded™as a separate written instrument or may be incorporated into a Development Area Declaration by exhibit or otherwise. Notwithstanding anything in this Covenant to the contrary, Declarant shall have no obligation to establish Design Guidelines for the Property, the Development, or any portion thereof.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 9 of 76 “ Development” refers to all or any portion of the Property made subject to this Covenant by the Recording of a Notice of Applicability.

“Development Area” means any part of the Development (less than the whole), which Development Area may be subject to a Development Area Declaration in addition to being subject to this Covenant.

“Development Area Declaration” means, with respect to any Development A separate instruments containing covenants, restrictions, conditions, limitations easements, to which the property within such Development Area is subjected.

applicable Development Area Declaratio.

be amended from time to time, and an iG promulgates pursuant to this Covenant,-and e¥elopment Area Declaration, as adopted it, schedule, or certification accompanying a Document is part of such Dogwipfent.

1 for a summary of the Documents.

{ e Aged iation in accordance with a Plat of the Property.

gfeans (a) a public improvement district created pursuant to he Texas Local Government Code; (b) a municipal utility district I, Section 59 of the Constitution of Texas and/or Chapters 49 and

roperty.

gfeans (a) a public improvement district created pursuant to he Texas Local Government Code; (b) a municipal utility district I, Section 59 of the Constitution of Texas and/or Chapters 49 and ts) any other similarly constituted quasi-governmental entity created for webuilder” refers to any Owner (other than Declarant) who is in the business of constructing single-family residences (whether attached or detached) for resale to third parties and acquires all or a portion of the Development to construct single-family residences for resale to third parties.

“Improvement” means any and all physical enhancements and alterations to the Development, including, but not limited to, grading, clearing, removal of trees, site work, 5 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 10 of 76 utilities, landscaping, irrigation, trails, hardscape, exterior lighting, alteration of drainage flow, drainage facilities, detention/retention ponds, water features, fences, walls, signage, and every structure, fixture, and all appurtenances of every type and kind, whether temporary or permanent in nature, including, but not limited to, buildings, outbuildings, storage sheds, patios, tennis courts, sport courts, recreational facilities, swimming pools, putting greens, garages, driveways, parking areas and/or facilities, storage buildings, sidewalks, fences, gates, screening walls, retaining walls, stairs, patios, decks, walkways, landscaping, mailboxes, awnings and exterior air conditioning equipment or fixtures.

“Lot” means any portion of the Development the Declarant designates “Majority” means more than half.

“Manager” has the meaning set forth in Section 3.9.8.

erior air conditioning equipment or fixtures.

“Lot” means any portion of the Development the Declarant designates “Majority” means more than half.

“Manager” has the meaning set forth in Section 3.9.8.

“Members” means every person or entity that ho e ship privileges in the Association.

(s) or deed(s) of trust securing s) of any Mortgage(s).

thin Section 3.2.

€ representative elected by the Owners of Lots and od pursuant to the Representative System of Voting Mitiation of any judicial or administrative proceeding as described in vithstanding the foregoing, the Documents may set forth additional “Notice of Applicability” means the Recorded notice the Declarant executes for the purpose of adding all or any portion of the Property to the terms and provisions of this Covenant. In accordance with Section 9.5, a Notice of Applicability may also subject a portion of the Property to a previously Recorded Development Area Declaration.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 11 of 76 “Occupant” means a resident, occupant or tenant of a Lot or Condominium Unit, other than an Owner.

“Owner” means the person(s), entity or entities, including Declarant, holding all or a portion of the fee simple interest in any Lot or Condominium Unit and in no event shall mean any Occupant. Mortgagees who acquire title to a Lot or Condominium Unit through a deed in lieu of foreclosure or through foreclosure are Owners. Persons or entities having ownership interests merely as security for the performance of an obligation are not Owners. Ever is a Member of the Association.

applicable).

“Plat” means a Recorded subdivision plat of any portig amendments thereto.

sts merely as security for the performance of an obligation are not Owners. Ever is a Member of the Association.

applicable).

“Plat” means a Recorded subdivision plat of any portig amendments thereto.

particularly described on Exhibit “A”, attached heyety and irteerperated herein by reference, subject to any additions thereto or withdrawals th om as may be made pursuant to Section 9.3 and Section 9.4, respectively, of this Cove , however denominated, which the Declarant may adopt al or the Board may subsequently adopt for the regulation and ent, including any amendments thereto. Until expiration or be comprised of more than one type of use or structure and may include noncontiguous Lots. A Lot or Condominium Unit may be assigned to more than one Service Area. Service Area boundaries may be established and modified as provided in Section 2.5.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 12 of 76 “Service Area Assessments” means assessments levied against the Lots and/or Condominium Units in a particular Service Area to fund Service Area Expenses, as described in Section 5.6.

Association incurs or expects to incur for the benefit of Owners within a particular Service Area, which may include a reasonable reserve for capital repairs and replacements.

designation shall be made in the sole and absolute discretion of Declarant) Area which is assigned for the purpose of exclusive use and/or the ob]igeti otice of Applicability, e Lots, Condominium Units, Owners or Development Areas assigned td Speciat Common Area and further indicate whether the Special Common Area is asgj o such parties for the purpose of

of Applicability, e Lots, Condominium Units, Owners or Development Areas assigned td Speciat Common Area and further indicate whether the Special Common Area is asgj o such parties for the purpose of exclusive use and the payment of Special Com da Assessments, or only for the purpose of paying Special Common Area Assessn@t We y thereto. By way of illustration and not limitation, Special Common Area migh!

peases” means the estimated and actual expenses which the cur to Operate, maintain, repair and replace Special Common TABLE 1: DOCUMENTS Creates obligations that are binding upon the Association and all present and future owners of Property made subject to the Covenant by the Recording of a Notice of Applicability.

Notice of Applicability Describes the portion of the Property being made (Recorded) subject to the terms and provisions of the Covenant and any applicable Development Area Declaration.

Development Area Declaration Includes additional covenants, conditions and (Recorded) restrictions governing portions of the Development.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 13 of 76 Certificate of Formation Establishes the Association as a_ non-profit (Filed with the Secretary of State and | corporation under Texas law.

Recorded) Community Manual Includes the Bylaws, Rules and policies governing (Recorded) the Association.

Design Guidelines If adopted, govern the design and architectural (if adopted) standards for the construction of Improvements and modifications thereto. Neither the Declarant J to adopt Design Guidelines.

ARTICLE 2 ) GENERAL RESTRICTIONS 2.1 General.

Documents and Applicable Law. NO PORTION O TO THE TERMS AND PROVISIONS OF T ised that the Documents do not purport to list

t J to adopt Design Guidelines.

ARTICLE 2 ) GENERAL RESTRICTIONS 2.1 General.

Documents and Applicable Law. NO PORTION O TO THE TERMS AND PROVISIONS OF T ised that the Documents do not purport to list tion which may be applicable to a Lot or a Development. Each Owner is advised to review all provement of their Lot or Condominium Unit.

efistrue an approval by the Blackland Ranch Reviewer as confirmation that 4 ent complies with the terms and provisions of all encumbrances which nay afffgct the Owner’s Lot or Condominium Unit. The Association, each Owner, Home Zant or other user of any portion of the Development must comply without Tié necessity of further act, be incorporated into, and be deemed to constitute a part of this Covenant, to the extent not in conflict with this Covenant, but shall apply only to portions of the Property made subject to the Development Area Declaration upon the Recordation of one or more Notices of Applicability. To the extent of any conflict between the terms and provisions of a Development Area Declaration and this Covenant, the terms and provisions of this Covenant shall apply.

BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 14 of 76 2.3 Conceptual Plans. All master plans, site plans, brochures, illustrations, information and marketing materials related to the Property or the Development (collectively, the “Conceptual Plans”) are conceptual in nature and are intended to be used for illustrative purposes only. The land uses and Improvements reflected on the Conceptual Plans are subject to change at any time and from time to time, and it is expressly agreed and understood that land uses within the Property or the Development may include uses which

on the Conceptual Plans are subject to change at any time and from time to time, and it is expressly agreed and understood that land uses within the Property or the Development may include uses which are not shown on the Conceptual Plans. Neither Declarant nor any Homebuilder or other developer of any portion of the Property or the Development makes any representé warranty concerning such land uses and Improvements shown on the Conceptyat Dc made by the Declarant or any of Declarant’s representatives regarding prop ia) 2.4 Telecommunications, cellular, video and digital equipment, nO p INP itation, broadcast antennae and related equipment, cell towers, cell to repair, replace, improve, Common Area and/or the § mon Area. Parties other than the Declarant or its assigns the construction, installation, use, maintenance, repair, replacement, improve oval and operation of CTT Equipment.

(i) Declarant, in a Notice of Applicability Recorded pursuant to ection 9.5 or in any Recorded notice, may assign Lots and/or Condominium nits to one or more Service Areas (by name or other identifying designation) as it deems appropriate, which Service Areas may be then existing or newly created, and may require that the Association provide benefits or services to such Lots and/or Condominium Units in addition to those which the Association generally provides to the Development. During the Development Period, Declarant may unilaterally amend any Notice of Applicability or any Recorded notice, to re-designate Service Area boundaries. All costs associated with the 10 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 15 of 76 provision of services or benefits to a Service Area shall be assessed against the

KLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 15 of 76 provision of services or benefits to a Service Area shall be assessed against the Lots and/or Condominium Units within the Service Area as a Service Area Assessment.

(ii) In addition to Service Areas which Declarant may designate, during the Development Period, any group of Owners may petition the Board to designate their Lots and/or Condominium Units as a Service Area for the purpose of receiving from the Association: (i) special benefits or serviceg are not provided to all Lots and/or Condominium Units; or (ii) a higher ke ul of service than the mssOcalon. ‘Siner vise provides. Upon receipt Sap e appropriate (provided, any such administrat# ¢ pply at a uniform rate per Lot and/or Condominium Units amg ce Areas receiving the Area, the Association shall de ested benefits or services on the terms set forth in the Bop er otherwise determined by the ges associated with such benefits or Lots and/or Condominium Units within a Assessment. After expiration or termination . Ps Board may discontinue or modify benefits or a Service Area.

Bay Special Common Area Assessments by the Owners of such Lot(s), nit(s) or portion(s) of the Development attributable thereto, and is or will be e Association or as to which the Association will be granted rights or obligations, or otherwise held by the Declarant for the benefit of the Association. The Notice of Applicability, Development Area Declaration, or other Recorded written notice designating such Special Common Area will identify the Lot(s), Condominium Unit(s) or portion(s) of the Development assigned to such Special Common Area and further indicate whether the Special

notice designating such Special Common Area will identify the Lot(s), Condominium Unit(s) or portion(s) of the Development assigned to such Special Common Area and further indicate whether the Special Common Area designated therein is for the purpose of the exclusive use and the payment of Special Common Area Assessments by the Owner(s) thereof, or only for the purpose of paying 11 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 16 of 76 Special Common Area Assessments attributable thereto, but not also for exclusive use. By way of illustration and not limitation, Special Common Area might include such things as private drives and roads, entrance facilities and features, monumentation or signage, walkways or landscaping, which may or may not be exclusively used by the Owners paying the attributable Special Common Area Assessments therefor. All costs associated with maintenance, repair, replacement, and insurance of such Special Common Area will be assessed as a Special Common Area Assessment against the Owners of the Lots and/or Condominium Units to which the Special Common Area is assigned. During the Development Period, Declarant ma cord a written instrument converting any previously designated Special Common y portion thereof, to Common Area.

ARTICLE 3 BLACKLAND RANCH RESIDENTIAL COMMUNIT 3.1 Organization. The Association shall be a nony 3 created for the purposes, charged with the duties, and vested with corporation. Neither the Certificate nor the Bylaws shal exas non-profit bason, be amended or Development Period. If Declarant approval evidenced in writing.

3.2 Neighborhoods. Declargr Designation of Neighborhood p yegua “Neighborhood.” A Neighbdthds Condominium Units and ma well as Lots or Condomi

pment Period. If Declarant approval evidenced in writing.

3.2 Neighborhoods. Declargr Designation of Neighborhood p yegua “Neighborhood.” A Neighbdthds Condominium Units and ma well as Lots or Condomi of Neighborhood shall initia ¥'6 to assign portions of the Development to a € comprised of any number of Lots and/or or Condominium Units of more than one type, as are not contiguous to one another. Each Designation Shall constitute a single Neighborhood. During the Development Record an amendment to any previously Recorded Designation of ignate or change Neighborhood boundaries.

Membership.

3.3.1 Mandatory Membership. Any person or entity, upon becoming an Owner, shall automatically become a Member of the Association. Membership shall be appurtenant to and shall run with the ownership of the Lot or Condominium Unit that qualifies the Owner thereof for membership, and membership may not be severed from the ownership of the Lot or Condominium Unit, or in any way transferred, pledged, mortgaged or alienated, 12 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 17 of 76 except together with the title to such Lot or Condominium Unit. Within thirty (30) days after acquiring legal title to a Lot or Condominium Unit, if requested by the Board, an Owner must provide the Association with: (i) a copy of the recorded deed by which the Owner has acquired title to the Lot or Condominium Unit; (ii) the Owner's address, email address, phone number, and driver's license number, if any; (iii) any Mortgagee's name and address; and (iv) the name, phone number, and email address of any Occupant other than the Owner.

3.3.2 Easement of Enjoyment — Common Area. Every Member shal

r, if any; (iii) any Mortgagee's name and address; and (iv) the name, phone number, and email address of any Occupant other than the Owner.

3.3.2 Easement of Enjoyment — Common Area. Every Member shal right and easement of enjoyment in and to all of the Common Area and an access ¢ t, if restrictions and reservations: (i) The right of the Declarant, or the Declara f ise, during the Development Period, and the Board, with ar gdvarice written consent during the Development Period, th A Improvements and features to be constructed mon Area; e Member’s rights to use the Common Area for any period durigg\which any Assessment against such (iii) larafit, during the Development Period, and the Board, with d Manel written consent during the Development Period, to dedj (v) The right of the Declarant, during the Development Period, and e Board, with Declarant’s advance written consent during the Development Period, to promulgate Rules regarding the use of the Common Area and any Improvements thereon; (vi) With the advance written approval of the Declarant during the Development Period, the right of the Board to borrow money for the purpose of improving the Common Area and, in furtherance thereof, mortgage the Common Area; and 13 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 18 of 76 (vii) The right of the Association to contract for services and benefits with any third parties on such terms as the Board may determine, except that during the Development Period, all such contracts must be approved in advance and in writing by the Declarant.

