SW8961109_CURRENT PERMIT_20210803

STORMWATER DIVISION CODING SHEET
POST -CONSTRUCTION PERMITS
PERMIT NO.
SW8
DOC TYPE]
CURRENT PERMIT
❑ APPROVED PLANS
❑ HISTORICAL FILE
❑ COMPLIANCE EVALUATION INSPECTION
DOC DATE
2o210go3
YYYYMMDD

ROY COOPER
Governor
ELIZABETH S. BISER
Secretary
BROW WRENN
Director
August 3, 2021
NORTH CAROLINA
Environmental Quality
Winding River Plantation Community Association, Inc
Attn: Roger Stow, President
1640 Goley Hewett Road
Bolivia, NC 28422
Subject: Permit Renewal
State Stormwater Management Permit No. SW8 961109
Winding River Master Plan
Brunswick County
Dear Mr. Stow:
Effective August 1, 2013 the State Stormwater program has been transferred from the Division of Water Quality
(DWQ) to the Division of Energy, Mineral and Land Resources (DEMLR). All previous references to DWQ will
remain in older stormwater permits issued prior to August 1, 2013 until they are modified. Please note that this permit
will now reference DEMLR as the Division responsible for issuance of the permit.
On August 5, 2009, the Governor signed Session Law 2009-406. This law impacted any development approval issued
by the former Division of Water Quality under Article 21 of Chapter 143 of the General Statutes, which was current
and valid at any point between January 1, 2008, and December 31, 2010. The law extended the effective period of any
stormwater permit that was set to expire during this time frame to three (3) years from its current expiration date. On
August 2, 2010, the Governor signed Session Law 2010-177, which granted an extra year for a total of four (4) years
extension.
The Wilmington Regional Office received a complete 8 year Stormwater Management Permit Renewal Application for
the subject project on July 26, 2021. The Division is hereby notifying you that permit SW8 961109 has been renewed
on August 3, 2021, and shall be effective until October 30, 2027, which includes all available extensions. For your
records, please find enclosed a renewed, updated, and re -issued permit and a copy of the renewal application. As
requested, a copy of the current operation and maintenance agreement is enclosed. Please keep this permit on file at all
times. Please note that the renewed, updated, and re -issued permit does not impose new or different terms; it merely
restates some of the previous terms to provide you with a better understanding of your obligations under the permit.
The renewal and reissuance of this stormwater permit does not imply that the site is currently in compliance with the
terms and conditions of this state stormwater permit. The plans originally approved on December 13, 1996 and most
recently transferred on October 31, 2011, will remain in full force and effect in accordance with the regulations set
forth in Title 15A NCAC 2H.1000.
This permit is subject to the conditions and limitations as specified therein. Please pay special attention to the
conditions listed in this permit regarding the Operation and Maintenance of the BMP(s), recordation of deed
restrictions, procedures for changes of ownership, transferring the permit, and renewing the permit. Failure to establish
an adequate system for operation and maintenance of the stormwater management system, to record deed restrictions,
to transfer the permit, or to renew the permit, will result in future compliance problems.
If any parts, requirements, or limitations contained in this permit are unacceptable, you have the right to request an
adjudicatory hearing by filing a written petition with the Office of Administrative Hearings (OAH). The written
petition must conform to Chapter 150B of the North Carolina General Statutes and must be filed with the OAH within
thirty (30) days of receipt of this permit. You should contact the OAH with all questions regarding the filing fee (if a
filing fee is required) and/or the details of the filing process at 6714 Mail Service Center, Raleigh, NC 27699-6714, or
via telephone at 919-431-3000, or visit their website at www.NCOAH.com. Unless such demands are made this permit
shall be final and binding.
r�omw ®rl �Z North Carolina Department of Environmental Quality I Division of Energy, Mineral and Land Resources
1 r Wilmington Regional Office 1 127 Cardinal Drive Extension I Wilmington. North Carolina 26405
° Wtm""�\ /' 910.796.7215

