Development period shall mean that period of time from the date of recording the Declaration until (1) the date five (5) years from the date of recording the Declaration or (2) the thirtieth (30) day after Declarant has transferred title to the Purchasers of Lots representing 100 percent (100%) of the total voting power of all Lot Owners as then constituted (so that Declarant no longer is entitled to vote either as a Class "A" or Class .`B" member of the Association pursuant to Article 10, Section 3, of the Declaration, or (3) the date on which Declarant elects permanently to relinquish all of Declarant's authority under this Article 3.

 

Notwithstanding anything in the Declaration to the contrary, until termination of the Development Period, either upon the sale of the required number of Lots, the expiration of five (5) years, or at the election of the Declarant, the Property shall be managed and the Association organized at the sole discretion of the Declarant.

 

 

Not less than ten ( 10) nor more than thirty (30) days prior to the termination of the Development Period, the Declarant shall give written notice of the termination of the Development Period to the Owner of each Lot. Said notice shall specify the date when the Development Period will terminate and shall further notify the Owners of the date, place and time when a special meeting of the Association will be held. The notice shall specify that the purpose of the Association meeting is to elect new Officers and Directors of the Association. Notwithstanding any provisions of the Articles or these Bylaws of the Association to the contrary, tbr the purpose of this meeting, the presence, either in person or by proxy, of the Owners of 10 percent (10%) Lots shall constitute a quorum. The Board of Directors and Officers of the Association may be elected by a majority vote in said quorum. If a quorum shall not be present, the Development Period shall nevertheless terminate on the date specified in said notice and it shall thereafter be the responsibility of the Lot Owners to provide for the operation of the Association.

 

 

Declarant may in Declarant's sole discretion, and at such times as the Declarant deems appropriate (including in the Articles of Incorporation of the Association, if the Declarant is the Incorporator of the Association), appoint three persons who may be Lot Owners, or may be representatives of corporate entities or other entities that are Lot Owners, as a Temporary Board. This Temporary Board shall be for all purposes the Board of Directors of the Association, and shall have full authority (including the authority to adopt or amend the Bylaws of the Association) and all rights, responsibilities, privileges and duties to manage the Properties under the Declaration and shall be subject to all provisions of the declaration, the Articles and these Bylaws. Provided that, after selecting a Temporary Board, the Declarant, in the exercise of the Declarant's sole discretion, may at any time terminate the Temporary Board and reassume the Declarant's management authority under this Article 16, or select a new Temporary Board under this Article 16. When the Declarant has appointed a Temporary Board, the Temporary Board. during the Development Period, shall have, and may fully exercise, any power or authority granted to the Permanent Board after the Development Period.

 

So long as no Temporary Board is managing the Properties or until such time as the first permanent Board is elected, should Declarant choose not to appoint a Temporary Board, Declarant or a managing agent selected by the Declarant shall have the power and authority to exercise all the rights, duties and functions of the Board and generally exercise all powers necessary to carry out the provisions of the Declaration, including, but not limited to, enacting reasonable administrative rules, contracting for required services, obtaining property and liability insurance, collecting and expending all assessments and Association funds, and enforcing the Declaration (including foreclosing any liens provided for by the Declaration). Any such managing agent or the Declarant shall have the exclusive right to contract for all

goods and services, payment for which is to be made from any monies collected from assessments. In the event that Association expenses exceed assessments, any monies provided by Declarant for Association expenses that would otherwise be paid for out of Association assessments shall be considered a loan to be repaid to Declarant through regular or special assessments from the Association, together with interest at 12 percent (12%) per annum.

 

 

Notwithstanding anything in these By-laws to the contrary, Articles 3, 4, 5, 6, 7 and 8 shall not create any obligations on Declarant during arty period within the Development Period in which the Declarant (1) has not appointed a Temporary Board, and (2) Declarant is managing the Property pursuant to the Provisions of the Declaration and this Article 16. Declarant, if Declarant wishes, may follow any provision of Article 3, 4, 5, 6, 7, and 8 of these Bylaws.

 

Declarant shall have the management authority granted by this Article 16, notwithstanding anything in these Bylaws to the contrary. Declarant has caused the Temporary Board to be appointed in the Articles of Incorporation of the Association. Declarant may terminate the Temporary Board and reassume the Declarant's management authority under this Article 16, reappoint and terminate successor Temporary Boards, or take any other action permitted by this Article 16, without affecting the authority given the Declarant by this Article 16 and the Declaration to manage the Property and organize the Association at the Declarant's sole discretion.

 

This Article 16 shall cease to be effective upon termination of the Development Board and the election of the first Board of Directors to be elected under Section 2 of this Article 16.

 

The requirements and covenants contained in the Declaration and contained, in part, in this Section XVI of these Bylaws, are made to ensure that the Properties will be adequately administered.

 

IN WITNESS WHEREOF, we, being all of the Directors of Wilderness Hollow II Homeowners' Association, have hereunto set our hands this 6 day of, 2007.