3.3.3 Easement of Enjoyment — Special Common Area. Each Owner of a Lot or Condenriniin Unit which has been eet use of Special Commica Area in a Notice of reservations:

and in writing by the Declarant.

3.3.3 Easement of Enjoyment — Special Common Area. Each Owner of a Lot or Condenriniin Unit which has been eet use of Special Commica Area in a Notice of reservations: (i) The right of the Declarant, duri the Board, with the Declarant’s advance writt Period, to cause such Improvements and f Special Common Area; wre the Development constructed upon the (ii) The right of Declarant additional Lots or Condominium Ady Area in a subsequently Ret>rdel Declaration, or Recorded inst the Development Period to grant jghts in and to Special Common ation to suspend the Member’s rights to use the Special Comaspefpy period during which any Assessment against such Membex’ Dox Caitcerminium Unit remains past due and for any period during w rk z ke? is in violation of any provision of this Covenant; ¥Declarant’s advance written consent during the Development easements or licenses over and across the Special Common Area sage fees associated therewith; (v) The right of the Declarant, during the Development Period, and the Board, with the Declarant’s advance written consent during the Development Period, to dedicate or transfer all or any part of the Special Common Area to any Governmental Entity; (vi) | With the advance written approval of the Declarant during the Development Period, the right of the Board to borrow money for the purpose of 14 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 19 of 76 improving the Special Common Area and, in furtherance thereof, mortgage the Special Common Area; (vii) The right of the Declarant, during the Development Period, and the Board, with the Declarant’s advance written consent during the Development

rtherance thereof, mortgage the Special Common Area; (vii) The right of the Declarant, during the Development Period, and the Board, with the Declarant’s advance written consent during the Development Period, to promulgate Rules regarding the use of the Special Common Area and any Improvements thereon; and (viii) The right of the Association to contract for services with parties on such terms as the Board may determine, except tha Development Period, all such contracts must be approved in A writing by the Declarant.

3.4 Governance. As more specifically described in the Aytaw xe Roard will consist of at least three (3) individuals elected at the annual meettrg df fi OciaWon, or at a special meeting called for such purpose. Notwithstanding i provision in this Covenant to the contrary, until the ping-provision or any sary of the date this and remove all members ovenant is Recorded, or sooner as determined by Declarant, the Board shal d a meeting of the Members of the Association for the purpose of electing one-thi the Board (the “Initial Member Election Meeting”). At such meeting, t s) may only be elected by Owners other than the Declarant. Declarant shal i yO have the sole right to appoint and remove two-thirds (2/3) of the Board after the Initial Member Election Meeting until expiration or termination othe vel 3.5 ing atioY HY €r of votes which may be cast to elect members to the Board (except as provide action 24), and on all other matters the Members may vote on Condominium Unit into two or more Lots or Condominium Units, mber of votes to which such Lot or Condominium Unit is entitled shall All be entitled to one (1) vote; and (ii) each Lot or Condominium Unit resulting from the .reSubdivision shall be allocated one (1) Assessment Unit. In the event of the

dominium Unit is entitled shall All be entitled to one (1) vote; and (ii) each Lot or Condominium Unit resulting from the .reSubdivision shall be allocated one (1) Assessment Unit. In the event of the consolidation of two (2) or more Lots or Condominium Units for purposes of construction of a single residence thereon, the voting rights and Assessments will continue to be determined according to the number of original Lots or Condominium Units contained in such consolidated Lot or Condominium Unit. Nothing in this Covenant shall be construed as authorization for 15 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 20 of 76 any re-subdivision or consolidation of Lots or Condominium Units, such actions being subject to the conditions and restrictions of the Blackland Ranch Reviewer.

3.5.2 Declarant. In addition to the votes to which Declarant is entitled by reason of Section 3.5.1, for every one (1) vote outstanding in favor of any other person or entity, Declarant shall have four (4) additional votes until the expiration or termination of the Development Period. Declarant may cast votes allocated to the Declarant pursuant to this Section 3.5.2 and shall be considered a Member for the purpose of casting such votes, apdyneed not own any portion of the Development as a pre-condition to exercising such votes.

the vote is cast differently by co-Owners on a proportionately between each co-Owner, e.g., if the wo co-Owners of a Lot which has been allocated one vote, each co-Owner will be than two co-Owners and the vote is not e of the co-Owners will prevail for purpose o Voting shall only be esta Delegate for a particular System of Voting a written instrumg

vote, each co-Owner will be than two co-Owners and the vote is not e of the co-Owners will prevail for purpose o Voting shall only be esta Delegate for a particular System of Voting a written instrumg a Representative System of Voting, the Owners of Lots and Condominium Neighborhood shall elect a Neighborhood Delegate and an alternate iti. Units in the Neighborhood on matters requiring a vote of the membership, except where this Covenant specifically requires the Owners or Members to cast their votes individually as more particularly described in the definition of “Neighborhood Delegate” in Article 1 of this Covenant. In the event that a quorum is not met to elect a Neighborhood Delegate and an alternate Neighborhood Delegate by the Owners of Lots and Condominium Units within each Neighborhood, during the Development Period, Declarant shall have the 16 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 21 of 76 right to appoint a Neighborhood Delegate until the next election is held as provided in Section 3.6.3. Notwithstanding the foregoing or any provision to the contrary in this Covenant, as provided in Section 3.4 above, tenth (10) anniversary of the date this Covenant is Recorded, Declarant will have the sole right to appoint and remove all members of the Board.

3.6.2 Term. The Neighborhood Delegate and the alternate Neighborhood Delegate shall be elected on a yearly basis (once every year), by electronic and absentee ballot ballot, of Owners representing at least ten percent (10%) of the total votes 4 shall constitute a quorum at such meeting. In the event that a quorup Neighborhood Delegate and an alternate Neighborhood Delegate by f extend the term of a Neighborhood Delegate and alt

total votes 4 shall constitute a quorum at such meeting. In the event that a quorup Neighborhood Delegate and an alternate Neighborhood Delegate by f extend the term of a Neighborhood Delegate and alt Declarant or the Board, as applicable, determi administrative efficiencies by allowing electiong close proximity to one another; provided, Delegate and alternate Neighborhood Delega rent Neighborhoods to occur in Me term of an existing Neighborhood casts all "Votes allocated to Lots and Condominium Units in the Neighborhood that he or she represents on any matter as to which such Neighborhood Delegate is entitled to vote under this Covenant, including the election of Board members upon the expiration or termination of the Development Period. A Neighborhood Delegate may cast all votes allocated to Lots and Condominium Units in the Neighborhood in such delegate's discretion and may, but need not, 17 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 22 of 76 poll the Owners of Lots and Condominium Units in the Neighborhood which he or she represents prior to voting.

3.6.5 Qualification. Candidates for election as the Neighborhood Delegate and alternate Neighborhood Delegate from a Neighborhood shall be Owners of Lots or Condominium Units in the Neighborhood, spouses of such Owners, Occupants of the Neighborhood, or an entity representative where an Owner is an entity.

3.6.6 Removal. Any Neighborhood Delegate or alternate Neighberkood or otherwise being involved in Association governar 3.6.8 Running for the Board.

position of Neighborhood Delegate and b eS The purpose of Vati Ceol D & Beard and to avoid a situation in which less than all the Neighborhoods

.6.8 Running for the Board.

position of Neighborhood Delegate and b eS The purpose of Vati Ceol D & Beard and to avoid a situation in which less than all the Neighborhoods e Board. Voting Groups may be established by the Declarant during Y in accordance with Section 3.6 by the Declarant. If Voting Groups are the Representative System of Voting has been implemented, then a NeighDerboed Delegate shall only vote on the slate of candidates assigned to the Neighborhood Delegate. If Voting Groups are established and the Representative System of Voting has not been implemented, then each Owner of a Lot or Condominium Unit shall only vote on the slate of candidates assigned to such Owner’s Neighborhood.

18 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 23 of 76 3.7.1 Noting Group Designation. Declarant shall establish Voting Groups, if at all, by Recording a written instrument identifying the Neighborhoods within each Voting Group (the “Voting Group Designation”). The Voting Group Designation will assign the number of members of the Board which the Voting Group is entitled to exclusively elect.

3.7.2. Amendment of Voting Group Designation. The Voting Group Designation may be amended unilaterally by the Declarant at any time during the Development Period. After expiration or termination of the Development Period, the Board shall hé right to Record or amend such Voting Group Designation upon the vote of a Majarit Designation shall be required except as stated in this paragraph.

3.8 Single Voting Group. Until such time as Voting Development shall constitute a single Voting Group. Afté

Designation shall be required except as stated in this paragraph.

3.8 Single Voting Group. Until such time as Voting Development shall constitute a single Voting Group. Afté Recorded, any and all portions of the Development which a Group shall constitute a single Voting Group proper, for or incidental to, the exercise’ os a Applicable Law or this Covenant. Witho preceding sentences, the Board, acting powers at all times: > from time to time, or ref Manual, as applicable, wh covering any and all g preservation thereof approve Rules 9 3.9.3. Records. To keep books and records of the Association’s affairs, and to make such books and records, together with current copies of the Documents available for inspection by the Owners, Mortgagees, and insurers or guarantors of any Mortgage upon request during normal business hours in accordance with Applicable Law.

19 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 24 of 76 3.9.4 Assessments. To levy and collect Assessments and to determine Assessment Units, as provided in Article 5 below.

3.9.5 Right of Entry and Enforcement. To enter at any time without notice in an emergency (or in the case of a non-emergency, after twenty-four (24) hours written notice), without being liable to any Owner, upon any Lot and into any Improvement thereon or into any Condominium Unit for the purpose of enforcing the Documents or for the purpose of thereto, to commence and maintain actions and suits to e otherwise, or to restrain and enjoin, any breach or Association is also authorized to settle claims, enfo deem necessary or expedient to enforce the Docum h never be authorized to expend any Association o $9 19 purpose of bringing suit against

reach or Association is also authorized to settle claims, enfo deem necessary or expedient to enforce the Docum h never be authorized to expend any Association o $9 19 purpose of bringing suit against Declarant, or its successors or assigns. On,May not enter into, alter or demolish any Improvements on any Lot, or any ConddmimMun d it, other than Common Area or Special Common Area, in enforcing this Coverigr the Association obtains either (i) a judicial order authorizing such action, oxi e writtenjconsent of the Owner(s) of the affected Lot(s) or Condominium Unit(s). NW D OCCUPANT HEREBY RELEASES AND HOLDS HARMLESS TH 3 NON, ITS OFFICERS, DIRECTORS, EMPLOYEES LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR OR THAT MAY ARISE BY REASON OF THE , CLAIM OR CAUSE OF ACTION ARISING OUT OF THE NCE IN CONNECTION THEREWITH), EXCEPT TO THE “GROSS NEGLIGENCE” DOES NOT INCLUDE SIMPLE CONTRIBUTORY NEGLIGENCE OR SIMILAR NEGLIGENCE SHORT OF SS NEGLIGENCE.

3.9.6 Legal and Accounting Services. To retain and pay for legal and accounting services necessary or proper in the operation of the Association.

3.9.7. Conveyances. To grant and convey to any person or entity the real property and/or other interest, including fee title, leasehold estates, easements, rights-of-way or 20 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 25 of 76 mortgages, out of, in, on, over, or under any Common Area or Special Common Area. During the Development Period, the Declarant must approve any grant or conveyance under this Section 3.9.7. In addition, the Association (with the advance written approval of the Declarant during the Development Period) and the Declarant are each expressly authorized and permitted

under this Section 3.9.7. In addition, the Association (with the advance written approval of the Declarant during the Development Period) and the Declarant are each expressly authorized and permitted to convey easements over and across Common Area or Special Common Area for the benefit of property not otherwise subject to the terms and provisions of this Covenant.

3.9.8 Manager. To retain and pay for the services of a person or figf “Manager”), which may include Declarant or any affiliate of Declarant, to manage the Association, including Common Area, Special Common Area, and/or any Ser the Association or may be furnished by the Manager. To the extent permi Law, the Board may delegate any other duties, powers and functions with the provision of management services to the Associatio HEREBY RELEASE THE ASSOCIATION AND THE M LIABILITY FOR ANY OMISSION OR IMPROPER EXERG SUCH DUTY, POWER OR FUNCTION SO DELEGATED.

3.9.9 Property Services. To pay lights, landscaping, and all other utilities, servig¢ limited to private or public recreational signs, parks, parkways, median strips, side 3.9.11 new Improvements approval of the eae ono Common Area and Special Common Area, subject to the am Audng the Development Period.

utility, *extelecommunication services, or perform any function on behalf of Declarant, the Board, the Association, or the Members. During the Development Period, the Declarant must approve all Bulk Rate Contracts.

3.9.13 Property Ownership. To acquire, own and dispose of all manner of real and personal property, whether by grant, lease, easement, gift or otherwise. During the 21 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 26 of 76

property, whether by grant, lease, easement, gift or otherwise. During the 21 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 26 of 76 Development Period, the Declarant must approve all acquisitions and dispositions of the Association hereunder.

3.9.14 Authority with Respect to the Documents. To do any act, thing or deed that is necessary or desirable, in the judgment of the Board, to implement, administer or enforce any of the Documents. Any decision by the Board to delay or defer the exercise of the power and authority granted under this Section 3.9.14 shall not subsequently in any way limit, impair or affect ability of the Board to exercise such power and authority.

3.9.15 Membership Privileges. To establish Rules governing and 4 The Association may acquire, hold, and dispose of any personal property and real property. Declarant and its assig designation, the portion of the property i Special Common Area, as applicable, for the have an easement over and across the and/or coOmVveyance of real or personal property to the Association may be by deed without watranty, may reserve easements in favor of the Declarant or a third party designated by Declarant over and across such property, and may include such other provisions, including restrictions on use, determined by the Declarant, in the Declarant’s sole and absolute discretion.

Property assigned, transferred, and/or conveyed to the Association may be improved or unimproved and may consist of fee simple title, easements, leases, licenses, or other real or 22 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 27 of 76

onsist of fee simple title, easements, leases, licenses, or other real or 22 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 27 of 76 personal property interests. Upon Declarant's written request, the Association will re-convey to Declarant any unimproved real property that Declarant originally conveyed to the Association for no payment. Declarant and/or its assignees may construct and maintain upon portions of the Common Area and/or the Special Common Area such facilities and may conduct such activities which, in Declarant’s sole opinion, may be required, convenient, or incidental to the construction or sale of Improvements in the Development, including, but not limited to, business offices, signs, model homes, and sales offices. Declarant and its assignees shall have an easement over and across the Common Area and the Special Common Area for access a have the right to use such facilities and to conduct such activities at no charge.

ant or agent of the Association against expenses, including attorneys’ fees, reat incurred by him or her in i ined by the Board or a court of competent jurisdiction that such person: (a d in good faith and in a manner such person reasonably believed to be in, or not opposed (b) with respect to any criminal action or proceefli#?

her conduct was unlawful. The semis? wv opposed to, the best interests CP cfijon or, with respect to any criminal action or 8 bat his or her conduct was unlawful.

3.12 Insurance.

member, employee, such person or inc ey gent of the Association against any liability asserted against scvantr agent of the Association, or arising out of the person’s status as 3.13.1 Without limitation on the generality of the Association powers set out in

ation against any liability asserted against scvantr agent of the Association, or arising out of the person’s status as 3.13.1 Without limitation on the generality of the Association powers set out in Section 3.9, the Association shall have the power to enter into Bulk Rate Contracts at any time and from time to time. The Association may enter into Bulk Rate Contracts with any service providers the Board chooses (including Declarant, and/or any entities in which Declarant, or the owners or partners of Declarant are the owners or participants, directly or indirectly). The Bulk Rate Contracts may be entered into on such terms and provisions as the Board may determine 23 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 28 of 76 in its sole and absolute discretion. Notwithstanding the foregoing, during the Development Period, the Declarant must approve all Bulk Rate Contracts.

3.13.2. The Association may, at its option and election add the charges payable by such Owner under such Bulk Rate Contract to the Assessments (Regular, Special, Service Area, Special Common Area, or Individual, as the case may be) against such Owner’s Lot or Condominium Unit. In this regard, it is agreed and understood that, if any Owner fails to pay any charges due by such Owner under the terms of any Bulk Rate Contract, t Association shall be entitled to collect such charges by exercising the same rights it would be entitled to exercise under this Covenant with respect to the failure b run concurrently with such 12-day period), in addition to all at law, equity or otherwise, terminate, in such manner as Owner (or Occupant of such Owner’s Lot or Con service or utility provider. Such notice shall consi

ith such 12-day period), in addition to all at law, equity or otherwise, terminate, in such manner as Owner (or Occupant of such Owner’s Lot or Con service or utility provider. Such notice shall consi least five (5) days prior to a stated date Ca 9 similar language prominently displayed street address where the Owner (or Occupa ‘ The Declarant, or a designee of the origad, but not required, to install, provide, maintain or furnish, or other persons to install, provide, maintain or furnish, central and distribution systems (e.g. cable television, high speed fbWare to serve all or any portion of the Development (“Community Services The Community Services and Systems may be located on Common Area or Special Common Area, and an easement is herein reserved in favor or Declarant or its designee for the purpose of installing, operating, managing, maintaining, upgrading and modifying the Community Services and Systems. In the event the Declarant, or a designee of the Declarant, elects to provide any of the Community Services and Systems to all or any portion of the Development, the Declarant or designee of the Declarant, may enter into an agreement with the Association with respect to such services. In the event Declarant, or any designee of the 24 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 29 of 76 Declarant, enters into a contract with a third party for the provision of any Community Services and Systems to serve all or any portion of the Development, the Declarant or the designee of the Declarant may assign any or all of the rights or obligations of the Declarant or the designee of the Declarant under the contract to the Association or any individual or entity. Any such

signee of the Declarant may assign any or all of the rights or obligations of the Declarant or the designee of the Declarant under the contract to the Association or any individual or entity. Any such contracts may provide for installation, operation, management, maintenance, and upgrades or modifications to the Community Services and Systems as the Declarant or its designee determines appropriate. Each Owner acknowledges that interruptions in Community Services and Systems will occur from time to time. The Declarant and the Associa any of their respective affiliates, directors, officers, employees and agents, or a successors or assigns shall not be liable for, and no Community Services and 3.15 Protection of Declarant’s Interests. Despite Board by Owners other than Declarant, until the expiration Period, the Board is prohibited from taking any action Declarant, or which would be detrimental to the portion of the Property owned by Declarant. Declar all be entitled to determine, in its sole and absolute discretion, whether any such action dé tes or is detrimental to Declarant.

Unless the Declarant agrees otherwise in advanc¢ continue the same level and quality of m' of the Development d discriminate against Special Common Area a provisions of the Docuk 5 (including, for example, the Federal Home Loan Mortgage Corporation) Declarant or any Governmental Entity having regulatory jurisdictien the Gommon Area, Special Common Area or Service Area or by any title sanitary Condition. No obstruction to the natural flow of storm water run-off shall be permitted by filling or by construction of any type of dam, building, bridge, fence, walkway or any other structure within the Drainage Area, unless approved by the City. The Association shall keep the

ermitted by filling or by construction of any type of dam, building, bridge, fence, walkway or any other structure within the Drainage Area, unless approved by the City. The Association shall keep the Drainage Area clean and free of debris, silt, and any substance which would result in unsanitary conditions or obstruct the flow of water. The natural drainage through the Drainage Area is subject to storm water overflow and natural bank erosion to an extent which cannot be 25 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk Page 30 of 76 definitely defined. Neither the City, Declarant nor the Association shall be held liable for any damages of any nature resulting from the occurrence of these natural phenomenon, or resulting from the failure of any structure or structures, within the Drainage Area. In no event will the City be responsible for the installation, maintenance, inspection, repair or replacement of the Drainage Area. The City, its agents, representatives and employees, shall have the right of access, ingress and egress to and over the Drainage Area for the purpose of inspection and supervision of maintenance by the Association and to alleviate any undesirable conditions that may occur.

3.18 Right of Action by Association. The Association shall not have ARTICL INSURANCE AND RE 4.1 Insurance. Each Own commercially standard insurance on the | Condominium Unit. The Associatio constructed upon any Lot or Co yom other insurance as it may deepty1eee and property damage insupa 8 the Board, in its discretion, may deem necessary. Insurance premiums for such polic Os agommon expense the Association will include in the Assessments levied. The agqutsi In the event of any fire or other casualty, unless

cretion, may deem necessary. Insurance premiums for such polic Os agommon expense the Association will include in the Assessments levied. The agqutsi In the event of any fire or other casualty, unless se approved by the Blackland Ranch Reviewer, the Owner shall: (i) promptly repair, restore and replace any damaged or destroyed structures to their same exterior condition existing prior to the damage or destruction thereof or (ii) in the case of substantial or total damage or destruction of any Improvement, remove all such damaged Improvements and debris from the Development within sixty (60) days after the occurrence of such damage. Such repair, restoration or replacement shall be commenced and completed in a good and 26 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 31 of 76 workmanlike manner using exterior materials substantially similar to those originally used in the structures damaged or destroyed. To the extent that the Owner fails to commence such repair, restoration or replacement of substantial or total damage or destruction within one hundred and twenty (120) days after the occurrence of such damage or destruction, and thereafter prosecute the same to completion, or if the Owner does not clean up any debris resulting from any damage within sixty (60) days after the occurrence of such damage, the Association may commence, complete or effect such repair, restoration, replacement, removal, work; provided, however, that if the Owner is prohibited or delayed under App}e from commencing such repair, restoration, replacement or clean-up, the righ be secured by the liens reserved in this Covenant for Assess means provided in this Covenant for the collection

under App}e from commencing such repair, restoration, replacement or clean-up, the righ be secured by the liens reserved in this Covenant for Assess means provided in this Covenant for the collection to, foreclosure of such liens against the Owner’s Loft BY ACCEPTING TITLE TO ALL OR ANY PO RELEASES AND HOLDS HARMLES§$, T ASSQGKATION AND ITS OFFICERS, LOSS, DAMAGE, EXPENSE, LIABILIT NOt OR’ CAUSE OF ACTION INCURRED OR THAT MAY ARISE BY REASON $f} ASSOCIATION’S ACTS OR ACTIVITIES UNDER THIS SECTION, JUCH COST, LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR TION ARISING BY REASON OF THE ASSOCIATION’S GROS GLIGENCE OR WILLFUL MISCONDUCT. “GROSS NEGLIGENCE” AS US} P DOES NOT INCLUDE SIMPLE NEGLIGENCE, CONTRIBUTORY N EYOR SIMILAR NEGLIGENCE SHORT OF ACTUAL GROSS NEGLIGEN, 43 Restdrati the Ass@sjatid epdigd estores, replaces or cleans up pursuant to the rights granted under this grants to the Association an express mechanic’s and materialmen’s lien for the of such repair, restoration, replacement or clean-up of the damaged or clean-tyn exceeds any insurance proceeds allocable to such repair, restoration, replacement, or clean-up which are delivered to the Association. Upon request by the Board, and before the commencement of any reconstruction, repair, restoration, replacement, or clean-up such Owner shall execute all documents sufficient to effectuate such mechanic’s and materialmen’s lien in favor of the Association.

27 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 32 of 76 ARTICLE 5 COVENANT FOR ASSESSMENTS 51 Assessments.

5.1.1 Established by Board. The Board shall levy Assessments pursuant to the

-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 32 of 76 ARTICLE 5 COVENANT FOR ASSESSMENTS 51 Assessments.

5.1.1 Established by Board. The Board shall levy Assessments pursuant to the provisions of this Article against each Lot and Condominium Unit in such amounts as the Board shall determine pursuant to Section 5.9. The Board shall determine the total nt of Assessments in accordance with the terms of this Article.

5.1.2 Personal Obligation; Lien. Each Assessment, together wjtf secured by a lien hereby granted and conveyed by Declarant to the / such Lot and all Improvements thereon and each such Congermyji election TrayBe made at any time), each residential condominium association established by axoMdominium regime imposed upon all or a portion of the Development Area shall cofté essments levied pursuant to this Covenant from Condominium Unit Atfin “such condominium regime. The condominium association shall promptly r gssments collected from Condominium Unit Owners to the Association. If the Miitim association fails to timely collect any portion of the Assessments due fee e Condominium Unit, then the Association may collect such Assessments AHO out joinder of the condominium association. The Assessments on behalf of the Association is a license to time, at the sole ~C) discretion of the Board.

; ‘eo ght Subsidy. Declarant may, but is not obligated to, reduce Nag aa itet otherwise be levied against Lots and Condominium Units for any nt of a subsidy to the Association. Any subsidy the Declarant pays to be treated as a contribution or a loan, in Declarant’s sole and absolute 5.2 Maintenance Fund. The Board shall establish a maintenance fund into which shall be deposited all monies paid to the Association and from which disbursements shall be

Declarant’s sole and absolute 5.2 Maintenance Fund. The Board shall establish a maintenance fund into which shall be deposited all monies paid to the Association and from which disbursements shall be made in performing the functions of the Association under this Covenant. The funds of the Association may be used for any purpose authorized under the Documents and Applicable Law.

28 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 33 of 76 5.3 Regular Assessments. Prior to the beginning of each fiscal year, the Board will prepare a budget for the purpose of determining amounts sufficient to pay the estimated net expenses of the Association (“Regular Assessments”) which sets forth: (a) an estimate of expenses the Association will incur during such year in performing its functions and exercising its powers under this Covenant, including, but not limited to, the cost of all management, repair and maintenance, the cost of providing street and other lighting, the cost of administering and enforcing the Documents; and (b) an estimate of the amount needed to maintain a reasonable 5.4 Special Assessments. In addition above, the Board may levy special assessments (th Board’s opinion such Special Assessments are nece functions of the Association under the Docymenté.

be at the sole discretion of the Board. In jal the Association may, in any fiscal year, lev in whole or in part, the cost of any reconstruction, repair or replacement of a capital improvement upon théXo n a or Special Common Area. Any Special Assessment the Association l@vigs se of defraying, in whole or in part, costs of any construction, reconstructig tO lacement of capital improvement upon the Common

or Special Common Area. Any Special Assessment the Association l@vigs se of defraying, in whole or in part, costs of any construction, reconstructig tO lacement of capital improvement upon the Common Area will be levied again’ yners Based on Assessment Units. Any Special Assessments the Association levies fort pOse of defraying in whole or in part, the cost of any Association to operate, maintain, repair, or manage any Special Common Area. The budget will be an estimate of the amount needed to operate, maintain, repair and manage such Special Common Area including a reasonable provision for contingencies and an appropriate replacement reserve. The level of Special Common Area Assessments will be set by the Board in its sole and absolute discretion, and the Board’s determination will be final and binding. If the sums collected prove inadequate for any reason, including non-payment of any Assessment 29 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 34 of 76 by an Owner, the Association may at any time, and from time to time, levy further Special Common Area Assessments in the same manner as aforesaid. All such Special Common Area Assessments will be due and payable to the Association at the beginning of the fiscal year or in such other manner as the Board may designate in its sole and absolute discretion.

5.6 Service Area Assessments. Prior to the beginning of each fiscal year, the Board will prepare a separate budget for each Service Area reflecting the estimated Service Area Expenses to be incurred by the Association in the coming year. The total amount of A Area Assessments will be allocated (a) equally among Lots or Condominium Units 5.7 Individual Assessments. In addition to any

o be incurred by the Association in the coming year. The total amount of A Area Assessments will be allocated (a) equally among Lots or Condominium Units 5.7 Individual Assessments. In addition to any levy an individual assessment (the “Individual Assess s, the Board may st an Owner and the Owner’s Lot or Condominium Unit, which may include, bu fited to: (i) interest, late charges, and collection costs on delinquent Assess s; (ii) renmbUrsement for costs incurred in bringing an Owner or the Owner’s Lot or Condonir Unit into compliance with the Documents; (iii) fines for violations of the Dogtagnitg;Niv) transfer-related fees and resale certificate fees; (v) fees for estoppel lette documents; (vi) insurance deductibles; (vii) reimbursement for damage or waste aw 3 ful or negligent acts of the Owner, the Owner’s guests, invitees or Occupants expenses that benefit fewer ORS of according to benefit received;A1iX) S ‘levied against the Association on a per-Lot or per-Condominium Unit d NOE through” eXpenRES for services to Lots or Condominium Units pro SS Lot or Condominium Unit; (viii) common ondominium Units, which may be assessed Capital AsSessment need not be uniform among all Lots or Condominium Units, and the Declarant or the Board, as applicable, is expressly authorized to establish Working Capital Assessments of varying amounts depending on the size, use and general character of the Lots or Condominium Units. The Working Capital Assessment may be used to discharge operating expenses or capital expenses, as determined from time to time by the Board. The levy of any Working Capital Assessment will be effective only upon the Recordation of a written notice, 30 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1

ime by the Board. The levy of any Working Capital Assessment will be effective only upon the Recordation of a written notice, 30 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 35 of 76 signed by the Declarant or a duly authorized officer of the Association, setting forth the amount of the Working Capital Assessment and the Lots or Condominium Units to which it applies.

Notwithstanding the foregoing provision, the following transfers will not be subject to the Working Capital Assessment: (a) foreclosure of a deed of trust lien, tax lien, or the Association’s Assessment lien; (b) transfer to, from, or by the Association; (c) voluntary transfer by an Owner to one or more co-owners, or to the Owner’s spouse, child, or parent, including any conveyances to trusts. Additionally, an Owner who is a Homebuilder will not be sybject to discretion. The Working Capital Assessment will be in addition to, not i Assessments levied in accordance with this Article 5 and will not be imftim Units) by the Recordation of a waiver notice or in the Notice of AppliSability, which waiver may be temporary or permanent.

5.9 Amount of Assessment.

5.9.1 Assessments to be each Assessment Unit (defined in Section 5.

Assessments levied pursuant to Section <8 7aty ion 5.4 shall be levied uniformly against each Assessment Unit. Special Co ents levied pursuant to Section 5.5 shall be levied uniformly against ea allocated to a Lot or Condominium Unit that i pecial Common Area Assessments for specified a ssments levied pursuant to Section 5.6 shall be levied Units allocated to the Lots and/or Condominium Units p.9.3 Declarant Exemption. Notwithstanding anything in this Covenant to the

for specified a ssments levied pursuant to Section 5.6 shall be levied Units allocated to the Lots and/or Condominium Units p.9.3 Declarant Exemption. Notwithstanding anything in this Covenant to the pe Assessments shall be levied upon Lots or Condominium Units owned by Declarant.

5.9.4 Other Exemptions. Declarant may, in its sole discretion, elect to: (i) exempt any un-platted or unimproved portion of the Development, Lot or Condominium Unit from Assessments; (ii) delay the levy of Assessments against any un-platted, unimproved 31 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 36 of 76 or improved portion of the Development, Lot or Condominium Unit; or (iii) reduce the levy of Assessments against any un-platted, unimproved or improved portion of the Development, Lot or Condominium Unit. In the event Declarant elects to delay or reduce Assessments pursuant to this Section 5.9.4, the duration of the delay or the amount of the reduction shall be set forth in a Recorded instrument. Declarant may terminate, extend or modify any delay or reduction set forth in a previously Recorded instrument by Recording a replacement instrument. Declarant or the Board may also exempt from Assessments any portion of the Development which is dedicated to and accepted by a Governmental Entity.

5.10 Late Charges. At the Board’s election, it may require the Owner respe any payment not paid by the applicable due date to pay a late charge in su Board may determine, and the late charge (and any reasonable handling cost upon the Lot or Condominium Unit owned by such Owner, collectbtts Condominium Unit; provided, however, such charge shall permitted under Applicable Law.

5.11 Owner’s Personal Obligation for Payment of ¥

on the Lot or Condominium Unit owned by such Owner, collectbtts Condominium Unit; provided, however, such charge shall permitted under Applicable Law.

5.11 Owner’s Personal Obligation for Payment of ¥ as provided for herein will be the personal and i ‘ Condominium Unit against which are levied such himself from liability for such Assessments. In tp Assessment, the Owner of the Lot or Con i amount of the Assessment at the highest rat the amount of the Assessment from theA at the rate of 142% per month) interest as provided i pursuant to Sector by the continuing Assessment lien granted to the Association , and shall bind each Lot and Condominium Unit in the hands of ien shall be superior to all other liens and charges against such Lot or PB, except only for (i) tax or governmental assessment liens; (ii) all sums Unit in qtreStion; and (iii) home equity loans or home equity lines of credit which are secured by a second mortgage lien or Recorded second deed of trust lien provided that, in the case of subparagraph (ii) above, such Mortgage was Recorded, before the delinquent Assessment was due. The Association shall have the power to subordinate the aforesaid Assessment lien to any other lien. Such power shall be entirely discretionary with the Board, and such subordination may be signed by a Board member or officer of the Association. The Association may, at its 32 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 37 of 76 option and without prejudice to the priority or enforceability of the Assessment lien granted hereunder, prepare a written notice of Assessment lien setting forth the amount of the unpaid

age 37 of 76 option and without prejudice to the priority or enforceability of the Assessment lien granted hereunder, prepare a written notice of Assessment lien setting forth the amount of the unpaid indebtedness, the name of the Owner of the Lot or Condominium Unit covered by such lien and a description of the Lot or Condominium Unit. Such notice may be signed by an authorized officer of the Association and shall be Recorded. Each Owner, by accepting a deed or ownership interest to a Lot or Condominium Unit subject to this Covenant shall be deemed conclusively to have granted a power of sale to the Association to secure and enforce the Assessment lien granted hereunder. The Assessment liens and rights to foreclosure shall be in addition to and not in substitution of any other rights and remedies the A any Lot or Condominium Unit; except, however, t superior to the Assessment lien, the lien for any Ags the foreclosure sale shall be extinguished, 5 of the proceeds of such foreclosure sale satisfaction of the indebtedness secured sentence shall not, however, relieve purchaser at a foreclosure sale secured by a lien of the type described in this p e request of the Owner, and at such Owner's cost, ion relating to any lien for which written notice has been foreclosed such lien.

and Recorded.

A yo the lien hereby retained, in the event of nonpayment by any d after the lapse of at least twelve (12) days since such payment bon may, upon five (5) days’ prior written notice (which may run dleasé must be signed by an authorized officer of the Association Last and notspaidfor directly by an Owner or occupant to the utility or service provider. Such notice shall consist of a separate mailing or hand delivery at least five (5) days prior to a stated date of

t and notspaidfor directly by an Owner or occupant to the utility or service provider. Such notice shall consist of a separate mailing or hand delivery at least five (5) days prior to a stated date of disconnection, with the title “termination notice” or similar language prominently displayed on the notice. The notice shall include the office or street address where the Owner or the Owner’s tenant can make arrangements for payment of the bill and for reconnection of service. Any utility or cable service shall not be disconnected or terminated on a day, or immediately 33 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 38 of 76 preceding a day, when personnel are not available for the purpose of collection and reconnecting such services. Except as otherwise provided by Applicable Law, the sale or transfer of a Lot or Condominium Unit shall not relieve the Owner of such Lot or Condominium Unit or such Owner’s transferee from liability for any Assessments thereafter becoming due or from the lien associated therewith. If an Owner conveys its Lot or Condominium Unit and on the date of such conveyance Assessments against the Lot or Condominium Unit remain unpaid, or said Owner owes other sums or fees under this Condominium Unit shall remain personally liable for all such sums paid, regardless of whether the transferee of the Lot or Condomini transfer of a Lot or Condominium Unit to a third party.

5.13 Exempt Property. The following are in the Development shall be exempt from the Assessments provided for in this Article: (i) All area ded ated fo. by a Governmental Entity; (ii) The Co SS e Special Common Area; and 1 (Drv or Development owned by Declarant.

all be exempt from the Assessments provided for in this Article: (i) All area ded ated fo. by a Governmental Entity; (ii) The Co SS e Special Common Area; and 1 (Drv or Development owned by Declarant.

and no portion of the Prop y owner thereof) shall be obligated to pay Assessments hereunder unless and roperty has been made subject to the terms of this Covenant by the Recording of Aplicability in accordance with Section 9.5.

Yocuments committed by such Owner, an Occupant or an Owner's or gsts, agents or invitees pursuant to the Fine and Enforcement Policy contained in y Manual. Any fine and/or charge for damage levied in accordance with this Section 5.14 shall be considered an Individual Assessment pursuant to this Covenant. Each day of violation may be considered a separate violation if the violation continues after written notice to the Owner. The Board may assess damage charges against an Owner for pecuniary loss to the Association from property damage or destruction of Common Area, Special Common Area, Service Area or any Improvements caused by the Owner, the Occupant or their guests, agents, or invitees. The Manager shall have authority to send notices to alleged violators, informing 34 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 39 of 76 them of their violations and asking them to comply with the Documents and/or informing them of potential or probable fines or damage assessments. The Board may from time to time adopt a schedule of fines.

5.14.2 Lien Created. The payment of each fine and/or damage charge levied by the Board against the Owner of a Lot or Condominium Unit is, together with interest as provided in Section 5.11 hereof and all costs of collection, including attorney’s fees as herein

charge levied by the Board against the Owner of a Lot or Condominium Unit is, together with interest as provided in Section 5.11 hereof and all costs of collection, including attorney’s fees as herein provided, secured by the lien granted to the Association pursuant to Section 5.1.2 this Covenant. The fine and/or damage charge shall be considered an Assessment for the ose of this Article and shall be enforced in accordance with the terms and provisions he enforcement of Assessments pursuant to this Article 5.

ARTICLE 6 BLACKLAND RANCH REVIEWER ach Owner, by accepting an interest in or title to a Lot or Condominium }Jnit, ot it is so expressed in the instrument of conveyance, covenants and agyes e Development Period no Improvements shall be started or progressed wj respond#bili#es. Any such delegation is at all times subject to the unilateral rights of Declarant to: (i) revoke such delegation at any time and reassume jurisdiction over the matters previously delegated until expiration of twenty-four (24) months after the expiration of the Development Period; and (ii) to veto any decision which Declarant in its sole discretion determines to be inappropriate or inadvisable for any reason. The Declarant is not responsible for: (a) errors in or omissions from the plans and specifications submitted to the Blackland Ranch Reviewer; (b) 35 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 40 of 76 supervising construction for the Owner’s compliance with approved plans and specifications; or (c) the compliance of the Owner’s plans and specifications with Applicable Law.

6.2 Architectural Control by Association. Until such time as Declarant delegates all

proved plans and specifications; or (c) the compliance of the Owner’s plans and specifications with Applicable Law.

6.2 Architectural Control by Association. Until such time as Declarant delegates all or a portion of its reserved rights to the Board, or the Development Period is terminated or expires, the Association has no jurisdiction over architectural matters. On termination or expiration of the Development Period, or earlier if delegated in writing by Declarant, the Association, acting through an architectural control committee (the “ACC”) shall @§sume jurisdiction over architectural control and shall have the powers of the Blackland ch Reviewer hereunder.

6.2.1 ACC. The ACC shall consist of at least three (3) but 6.2.2 Limits on Liability. The ACC has sole design, and all standards specified by this Article. members-efthe ACC have no liability for the ACC’s decisions made in good faith, and Ww. e not arbitrary or capricious. The ACC is not responsible for: (i) errors in or m the plans and specifications submitted to the ACC; (ii) supervising corstsuc wner’s compliance with approved plans and specifications; or (ili) the compli Applicable Law.

DECLARANT AND ASSOCIATION AND MEMBERS, PARTN OYEES AND AGENTS FROM ANY COST, LOSS, DAMAGE, EXPEN , CLAIM OR CAUSE OF ACTION INCURRED OR THAT MAY ARISE OF THE BLACKLAND RANCH REVIEWER’S ACTS OR ACTIVITIES, WDARER COVENANT.

hibition of Construction, Alteration and Improvement. No Improvement, ony reconstfucti@n/ thereof may occur unless approved in advance by the Blackland Ranch Revie fhe Blackland Ranch Reviewer has the right but not the duty to evaluate every aspect of construction, landscaping, and property use that may adversely affect the general

e by the Blackland Ranch Revie fhe Blackland Ranch Reviewer has the right but not the duty to evaluate every aspect of construction, landscaping, and property use that may adversely affect the general value or appearance of the Property or the Development. Unless otherwise provided in the Design Guidelines, an Owner will have the right to modify, alter, repair, decorate, redecorate, or improve the interior of an Improvement located on such Owner's Lot or within such Owner’s alteration, improvement, installation, modification, redecoration, or 36 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 41 of 76 Condominium Unit, provided that such action is not visible from any other portion of the Development or Property.

6.4 Architectural Approval.

6.4.1 Submission and Approval of Plans and Specifications. Construction plans and specifications or, when an Owner desires solely to plat, re-subdivide or consolidate Lots or Condominium Units, a proposal for such plat, re-subdivision or consolidation, shall be ifs, environmental d Ranch Reviewer or d lode th Aelation to surrounding structures, topography, vegetation, and finished e elevation. The Blackland Ranch Reviewer may postpone its review of any plans g approval to Homebuilde $ ahd daON! ¢g fortlyi this Covenant.

approval otherwise set from tix dopt, amend, modify, revoke, or supplement the Design Guidelines WwW Mall or any portion of the Development. In the event of any conflict between th provisions of the Design Guidelines and the terms and provisions of this Coveha eAerms and provisions of this Covenant shall control. In addition, the Blackland Ranch Kévfewer shall have the power and authority to impose a fee for the review of plans,

nd provisions of this Coveha eAerms and provisions of this Covenant shall control. In addition, the Blackland Ranch Kévfewer shall have the power and authority to impose a fee for the review of plans, specifications and other documents and information submitted to it pursuant to the terms of this Covenant. Such charges shall be held by the Blackland Ranch Reviewer and used to defray the administrative expenses and any other costs incurred by the Blackland Ranch Reviewer in performing its duties hereunder; provided, however, that any excess funds held by the Blackland Ranch Reviewer shall be distributed to the Association at the end of each calendar 37 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 42 of 76 year. The Blackland Ranch Reviewer shall not be required to review any plans until a complete submittal package, as required by this Covenant and the Design Guidelines, is assembled and submitted to the Blackland Ranch Reviewer. The Blackland Ranch Reviewer shall have the authority to adopt such additional or alternate procedural and substantive rules and guidelines not in conflict with this Covenant (including, without limitation, the imposition of any requirements for a compliance deposit, certificates of compliance or completion relating to any Improvement, and the right to approve in advance any contractor selected for the construction of Improvements), as it may deem necessary or appropriate in connection with the perfe of its duties hereunder.

6.4.3 Failure to Act. In the event that any plans and sfeeifica submitted to the Blackland Ranch Reviewer as provided herein, and thé B l ReyavCh Reviewer fails to either approve or reject such plans and specifications for perig NS

ent that any plans and sfeeifica submitted to the Blackland Ranch Reviewer as provided herein, and thé B l ReyavCh Reviewer fails to either approve or reject such plans and specifications for perig NS 6.4.4 Variances. The Blackland Ranch Re compliance with any of the provisions of the Documents, wh Ranch Reviewer, in its sole and absolute discretign, such! tarfce/is justified by specific has assigned its rights to the ACC, must be approv the Declarant until expiration or termination of the Development Period, or otheryjs jority of the members of the ACC.

Each variance shall also be Recorded; pro not affect the validity thereof or give rise to for any purpose, except a& the variance, and such va waiver, modification, CS ads D 19 . a.

riod of one hundred and eighty (180) days only.

plans and specifications or variance is not commenced within such one ar property and in the particular instance covered by ot be considered to establish a precedent for any future If construction in ras determined by the Blackland Ranch Reviewer, in its sole and absolute discretion, the Owner shall be required to resubmit such final plans and specifications or request for a variance to the Blackland Ranch Reviewer, and the Blackland Ranch Reviewer shall have the authority to re-evaluate such plans and specifications in accordance with this Section 6.4.5 and may, in addition, consider any change in circumstances which may have occurred since the time of the original approval.

38 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk Page 43 of 76 6.4.6 No Waiver of Future Approvals. The approval of the Blackland Ranch Reviewer to any plans or specifications for any work done or proposed in connection with any

Bell County TX Clerk Page 43 of 76 6.4.6 No Waiver of Future Approvals. The approval of the Blackland Ranch Reviewer to any plans or specifications for any work done or proposed in connection with any matter requiring the approval or consent of the Blackland Ranch Reviewer shall not be deemed to constitute a waiver of any right to withhold approval or consent as to any plans and specifications on any other matter, subsequently or additionally submitted for approval by the same or a different person, nor shall such approval or consent be deemed to establish a precedent for future approvals by the Blackland Ranch Reviewer.

6.5 Non-Liability of the Blackland Ranch Reviewer. NEITHE HE DECLARANT, THE BOARD, NOR THE BLACKLAND RANCH REVIEWER WILE ARISING OUT OF THE PERFORMANCE OF THE BLACKLAND UNDER THIS COVENANT.

ARTICLE 7 MORTGAGE PROVISIO The following provisions are for the benefit of holde and guarantors of first Mortgages on Lots or Condominium Units withi t. The provisions of this 7.1 Notice of Action. An RY, Mortgage which provides a written reque and address of such holder, insurer, Any delinquency in the payment of assessments or charges owed or Condominium Unit subject to the Mortgage of such Eligible (60) days, or any other violation of the Documents relating to such Lot or ondominium Unit or the Owner or occupant which is not cured within sixty (60) days after notice by the Association to the Owner of such violation; or (iii) | Any lapse, cancellation, or material modification of any insurance policy maintained by the Association.

7.2 Examination of Books. The Association shall permit Mortgagees to examine the books and records of the Association during normal business hours.

39 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1

s. The Association shall permit Mortgagees to examine the books and records of the Association during normal business hours.

39 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 44 of 76 7.3 Taxes, Assessments and Charges. All taxes, assessments and charges that may become liens prior to first lien mortgages under Applicable Law shall relate only to the individual Lots or Condominium Units and not to any other portion of the Development.

ARTICLE 8 EASEMENTS Development shall be subject to a perpetual non-exclusive easemen maintenance of, including the right to read, meters, service oy-fépaix Lh to do any work necessary to properly maintain and nf the Systems and the facilities pertinent and necessary to the game, wh Neither the Association, nor any Owner, shall hae-9 provided either: (i) directly through the KD iatidy paid for as part of the Assessments; or (ii) directly by Declarant, any affiliate of EXE hird party, to the Owner who receives >, such services or the Association. The ervices and Systems, including any fees or royalties paid or revenue gengfated m, shall be the property of Declarant unless transferred by Declarant, whg Declarant shall have the righ portion of the Communi obligations with respect amuNit\ Services and Systems installed by Declarant and the services (coh unity Services and Systems are exclusive, and no other person Shinto to convey, transfer, sell or assign all or any WSystems or all or any portion of the rights, duties or Nie Association or to any Person. The rights of Declarant provided through s may provide sy : bfough the Community Services and Systems installed by Declarant withou en consent of Declarant. In recognition of the fact that interruptions in

ights of Declarant provided through s may provide sy : bfough the Community Services and Systems installed by Declarant withou en consent of Declarant. In recognition of the fact that interruptions in the Co s and Systems services will occur from time to time, no person or entity di pall in any manner be liable, and no user of the Community Services and Sy shafl Ge entitled to any refund, rebate, discount or offset in applicable fees, for any interrtp Community Services and Systems services, regardless of whether or not same is caused by reasons within the control of the then-provider of such services.

8.2 Reserved and Existing Easements. All dedications, limitations, restrictions and reservations shown on any Plat and all grants and dedications of easements, rights-of-way, restrictions and related rights made by Declarant or any third-party prior to any portion of the Property becoming subject to this Covenant are incorporated herein by reference and made a 40 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 45 of 76 part of this Covenant for all purposes as if fully set forth herein, and shall be construed as being adopted in each and every contract, deed or conveyance executed or to be executed by or on behalf of Declarant. Declarant reserves the right to relocate, make changes in, and additions to said easements, rights-of-way, dedications, limitations, reservations and grants for the purpose of developing the Property and the Development.

affiliates and its assigns a perpetual non-exclusive easement over and across the Deve (but not through a then-existing structure) for: (i) the installation, operation and mai

reserves for itself, its affiliates and its assigns a perpetual non-exclusive easement over and across the Deve (but not through a then-existing structure) for: (i) the installation, operation and mai associated infrastructure for sending and receiving data and/or other electro and similar services to serve the Development, the Property, and any otheT other property owned by Declarant; and (iv) the installatioy erection and maintenance of any streets, roadways, or other 4 Property, and any other property owned by Declar ty who owns, operates or maintains iv) of this Section 8.3. In addition, > oO _ ta) Q.

= =a oO n 4.

— 3 9g 3 3 z oO 3 oO 5 > n 2.

Oo Wn QO a, 3 a.

= a — — g <a Declarant may designate all or any portion,of thé ¢ Common Area, Special Common Area, or oS ant reserves for itself and the Association, an easement over and across its Dave heft “for the installation, maintenance, repair or replacement of fencing and 4 J to whichttfe easement reserved hereunder applies. Declarant may designate all or any portion of the landscaping, monumentation, or signage as Common Area, Special Common Area, or a Service Area.

8.6 Easement for Special Events. The Declarant reserves for itself and the Association, and their successors, assigns, and designees, a perpetual, nonexclusive easement 41 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 46 of 76 over the Common Area, for the purpose of conducting educational, cultural, artistic, musical and entertainment activities; and other activities of general community interest at such locations and times as the Declarant or the Association, in their reasonable discretion, deem appropriate.

ical and entertainment activities; and other activities of general community interest at such locations and times as the Declarant or the Association, in their reasonable discretion, deem appropriate.

Members of the public may have access to such events. Each Owner, by accepting a deed or other instrument conveying any interest in a Lot or Condominium Unit subject to this Covenant acknowledges and agrees that the exercise of this easement may result in a temporary increase in traffic, noise, gathering of crowds, and related inconveniences, and each Owner agrees on behalf of itself and the Occupants to take no action, legal or otherwise, which would 4 with the exercise of such easement.

8.7 Solar Equipment Easement. Declarant hereby reserves fo Association, and their successors, assigns, and designees, a perpetual, noné over and across the Development for the installation, maintenance, repatt rooftop solar electric generating system designed to deliver electri residence built on a Lot or Common Area. Declarant will hay i Record a written notice which identifies the solar equipme jcf, tfe“easement reserved hereunder applies. Declarant will be entitled to unilaterd hereunder to any third party.

maintenance, repair, replacemegtt im proven Declarant or its assignee willM@ written notice which iden which the CTT Easemerm improvements restricting access to the CTT Easement Area ment. Neither the Association, nor any Owner other than the On, use, Maintenance, repair, replacement, improvement, removal and T Equipment. In addition, Declarant hereby reserves for itself and its exclusive, perpetual and irrevocable easement over the Property and the Develsp or access to and from the CTT Easement Area and to construct, install, use,

Declarant hereby reserves for itself and its exclusive, perpetual and irrevocable easement over the Property and the Develsp or access to and from the CTT Easement Area and to construct, install, use, maintain, repair, replace, improve, remove, and operate, or allow others to do the same, any utility lines servicing the CTT Equipment. Declarant also reserves for itself and its assigns the right to select and contract with any third-party for the construction, installation, use, maintenance, repair, replacement, improvement, removal and operation of the CTT Equipment and to provide any telecommunication, cellular, video or digital service associated therewith.

Declarant shall have and hereby reserves for itself and its assigns the sole and exclusive right to 42 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 47 of 76 collect and retain any and all income and/or proceeds received from or in connection with use or services provided by the CTT Equipment and the rights described in this Section 8.8. The rights reserved to Declarant under this Section 8.8 shall benefit only Declarant and its assigns, and no other Owner or successor-in-title to any portion of the Property or the Development shall have any rights to income derived from or in connection with the rights and easements granted in this Section 8.8, except as expressly approved in writing by Declarant. EACH OWNER AND OCCUPANT HEREBY RELEASES AND HOLDS HARMLESS THE DECLARANT AND ITS ASSIGNS FROM ANY COST, LOSS, DAMAGE, EX LIABILITY, CLAIM OR CAUSE OF ACTION INCURRED OR THAT MAY REASON OF ANY ACTS, ACTIONS OR ACTIVITIES PERMITTED BY DE THEREWITH), EXCEPT FOR SUCH COST, LOSS, DAMAGE, CLAIM OR CAUSE OF ACTION ARISING BY REASON OE_GR

CLAIM OR CAUSE OF ACTION INCURRED OR THAT MAY REASON OF ANY ACTS, ACTIONS OR ACTIVITIES PERMITTED BY DE THEREWITH), EXCEPT FOR SUCH COST, LOSS, DAMAGE, CLAIM OR CAUSE OF ACTION ARISING BY REASON OE_GR WILLFUL MISCONDUCT. “GROSS NEGLIGENCE” PO without the written and acknowledged consent of De@arant om of Declarant’s rights hereunder.

8.9 a period of ten (10) years after the és for itself and for the Declarant’s architect, engineer, other design professionals, Dwi and general contractor the right, but not the duty, to inspect, monitor, test, redeg . d relocate any structure, Improvement or condition that may exist on an roperty, including the Lots and Condominium Units, and a perpetual nonex pt of access throughout the Property to the extent reasonably necessary to ght. The party exercising such rights will promptly repair, at its sole expensé resulting from the exercise of this right. By way of Gens precise siting of the original facilities, or the desire or necessity 1c Association, or any architect, engineer, other design professionals, actor, and may not be amended without Declarant’s advanced written the purposes contained in this Section 8.9.

ARTICLE 9 DEVELOPMENT RIGHTS 43 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 48 of 76 9.1 Development. It is contemplated that the Development shall be developed pursuant to a plan, which, from time to time, the Declarant may amend or modify in its sole and absolute discretion. Declarant reserves the right, but shall not be obligated, to designate Development Areas, and to create and/or designate Lots, Condominium Units, Neighborhoods, Voting Groups, Common Area, Special Common Area, and Service Areas and to subdivide all

bligated, to designate Development Areas, and to create and/or designate Lots, Condominium Units, Neighborhoods, Voting Groups, Common Area, Special Common Area, and Service Areas and to subdivide all or any portion of the Development and Property. As each area is conveyed, developed or dedicated, Declarant may Record one or more Development Area Declarations and designate the use, classification and such additional covenants, conditions and restrictions as rant may deem appropriate for that area. Any Development Area Declaration may proyéde ts Qwn procedure for the amendment thereof.

sales, model, management, business and construction offices (c) to maintain and locate construction trailers and comstruction J Development. The construction, placement or main ce of Improvements by Declarant will not be considered a nuisance.

9.3 Addition of Land. Decla@ Covenant. Such adgédla . Mina y (i) A reference to this Covenant, which reference shall state the ocument number or volume and page wherein this Covenant is Recorded; (ii) A statement that such land shall be considered Property for purposes of this Covenant, and that upon the further Recording of a Notice of Applicability meeting the requirements of Section 9.5 of this Covenant, all of the terms, covenants, conditions, restrictions and obligations of this Covenant shall apply to the added land; and BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 49 of 76 (iii) A legal description of the added land.

9.4 Withdrawal of Land. Declarant may, at any time and from time to time, reduce

88-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 49 of 76 (iii) A legal description of the added land.

9.4 Withdrawal of Land. Declarant may, at any time and from time to time, reduce or withdraw from the Property, including the Development, and remove and exclude from the burden of this Covenant and the jurisdiction of the Association any portion of the Development.

Upon any such withdrawal and removal, this Covenant and the covenants conditions, restrictions and obligations set forth herein shall no longer apply to the portion of the the following provisions: (i) A reference to this Covenant, which refere document number or volume and page number wheyetm Recorded; (ii) A statement that the provisio apply to the withdrawn land; and (iii) | A legal description of tie 9.5 Notice of Applicability. Upon notice that at any time, and from time to ti any portion of the Property to the terms, this Covenant and any applicable Developm Area Declaration. This Covenant and any } to and burden a portion or portions of the sand expressly providing that such Property shall gnd shall be subject to the terms, covenants conditions, included in the Notig icability need not be owned by the Declarant if included within the Property. D y also cause a Notice of Applicability to be Recorded covering a ethe purpose of encumbering such Property with this Covenant and a Declaration previously Recorded by Declarant (which Notice of end, modify or supplement the restrictions, set forth in the Development hich shall apply to such Property). To make the terms and provisions of Applicable to a portion of the Property, Declarant shall be required only to cause fpplicability to be Recorded containing the following provisions:

such Property). To make the terms and provisions of Applicable to a portion of the Property, Declarant shall be required only to cause fpplicability to be Recorded containing the following provisions: (i) A reference to this Covenant, which reference shall state the document number or volume and page number wherein this Covenant is Recorded; 45 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 50 of 76 (ii) A reference, if applicable, to the Recorded Development Area Declaration which will apply to such portion of the Property (with any amendment, modification, or supplementation of the restrictions set forth in the Development Area Declaration which shall apply to such portion of the Property); (iii) | A statement that all of the provisions of this Covenant shall apply to such portion of the Property; (iv) | A legal description of such portion of the Property; an' DOES NOT APPLY TO ANY PORT A NOTICE OF APPLICABILITY D portions of the Property to fy Neighborhood, such land yr part of the Neighborhood so designated. To assign borhood, Declarant will be required only to Record a Designation of Neighborh@gqd g the following provisions: eference to this Covenant, which reference will state the Aber or volume and initial page number where this Covenant is An identification of the Neighborhood applicable to such portion f the Property and a statement that such land will be considered part of such eighborhood for purposes of this Covenant; and (iii) | A legal description of the designated land.

9.7 Assignment of Declarant’s Rights. Notwithstanding any provision in this Covenant to the contrary, Declarant may, by written instrument, assign, in whole or in part, any

ion of the designated land.

9.7 Assignment of Declarant’s Rights. Notwithstanding any provision in this Covenant to the contrary, Declarant may, by written instrument, assign, in whole or in part, any of its privileges, exemptions, rights, reservations and duties under this Covenant to any person or entity and may permit the participation, in whole, in part, exclusively, or non-exclusively, by 46 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 51 of 76 any other person or entity in any of its privileges, exemptions, rights, reservations and duties hereunder.

9.8 Notice of Plat Recordation. Declarant may, at any time and from time to time, Record a notice of plat recordation (a “Notice of Plat Recordation”). A Notice of Plat Recordation is Recorded for the purpose of more clearly identifying specific Lots subject to the terms and provisions of this Covenant after portions of the Property are made subject to a Plat.

Declarant shall have no obligation to Record a Notice of Plat Recordation a a Notice of Plat Recordation shall in no event remove any portion of, terms and provisions of this Covenant.

ARTICLE 10 GENERAL PROVISION 10.1. Term. Upon the Recording of a Nof inure to the benefit of and be enforcea Declarant, and their respective legal repres beginning on the date this Covenant A of term or renewal term) isxgy embers entitled to cast at least sixty-seven percent (67%) of the total number lof? tes 0: ssociation. The foregoing sentence shall in no way be interpreted to mean sixt Dergent (67%) of a quorum as established pursuant to the Bylaws. The Represeptative gm of Voting is not applicable to a change as contemplated in

g sentence shall in no way be interpreted to mean sixt Dergent (67%) of a quorum as established pursuant to the Bylaws. The Represeptative gm of Voting is not applicable to a change as contemplated in this Section 10.1, it be efstood and agreed that any change must be approved by a vote of the Members, yw ember casting their vote individually. Notwithstanding any 10.2. Eminent Domain. In the event it becomes necessary for any Governmental Entity to acquire all or any part of the Common Area or Special Common Area for any public purpose during the period this Covenant is in effect, the Board is hereby authorized to negotiate with such Governmental Entity for such acquisition and to execute instruments necessary for that purpose. Should acquisitions by eminent domain become necessary, only the Board need 47 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 52 of 76 be made a party, and in any event the proceeds received will be held by the Association for the benefit of the Owners. In the event any proceeds attributable to acquisition of Common Area are paid to Owners, such payments will be allocated on the basis of Assessment Units and paid jointly to the Owners and the holders of first Mortgages or deeds of trust on the respective Lot or Condominium Unit. In the event any proceeds attributable to acquisition of Special Common Area are paid to Owners who have been assigned the obligation to pay Special Common Area Assessments attributable to such Special Common Area, such payment will be allocated on the basis of Assessment Units and paid jointly to such Owners and the h first Mortgages or deeds of trust on the respective Lot or Condominium Unit.

cial Common Area, such payment will be allocated on the basis of Assessment Units and paid jointly to such Owners and the h first Mortgages or deeds of trust on the respective Lot or Condominium Unit.

number of votes of the Association. The foregoing sentence g i g way be interpreted to mean sixty-seven percent (67%) of a quorum as established\purs to the Bylaws. The Section 10.3, it being understood and agreed that any dment must be approved by a vote of the Members, with each Member casting their yote ped by the provisions of this Covenant. Failure wena ¥ condition granted by this Covenant will not @ such right, provision, covenants or condition in the the Xssociation to enforce the terms and provisions of the se to any claim or liability against the Declarant, the Association, or any 6 ers, directors, officers, or agents. EACH OWNER, BY RELEASES AXD™SHA C AON DSTHIAIR PARTNERS, DIRECTORS, OFFICERS, OR AGENTS FROM ANY DAMAGES, CLAIMS OR LIABILITY ASSOCIATED WITH THE YY” DECLARANT OR THE ASSOCIATION TO ENFORCE THE TERMS OVJSJONS OF THE DOCUMENTS.

: Declarant Fine Authority. During the Development Period, Declarant may assess fines against an Owner for violations of the Documents which have been committed by an Owner, an Occupant, or the Owner’s or Occupant’s guests, agents or invitees. The Declarant uses fines to discourage violations of the Documents, and to encourage compliance when a violation occurs - not to punish violators or generate revenue for the Declarant. Although a fine may be an effective and efficient remedy for certain types of violations or violators, it is only 48 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 53 of 76

efficient remedy for certain types of violations or violators, it is only 48 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 53 of 76 one of several methods available to the Declarant for enforcing the Documents. The Declarant may from time to time adopt a schedule of fines. If the violation of the Documents is ongoing or continuous, the fine may be assessed on a periodic basis (such as daily, monthly, or quarterly).

If the violation is not ongoing, but is instead sporadic or periodic, the fine may be levied on a per occurrence basis. An Owner is liable for fines levied by the Declarant for violations of the Documents by the Owner, an Occupant, or the Owner’s or Occupant’s relatives, guests, employees, and agents. Regardless of who commits the violation, the Declarant will direct its communications to the Owner, although the Declarant may send copies of its notic the Occupants.

10.6 No Warranty of Enforceability. Declarant makes no warranty fos agrees to hold Declarant harmless therefrom.

10.7. Higher Authority. The terms and proyisions of Applicable Law. Generally, the terms and provisi this nant are enforceable to the extent they do not violate or conflict with Applicable 10.8 Severability. If any provisiéh of : of competent jurisdiction, such invalidity s gt the validity of any other provision of this Covenant, or, to the extent permitt icable Law, the validity of such provision as applied to any other person or eptiyy: 10.9 Conflicts. ict between the provisions of this Covenant, the ed pursuant to the terms of such documents, or any reserved by this Covenant or to whom this Covenant is subject, and all rights, benefits and

nflicts. ict between the provisions of this Covenant, the ed pursuant to the terms of such documents, or any reserved by this Covenant or to whom this Covenant is subject, and all rights, benefits and privileges of every character hereby granted, created, reserved or declared. Furthermore, each grantee agrees that no assignee or successor to Declarant hereunder will have any liability for any act or omission of Declarant which occurred prior to the effective date of any such succession or assignment. All impositions and obligations hereby imposed will constitute 49 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 54 of 76 covenants running with the land within the Development, and will bind any person having at any time any interest or estate in the Development, and will inure to the benefit of each Owner in like manner as though the provisions of this Covenant were recited and stipulated at length in each and every deed of conveyance.

10.12 Damage and Destruction.

damage. Repair, as used in this Section 10.12, means repairing or restoring the Special Common Area to substantially the same condition as existed pri (60) days after the casualty not to repair. If for any reason ¢ proceeds to be paid as a result of such damage or d. ction, 0 able and detailed estimates of the cost of repair, or both, are not made available t ssociation within said period, then de available.

2 10.12.3 Restoration. In the fie Board should determine that the damage or destruction of the Common Aseap efCommon Area shall not be repaired and does not authorize alternative Impro S\t the Association shall restore the affected portion of the Common Area 9 ra ecial Assessment for Special Common Area. If insurance proceeds are

be repaired and does not authorize alternative Impro S\t the Association shall restore the affected portion of the Common Area 9 ra ecial Assessment for Special Common Area. If insurance proceeds are are yotguffigient to defray the cost of such repair or restoration, the Board shall levy a Special Assessygent,4s provided in Article 5, against all Owners who have been assigned the obligation to pay Special Common Area Assessments attributable to such Special Common Area.

Additional Assessments may be made in like manner at any time during or following the completion of any repair.

10.12.6 Proceeds Payable to Owners. In the event that any proceeds from insurance policies required herein are paid to Owners as a result of any damage or destruction 50 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 55 of 76 to any Common Area, such payments shall be allocated based on Assessment Units and paid jointly to the Owners and the holders of first Mortgages or deeds of trust on their Lots or Condominium Units.

10.12.7 Proceeds Payable to Owners Responsible for Special Common Area. In the event that any proceeds of insurance policies are paid to Owners as a result of any damage or destruction to Special Common Area, such payments shall be allocated based on Assessment Units and shall be paid jointly to the Owners who have been assigned the obligation4e pay Special Common Area Assessments attributable to such Special Common Area and of first Mortgages or deeds of trust on their Lots or Condominium Units.

thereof seek any such judicial partition unless all or the portigz’d Y question ceHoni 9.4 above. This Section 10.13 shall not be construed to prohibit the Board tangible personal property or from acquiring title

any such judicial partition unless all or the portigz’d Y question ceHoni 9.4 above. This Section 10.13 shall not be construed to prohibit the Board tangible personal property or from acquiring title subject to this Covenant.

10.14 View Impairment. Neither the Dé the Association guarantees or represents yi Units, or any open space within the Develop Declarant, the Blackland Ranch Review relocate, prune, or thin trees Common Area or Special and their respective the security of thej in the Development. The Association may, but shall not be support certain activities within the Development designed to promot ox egha é level of safety or security which each person provides for himself or herself : Sr property. However, none of the Association, the Declarant, or any of their pyees, or agents, shall in any way be considered insurers or guarantors of safety in the Development, nor shall either be held liable for any loss or damage by reason failure to provide adequate security or ineffectiveness of security measures undertaken.

No representation or warranty is made that any systems or measures, including security monitoring systems or any mechanism or system for limiting access to the Development, cannot be compromised or circumvented; or that any such system or security measures undertaken 51 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 56 of 76 shall in all cases prevent loss or provide the detection or protection for which the system is designed or intended. Each Owner acknowledges, understands, and shall be responsible for informing any Occupants of such Owner’s Lot or Condominium Unit that the Association, its Board, employees, agents, and committees, and the Declarant are not insurers or guarantors of

responsible for informing any Occupants of such Owner’s Lot or Condominium Unit that the Association, its Board, employees, agents, and committees, and the Declarant are not insurers or guarantors of security or safety and that each person within the Development assumes all risks of personal injury and loss or damage to property, including any residences or Improvements constructed upon any Lot or Condominium Unit and the contents thereof, resulting from acts of third parties.

10.16 Facilities Open to the Public. Certain facilities and areas within addressee; or (d) by prepaid telegram, telex, electrdx providing for evidence of receipt at the office of thej be effective upon its deposit with the United notice sent by such a commercial deliv commercial delivery service; notice given purposes of notice the addregé of gach Q hall be the address of the Lot or Condominium Unit or such other addresé‘p vislecNpy the Owner to the Association, and the address of each Mortgagee shall be # sprevided to the Association; provided, however, that any party shall have the right f ix address for notice hereunder to any other location within 2 giving of thirty (30) days’ notice to the Association.

Onstruction of Improvements and/or the development of the Development by the Declarant. Furthermore, this provision will not be interpreted to prevent the drilling of water wells approved in advance by the Blackland Ranch Reviewer which are required to provide water to all or any portion of the Property. All water wells must also be approved in advance by the Blackland Ranch Reviewer and any applicable regulatory authority. This Section 10.18 shall not apply to minerals, resources and groundwater, or some portion thereof or some interest 52 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL]

ny applicable regulatory authority. This Section 10.18 shall not apply to minerals, resources and groundwater, or some portion thereof or some interest 52 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 57 of 76 therein, that may have been conveyed or reserved by third parties prior to Declarant's ownership of the Property (the “Third Party Oil, Gas and Mineral Interests”). No representation or warranty, express or implied, is made as to the ownership of the minerals, resources and groundwater or any portion thereof or any interest therein.

10.19 Water Quality Facilities. Portions of the Property may include one or more water quality facilities, sedimentation, drainage and detention facilities, ponds or related notice Recorded to identify the particular Facilities to which the easement applies, or otherwise dedicated to the public or applicable governmenta to any applicable Governmental Entity or conveyed and Common Area, Special Common Area or a Service Area.

conveyed or maintenance responsibility reserved or assi are designated or ssociation as Common operate the Facilities in accordance with Applicable Governmental Entity. Each Owner is advised that the water. Each Owner is advised that entry into the¢ of the Rules.

1 TERRSOLUTION encourage the resolution of disputes involving the This Article 11 isAgp Property. A dispute rega Area, and/or Improvemen&4, to initiating the dispute resolution process.

11.1 Introduction and Definitions. The Association, the Owners, Declarant, all persons subject to this Covenant, and each person not otherwise subject to this Covenant who agrees to submit to this Article 11 by written instrument delivered to the Claimant, which may

clarant, all persons subject to this Covenant, and each person not otherwise subject to this Covenant who agrees to submit to this Article 11 by written instrument delivered to the Claimant, which may include, but is not limited to, a Homebuilder, a general contractor, sub-contractor, design 53 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 58 of 76 professional, or other person who participated in the design or construction of Lots or Condominium Units, Common Area, Special Common Area, or any Improvement within, serving or forming a part of the Property (individually, a “Party” and collectively, the “Parties”) agree to encourage the amicable resolution of disputes involving the Property and the Common Area or Special Common Area to avoid the emotional and financial costs of litigation and arbitration if at all possible. Accordingly, each Party hereby covenants and agrees that this Article 11 applies to all Claims as hereafter defined. For the avoidance of doubt, this Article 11 Board), and Owners holding 100% of the votes in the Association. As the following words, when capitalized, have the following specified mq 11.1.1 “Claim” means: ties of Declarant, the under the Documents; or (i) Claims relating to the rights Association, the Blackland Ranch Re (ii) Claims relating to Association, or a Board mi control and administration of ACC or the Blackland R (iii) located on Units.

® the design or construction of Improvements Special Common Area, Lots or Condominium by a Claimant.

roceeding before an redress of resolution provided in 11.3 Claims Affecting Common Areas or Special Common Areas. In accordance with Section 3.18 above, the Association does not have the power or right to institute, defend,

ress of resolution provided in 11.3 Claims Affecting Common Areas or Special Common Areas. In accordance with Section 3.18 above, the Association does not have the power or right to institute, defend, intervene in, settle, or compromise litigation, arbitration or other proceedings: (i) in the name of or on behalf of any Owner (whether one or more); or (ii) pertaining to a Claim, as defined in Section 11.1.1 above, relating to the design or construction of Improvements on a Lot or 54 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 59 of 76 Condominium Unit (whether one or more). Additionally, no Lot Owner or Condominium Unit Owner shall have the power or right to institute, defend, intervene in, settle or compromise litigation, arbitration or other proceedings relating to the design or construction of the Common Area or Special Common Area. Each Lot Owner and Condominium Unit Owner, by accepting an interest in or to title to a Lot or Condominium Unit, hereby grants to the Association the exclusive right to institute, defend, intervene in, settle or compromise litigation, arbitration or other proceedings relating to the design or construction of the Common Area or Special Common Area. In the event the Association asserts a Claim related to the Common Special Common Area, as a precondition to providing the Notice defined in 3 initiating the mandatory dispute resolution procedures set forth in this Article 11 Association must: 11.3.1 Obtain Owner Approval of Engagement. The Owner approval set forth in this Section 11.3.1 are intended te engagement agreement between the Association atd Me law firm or attorney may include requirements that the Association pay costs, fees,-« nenses to the law firm or attorney

tion 11.3.1 are intended te engagement agreement between the Association atd Me law firm or attorney may include requirements that the Association pay costs, fees,-« nenses to the law firm or attorney which will be paid through Assessments levied (Against\Quners. The financial agreement also include obligations related to the payment obligations arise, if the relationship between the Association firm or attorney is terminated or if the Association agrees to settle thé Slat ition, the financial arrangement between the Association and the law fi include additional costs, expenses, and interest charges. This financial olfig attorney to prosecute a Nalug to the design or construction of the Common Area or Special Common Area o uyosecuting a Claim relating to the design or construction of mmon Area unless the law firm or attorney and the financial ise approved by Members holding eighty percent (80%) of the votes in the ¢ Association, acting through its Board, shall in no event have the authority to or attorney includes any provision or requirement that would obligate the Association to pay any costs, expenses, fees, or other charges to the law firm or attorney, including but not limited to, costs, expenses, fees, or other charges payable by the Association: (i) if the Association terminates the engagement with the law firm or attorney or engages another firm or third-party to assist with the Claim; (ii) if the Association agrees to settle the Claim for a cash payment or in 55 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 60 of 76 exchange for repairs or remediation performed by the Respondent or any other third-party; (iii)

TER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 60 of 76 exchange for repairs or remediation performed by the Respondent or any other third-party; (iii) if the Association agrees to pay interest on any costs or expenses incurred by the law firm or attorney; and/or (iv) for consultants, expert witnesses, and/or general contractors hired by the law firm or attorney. For avoidance of doubt, it is intended that Members holding eighty percent (80%) of the votes in the Association must approve the law firm and attorney who will prosecute the Claim and the written agreement between the Association and the law firm and/or attorney.

firm and attorney; (b) a copy of the proposed written agreement between the law firm and/or attorney; (c) a narrative summary of the types of other charges that may be required to be paid by the Association, (d) the Gre pnsupon which such types of costs, expenses, fees, or other charges are requiyé be ‘paikLbyAhe Association; law firm and/or attorney will use to evaluate the Cl d whether destructive testing will be required (i.e., the removal of all or portions of the-€ Area, Special Common Area, or Improvements on the Property). If destructive tg required or is likely to occur, the notice shall include a description of the e ; testing, whether the Owner’s use of their Lotg axd ydominium Units, or the Common Area or Special Common Area will be affectéd-4 sh yesting, and if the destructive testing occurs the means or method the Assodgtion prosecute the Claim and the written agreement between the and/or attorney, the Board shall have the authority to engage the the date on which the inspection will occur to each Respondent which notice shall identify the

m and the written agreement between the and/or attorney, the Board shall have the authority to engage the the date on which the inspection will occur to each Respondent which notice shall identify the Inspection Company preparing the Common Area Report, the specific Common Areas or Special Common Areas to be inspected, and the date and time the inspection will occur. Each Respondent may attend the inspection, personally or through an agent.

56 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 61 of 76 11.3.3 Obtain a Common Area Report. The requirements related to the Common Area Report set forth in this Section 11.3.3 are intended to provide assurance to the Claimant, Respondent, and the Owners that the substance and conclusions of the Common Area Report and recommendations are not affected by influences that may compromise the professional judgement of the party preparing the Common Area Report, and to avoid circumstances which would create the appearance that the professional judgment of the party preparing the Common Area Report is compromised.

Obtain a written independent third-party report for the Common Area “Inspection Company”). The Common Area Report must include: (i) 4 photographs of the Common Area or Special Common Area subje subject to the Claim; (iii) a detailed description of any modifigé imterayce, or repairs to jatron or a third-party, including any Respondent; and (iv) specific and deta endations regarding For the purpose of subsection (iv) of the previqu& sentence, fhe specific and detailed recommendations must also include the specifi ss, procedure, materials, and/or improvements necessary and required to remedjéty an repair the deficient or defective

sentence, fhe specific and detailed recommendations must also include the specifi ss, procedure, materials, and/or improvements necessary and required to remedjéty an repair the deficient or defective condition identified in the Common AreaKapor estimated costs necessary to effect such remediation and/or repairs. The estimat equired by the previous sentence shall The Common Area mist be obtained by the Association. The Common Area Report will not satisf juixements of this Section 11.3.3 and is not an “independent” report if: (a) the Inspection gny has an arrangement or other agreement to provide consulting and/or engine es with the law firm or attorney that presently represents the Associafon ro to represent the Association; (b) the costs and expenses for preparation of the & rea“Report are not required to be paid directly by the Association to the Inst at the time the Common Area Report is finalized and delivered to the Assqctation; pr {c) the law firm or attorney that presently represents the Association or proposes to represent te Association has agreed to reimburse (whether unconditional or conditional and based on the satisfaction of requirements set forth in the Association’s agreement with the law firm or attorney) the Association for the costs and expenses for preparation of the Common Area Report. For avoidance of doubt, an “independent” report means that the Association has customary terms for the preparation of engineering reports and that the Association will 57 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 62 of 76

s for the preparation of engineering reports and that the Association will 57 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 62 of 76 directly pay for the report at the time the Common Area Report is finalized and delivered to the Association.

11.3.4 Provide a Copy of Common Area Report to all Respondents and Owners.

Upon completion of the Common Area Report, and in any event no later than three (3) days after the Association has been provided a copy of the Common Area Report, the Association will provide a full and complete copy of the Common Area Report to each Respondent and to each Owner. The Association shall maintain a written record of each Respondent andéQwner who was provided a copy of the Common Area Report which will include the date.th ort was provided. The Common Area Report shall be delivered to each Responde ddelivery and to each Owner by mail.

Area Report. Commencing on the date the Common Area Report Cup Compjeted and y information in the ¢ Common Area Report.

oughout the Property for other design professionals, each y be utilized during such ninety As provided in Section 8.9 above, the Declarant ha itself, and its successors, assigns, architects, engi Homebuilder, other builders, and general contr a (90) day period and any additional WON r to correct a condition identified in the Common Area Report.

tain Approval. In addition to obtaining which approval from ember bst be obtained at a meeting of Members called in accordance with the Bylaws. Thf Bylaws but the anticipated rosecuting the Claim, and the likelihood of success; (ii) a copy of the Commgp (iii) a copy of any engagement letter between the Association and the

nce with the Bylaws. Thf Bylaws but the anticipated rosecuting the Claim, and the likelihood of success; (ii) a copy of the Commgp (iii) a copy of any engagement letter between the Association and the laya firm & rey selected by the Association to assert or provide assistance with the Cc pscription of the attorney fees, consultant fees, expert witness fees, and court costs) ncurred by the Association directly or for which the Association may be liable as a result~of prosecuting the Claim; (v) a summary of the steps previously taken by the Association to resolve the Claim; (vi) a statement that initiating the lawsuit or arbitration proceeding to resolve the Claim may affect the market value, marketability, or refinancing of a Lot or Condominium Unit while the Claim is prosecuted; and (vii) a description of the manner in which the Association proposes to fund the cost of prosecuting the Claim. The notice required by this paragraph must be prepared and signed by a person who is not (a) the attorney 58 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 63 of 76 who represents or will represent the Association in the Claim; (b) a member of the law firm of the attorney who represents or will represent the Association in the Claim; or (c) employed by or otherwise affiliated with the law firm of the attorney who represents or will represent the Association in the Claim. In the event Members approve providing the Notice described in Section 11.5, or taking any other action to prosecute a Claim, the Members holding a Majority of the votes in the Association, at a special meeting called in accordance with the Bylaws, may elect to discontinue prosecution or pursuit of the Claim.

secute a Claim, the Members holding a Majority of the votes in the Association, at a special meeting called in accordance with the Bylaws, may elect to discontinue prosecution or pursuit of the Claim.

class representative in any such proceedings upde Covenant. If a Lot Owner or Condominium Unit Owner brings a Claim, as défifipd ion 11.1, relating to the design or construction of any Improvements locate a Me) Condominium Unit (whether one or more), as a precondition to providing. t Oice/defined in Section 11.5, initiating the mandatory dispute resolution procedu in this Article 11, or taking any other action to prosecute a Claim, the Lot Ovehpr, onCendgminium Unit Owner must: e Inspection. As provided in Section 11.4.2 below, an ad which is a written inspection report issued by the g an inspection that is required to be memorialized by [ he Owner must have provided at least ten (10) days prior which the inspection will occur to each Respondent which notice Company preparing the Owner Improvement Report, the 1.4.2, Obtain an Qwner Improvement Report. The requirements related to the Owner rovement Report set forth in this Section 11.4.2 are intended to provide assurance to the Claimant and Respondent that the substance and conclusions of the Owner Improvement Report and recommendations are not affected by influences that may compromise the professional judgement of the party preparing the Owner Improvement Report, and to avoid circumstances which would create the appearance that the professional judgment of the party preparing the Owner Improvement Report is compromised.

59 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 64 of 76

dgment of the party preparing the Owner Improvement Report is compromised.

59 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 64 of 76 Obtain a written independent third-party report for the Improvements (the “Owner Improvement Report”) from an Inspection Company. The Owner Improvement Report must include: (i) a description with photographs of the Improvements subject to the Claim; (ii) a description of the present physical condition of the Improvements; (iii) a detailed description of any modifications, maintenance, or repairs to the Improvements performed by the Owner or a third-party, including any Respondent; (iv) specific and detailed recommendations regarding remediation and/or repair of the Improvements. For the purpose of subsection (iv) of the previous sentence, the specific and detailed recommendations must also include the épecific process, procedure, materials, and/or improvements necessary and required tg edliate The Owner Improvement Report must be obtai Improvement Report will not satisfy the requirements of “independent” report if: (a) the Inspection Compan arrangement or other agreement to provide consulting and/or engineering services wi hw firm or attorney that presently represents the Owner or proposes to represen ¢f (b) the costs and expenses for preparation of the Owner Improvement<Req directly paid by the Owner to the Inspection Company no later than the date Improvement Report is finalized and delivered to the Owner; or (c) the law stomey that presently represents the Owner or proposes to represent the Oder S ed to reimburse (whether unconditional or xe Gwher for the costs and expenses for preparation of the gi ance of doubt, an “independent” report means that the

Owner or proposes to represent the Oder S ed to reimburse (whether unconditional or xe Gwher for the costs and expenses for preparation of the gi ance of doubt, an “independent” report means that the Owner has independen based _ on customary sens Py tap or preparation of engineering reports and that the Chana will directly pay for the kehort hg later than the date the Owner Improvement Report is finalized and delivered bthoOuner 43 Provide a Copy of Owner Improvement Report to all Respondents. Upon hagwner Improvement Report, and in any event no later than three (3) days has been provided a copy of the Owner Improvement Report, the Owner will provide and complete copy of the Owner Improvement Report to each Respondent. The Owner shall maintain a written record of each Respondent who was provided a copy of the Owner Improvement Report which will include the date the report was provided. The Owner Improvement Report shall be delivered to each Respondent by hand-delivery and to each Owner by mail.

60 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 65 of 76 11.4.4 Right to Cure Defects and/or Deficiencies Noted_on Owner Improvement Report. Commencing on the date the Owner Improvement Report has been completed and continuing for a period of ninety (90) days thereafter, each Respondent shall have the right to: (i) inspect any condition identified in the Owner Improvement Report; (ii) contact the Inspection Company for additional information necessary and required to clarify any information in the Owner Improvement Report; and (iii) correct any condition identified in the Owner Improvement Report. As provided in Section 8.9 above, the Declarant has an easement

to clarify any information in the Owner Improvement Report; and (iii) correct any condition identified in the Owner Improvement Report. As provided in Section 8.9 above, the Declarant has an easement condition identified in the Owner Improvement Report.

11.4.5 Claims Pertaining to the Common Area or Spettal, : Pursuant to Section 11.3 above, an Owner does not have the power or ty ik HUD , defend, intervene in, settle or compromise litigation, arbitration or g e 23 relating to the design or construction of the Common Area or Special Co of competent jurisdiction or arbitrator determines that an O to institute, defend, intervene in, settle or compromise proceedings relating to the design or construction &{ fye Common Area or Special Common Area, such Owner shall be required, since a Claj i Common Area could affect all Owners, as.a Section 11.5, initiating the mandatory disp é event that a court ave the power or right Section, 2700¥ of the Texas Property Code. If a Claim is subject to Chapter 27 of the Texas Property Code, the Claimant and Respondent are advised, in addition to compliance with Section 11.6 to comply with the terms and provisions of Section 27.004 of the Texas Property Code during such sixty (60) day period. Section 11.6 does not modify or extend the time period set forth in Section 27.004 of the Texas Property Code. Failure to comply with the time periods or actions specified in Section 27.004 of the Texas Property Code could affect a Claim if the Claim is subject to Chapter 27 of the Texas Property Code. The one hundred and twenty (120) 61 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 66 of 76

o Chapter 27 of the Texas Property Code. The one hundred and twenty (120) 61 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 66 of 76 day period for mediation set forth in Section 11.7 below, is intended to provide the Claimant and Respondent with sufficient time to resolve the Claim in the event resolution is not accomplished during negotiation. If the Claim is not resolved during negotiation, mediation pursuant to Section 11.7 is required without regard to the monetary amount of the Claim.

If the Claimant is the Association, the Notice will also include: (a) if the Claim relates to the design or construction of the Common Area or Special Common Area, a true and correct Claim relates to the design or construction of the Common Area or Specf reasonable and credible evidence confirming that Members holding eig the Claimant is not the Association and pertains t Areas, the Notice will also include a true and corre Claimant is not the Association and relates to te gong Lot or Condominium Unit, the Notice w O a SE faith negotiation. Within sixty (60) days after the 11.6 Negotiation. Cl meet in person to resolve th¢ Improvement Report.

Respondent’s receipt of i @tics, Respondent and Claimant will meet at a mutually acceptable place and time laim. If the Claim involves all or any portion of the Property, then at such nteet at some other mutually-agreeable time, Respondent and Respondent’s represepttatives,wil have full access to the Property that is subject to the Claim for (ears Property.

If the parties negotiate, but do not resolve the Claim through undred twenty (120) days from the date of the Notice (or within such (5) years*Of experience serving as a mediator and must have technical knowledge or expertise

, but do not resolve the Claim through undred twenty (120) days from the date of the Notice (or within such (5) years*Of experience serving as a mediator and must have technical knowledge or expertise appropriate to the subject matter of the Claim. If Claimant does not submit the Claim to mediation within the 30-day period, Respondent will submit the Claim to mediation in accordance with this Section 11.7. If the Parties do not settle the Claim within thirty (30) days after submission to mediation, Respondent or Claimant may initiate arbitration proceedings in accordance with Section 11.8.

62 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097Vv.3 67483-1 Shelley Coston, Bell County TX Clerk Page 67 of 76 11.8 Binding Arbitration-Claims. All Claims must be settled by binding arbitration.

Claimant or Respondent may, by summary proceedings (e.g., a plea in abatement or motion to stay further proceedings), bring an action in court to compel arbitration of any Claim not referred to arbitration as required by this Section 11.8.

11.8.1 Governing Rules. If a Claim has not been resolved after mediation in accordance with Section 11.7, the Claim will be resolved by binding arbitration in accordance Rules and Mediation Procedures and AAA Supplementary Procedures for Disputes are referred to herein as the “AAA Rules”). In the event of any contrary or any applicable rules for arbitration, any arbitra’ hereunder shall be conducted by a panel of three (3) (i) one arbitrator shall be st absolute discretion; (ii) one arbitrator absolute discretion; and (iii) arbitrators and absolu 11.8.2 the exercise of any rig and Claimant a diction before, during, or after the pendency of any arbitration. The institution and

one arbitrator absolute discretion; and (iii) arbitrators and absolu 11.8.2 the exercise of any rig and Claimant a diction before, during, or after the pendency of any arbitration. The institution and maintenance of an action for judicial relief or pursuit of provisional or ancillary remedies or exercise of self-help remedies shall not constitute a waiver of the right of any party to submit the Claim to arbitration nor render inapplicable the compulsory arbitration provisions hereof.

63 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 68 of 76 11.8.3 Statute of Limitations. All statutes of limitation that would otherwise be applicable shall apply to any arbitration proceeding under this Section 11.8.

11.8.4 Scope of Award; Modification or Vacation of Award. The arbitrator shall resolve all Claims in accordance with Applicable Law. The arbitrator may grant any remedy or relief that the arbitrator deems just and equitable and within the scope of this Section 11.8 and subject to Section 11.9 below; provided, however, attorney’s fees and costs may not be awarded by the arbitrator to either Claimant or Respondent. In addition, for a Claim, or any port Claim governed by Chapter 27 of the Texas Property Code, or any successor statute, } attorney’s fees and/or costs to their Claimant or Respondent. In all arbitrati€ arbitrator shall make specific, written findings of fact and conclusions 0 under Applicable Law. In no event may an arbitr treble or punitive damages for any Claim.

11.8.5 Other Matters. To the proceeding hereunder shall be conclude Wjt NI filing of the Claim for arbitration. Arbitratio County, Texas. Unless otherwise p ot such other actions as the arbitrator deems

.8.5 Other Matters. To the proceeding hereunder shall be conclude Wjt NI filing of the Claim for arbitration. Arbitratio County, Texas. Unless otherwise p ot such other actions as the arbitrator deems ‘uant to the Federal Rules of Civil Procedure, the kusiness of the parties or by Applicable Law. In no event ss with the news media or grant any interviews with the Notwithstanding any provision in this Covenant on the bears all of its own costs incurred prior to and during the proceedings Notice, Negotiation, Mediation, and Arbitration sections above, including its f Respondent and Claimant will equally divide all expenses and fees charged by the mediator and arbitrator.

11.10 General Provisions. A release or discharge of Respondent from liability to Claimant on account of the Claim does not release Respondent from liability to persons who are not party to Claimant’s Claim.

64 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 69 of 76 11.11 Period of Limitation.

11.11.1 For Actions by an Owner or Occupant. The exclusive period of limitation for any of the Parties to bring any Claim, shall be the earliest of: (i) for Claims alleging construction defect or defective design, two (2) years and one (1) day from the date that the Owner or Occupant discovered or reasonably should have discovered evidence of the Claim; (ii) for Claims other than those alleging construction defect or defective design, four (4) years or other proceedings relating to the design or construction of the Commé Common Area, the exclusive period of limitation for a Claim of construgefor four (4) years and one members, officers or age e its annual operating income or reserve funds to fund the costs to

he Commé Common Area, the exclusive period of limitation for a Claim of construgefor four (4) years and one members, officers or age e its annual operating income or reserve funds to fund the costs to ess the Association has previously established and funded a dispute [SIGNATURE PAGE FOLLOWS] 65 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097V.3 67483-1 Shelley Coston, Bell County TX Clerk Page 70 of 76 EXECUTED to be effective on the date this instrument is Recorded.

DECLARANT: CACTUS JACK DEVELOPMENT, INC., a Texas corporation Title: President THE STATE OF TEXAS § § COUNTY OF But | § This instrument was acknowledged before methisf4 yy As 203 by Dustin King, President of Cactus Jack Development, a Texas aattration, on behalf of said corporation.

Re, SASHA M ORTIZ & ays, Notary Public, State of Texas Ee ) My Commission Expires May 15, 2025 NOTARY ID 19112686-1 Signature Page BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk Page 71 of 76 cc CONSENT OF MORTGAGEE The undersigned, being the sole owner and holder of that certain lien created by Deed of Trust recorded under Document No. 2022019723, Official Public Records of Bell County, Texas (the “Lien”), securing a note of even date therewith, executes this Covenant solely for the purposes of (a) evidencing its consent to this Covenant, and (b) subordinating the Lien to this Covenant, both on the condition that the Lien shall remain superior to the Assessment Lien in all events.

FIRST ee - BANKTEXAS ByS3 — ai Printed Name: Ke seth tc SNS THE STATE OF TEXAS § § COUNTY OF _Bel] § This instrument was acknowledged befoyé 20.23_, 23 by Kell (seal) Bah. . _ AMANDAFEENEY ie a My Notary ID # 190075470 “eae” — Expires December 30, 2024

/ THE STATE OF TEXAS § § COUNTY OF _Bel] § This instrument was acknowledged befoyé 20.23_, 23 by Kell (seal) Bah. . _ AMANDAFEENEY ie a My Notary ID # 190075470 “eae” — Expires December 30, 2024 Consent THE VILLAGE AT NOLAN HEIGHTS MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk Page 72 of 76 CONSENT OF MORTGAGEE The undersigned, being the sole owner and holder of that certain lien created by Deed of Trust recorded under Document No. 2022019626, Official Public Records of Bell County, Texas, as affected by Subordination Agreement recorded under Document No. 2022020183, Official Public Records of Bell County, Texas (collectively, the “Lien”), securing a note of even date therewith, executes this Covenant solely for the purposes of (a) evidencing its consent to this shall remain superior to the Assessment Lien in all events.

BLACKLAND VENTURES, LP, a Tg partnership THE STATE OF TEXAS COUNTY OF “Ped ; § This instrument was ackngwles € § s d bef é e onthis A. day ofs ne he Dresicle et of Weg company, general partner of Blackland Ventures, OF said entities.

\ Yl Public Sign Consent THE VILLAGE AT NOLAN HEIGHTS MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk Page 73 of 76 EXHIBIT “A” PROPERTY DESCRIPTION TRACT 1: BEING A73.100 ACRE TRACT OF LAND LOCATED IN THE MAXIMO MORENO SURVEY, ABSTRACT NO. 14, BELL COUNTY, TEXAS, SAID 73.100 ACRE TRACT BEING A REMAINING PORTION OF ACALLED 109.216 ACRE “TRACT ONE”, RECORDED/IN VOLUME 2231, PAGE 513, OFFICIAL PUBLIC RECORDS, BELL COUNTY, TEXAS; Volume 3355, Page 535, Official Public Records, Bell Cou

BEING A REMAINING PORTION OF ACALLED 109.216 ACRE “TRACT ONE”, RECORDED/IN VOLUME 2231, PAGE 513, OFFICIAL PUBLIC RECORDS, BELL COUNTY, TEXAS; Volume 3355, Page 535, Official Public Records, Bell Cou the remaining portion of said 109.216 acre “Tract O e remaining portion of acalled 70 acre tract of land recorYed in Volyumg 817, Page 372, : img 294,.Page 166, a dieeance of 1537.47’ from a 60d Aof Belton Railroad, recorded in ay set in the east right-of-way line of S. 5th St., in the east line of s3 25 acre nd being the northwest corner of the herein g portion of said 109.216 acre “Tract One”, $ 75° 1/2” iron rod with a blue “Quick Inc. RPLS 6447” plastic cap set inva i Railroad, said pein if the west right-of-way line of the Belton Railroad, in the e ‘portion of said 109. 216 acre “Tract One”, and being the described tract of land; EXHIBIT “A” — Page 1 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Shelley Coston, Bell County TX Clerk 4 Thence, with the south line of the remaining portion of said 109.216 acre tract, the north line of the remaining portion of said 70 acre tract, N 74° 09' 54" W, adistance of 1537.47° (Record: N 71° 00' 00" W), to the POINT OF BEGINNING containing 73.100 acres of land.

EXHIBIT “A” — Page 2 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Page 74 of 76 Shelley Coston, Bell County TX Clerk Page 75 of 76 TRACT 2: BEING 33.06 acres of land out of the MAXIMO MORENO SURVEY, Abstract No. 14, Bell County, Texas, and being part of a called 73.10 acre tract of land described in a deed to CACTUS JACK DEVELOPMENT, INC., recorded in Document No. 2020-064197, Real Property Records in Bell

o. 14, Bell County, Texas, and being part of a called 73.10 acre tract of land described in a deed to CACTUS JACK DEVELOPMENT, INC., recorded in Document No. 2020-064197, Real Property Records in Bell County, ‘lexas, and being more particularly described by metes and bounds as follows: COMMENCING at a capped iron rod found in the east right-of-way line of S. 5" Street, for the northwest corner of said 73.10 acre tract, and being at the southwest corer of a called 4.0 acre tract of land described in a deed to SHAY AN ENTERTAINMENT, LLC, recorded in Document No.

2020-000897, of said Property Records; THENCE § 75°23’21” E, 1105.74 feet, with the north boundary line of said 73.10 acre tract and part of the way along the south boundary line of said 4.0 acre tract and part of the way along the south boundary Document No. 2019-038013, of said Property Records, to an iron rod set for the POLN'T OF BEGINNING and the northwest corner of this tract; THENCE § 75°23’21” E, 1157.34 feet, with the north boundary line of said the south boundary line of said 19.069 acre tract, to a capped iron rod foun and with the wes! right-of-way line of said Belton Railroad, ® of 1671.57 feet, and a long chord bearing S 39°00'40” W, 1 get, to an iron rodsef for the southeast corner of this tract, from which a 60d nail found for th.

bears S 57°23’38” W, 134.60 feet; THENCE across and upon said 73.10 acre tract, for thy With a non-tange!

feet, and a long e 3./0A fEssional Land Surveyor exas No. 6200 EXHIBIT “A” — Page 3 BLACKLAND RANCH MASTER COVENANT [RESIDENTIAL] 4888-2373-6097v.3 67483-1 Bell County AAA A Shelley Coston County Clerk Belton, Texas 76513 Instrument Number: 2023030284 As RESTRICTIONS Recorded On: July 10, 2023 Parties: CACTUS JACK DEVELOPMENT INC able Pages: 75

3 67483-1 Bell County AAA A Shelley Coston County Clerk Belton, Texas 76513 Instrument Number: 2023030284 As RESTRICTIONS Recorded On: July 10, 2023 Parties: CACTUS JACK DEVELOPMENT INC able Pages: 75 To BLACKLAND RANCH of Pages: 76 Comment: ( Parties listed above are for Clerks’ reference only ) CLERKS RMF: .00 COURT HOUSE SECURITY: .00 RECORDING: 1.00 $307.00 FEKEEEEEXE DO NO Any provision h eT whi becauge @ og or race is invalid and unenforceable under federal law.

File Information Record and Return To: Instrument Nox 3030284 Winstead PC - Austin Recefpt Numbe 3 43 401 CONGRESS AVENUE, SUITE 2100 RecordedQate/Ti 07/10/2023 11:27:52 AM AUSTIN, TX 78701 User zbranead - BCCCD0642 | hereby certify that this instrument was filed on the date and time stamped hereon and was duly recorded in the Real Property Records in Bell County, Texas Shelley Coston f Bell County Clerk [at OSfrm—