r
State Stormwater Permit No. SW8 961109
Page 2 of 2
If you have any questions, need additional copies of the permit or approved plans, please contact Ashley Smith in the
Wilmington Regional Office, at [phone] or [e-mail].
Sincerely,
z3i- Brian Wrenn, Director
Division of Energy, Mineral and Land Resources
Enclosures: Attachment C — Permitting History
Renewal Application Documents
DES/ams: \\\Stormwater\Permits & Projects\ 1996\961109 HD\2021 08 permit 961109
cc: NCDEQ-DEMLR Wilmington Regional Office
�North Carolina Department of Environmental Quality I Division of Energy, Mineral and Land Resources
Wilmington Regional Office 1 127 Cardinal Drive Extension I Wilmington, North Carolina 28405
u
d�970.796.7215

State Stormwater Management Systems
Permit # SW8 961109
STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF ENERGY, MINERAL AND LAND RESOURCES
STATE STORMWATER MANAGEMENT PERMIT
HIGH DENSITY DEVELOPMENT
In accordance with the provisions of Article 21 of Chapter 143, General Statutes of North Carolina as
amended, and other applicable Laws, Rules, and Regulations
PERMISSION IS HEREBY GRANTED TO
Winding River Plantation Community Association, Inc.
Winding River Plantation Master Plan
Brunswick County
FOR THE
construction, operation and maintenance of 6 detention ponds and a curb outlet system in compliance with the
provisions of 15A NCAC 2H .1000 (hereafter referred to as the "stormwater rules') and the approved stormwater
management plans and specifications and other supporting data as attached and on file with and approved by
the Division of Energy, Mineral and Land Resources (the "Division" or "DEMLR") and considered an enforceable
part of this permit.
This permit shall be effective from the date of issuance until October 30, 2027, and shall be subject to the
following specified conditions and limitations:
I. DESIGN STANDARDS
This permit is effective only with respect to the nature and volume of stormwater described in the
application and other supporting data.
2. This stormwater system has been approved for the management of stormwater runoff as described on
page 3 of this permit, the Project Data Sheet. This low density subdivision is permitted for the following
built -upon area limits: 425 lots with 5,000 ft2; 341 lots with 8,000 ft2; 264 lots with 6,500 ft2; 6.32 acres for
multi -family; 70.99 acres in commercial development, Tract H with 13 lots @3,400 square feet each,
roads, clubhouse, amenities, maintenance and WWT'P facility. See the development data tables on the
10-30-2001 approved Master Plan for specifics.
3. Approved plans and specifications for this project are incorporated by reference and are enforceable
parts of the permit.
Page 1 of 7

State Stormwater Management Systems
Permit # SW8 961109
PROJECT DATA SHEET
Project Name:
Winding River Master Plan
Permit Number:
SW8 961109
Location:
Brunswick County
Applicant:
Mr. Roger Stow, President
Mailing Address:
1640 Goley Hewett Road
Bolivia, NC 28422
Application Date:
July 26, 2021
Water Body Receiving Stormwater Runoff:
Lockwood Folly River
Classification of Water Body:
"SC HQW'
Pond Number (Phase 1):
1 2
3
4
5
Pond Depth, feet:
5 4
4
6
6
Permanent Pool Elevation, FMSL:
24 17
27
21.5
27
Total Impervious Surfaces Allowed, ft2:
1,326,797 445,130
651,460
107,878
246,113
Lots
67 @5,000 52 @5,000
7 @5,000
16 @5,000
None
68 @8,000
58 @8,000
Multi Family, ft2
None None
None
None
Tract G
Walk/Cartpath, ft'
57,064 20,038
17,242
None
18,295
Asphalt, ft2
347,173 165,092
135,036
27,878
69,260
WWTP, ft2
43,560 None
None
None
None
Offsite Area entering Pond:
2.75 acres for Zion Hill Road, per Engineer (included
in Asphalt
above)
Required Surface Area, ft':
95,256 38,877
56,364
6,204
13,342
Provided Surface Area, ft2:
159.000 46,000
140,000
6,200
14,300
Required Storage Volume, ft':
115,810 37,922
54,758
8,650
20,482
Provided Storage Volume, ft':
127,200 37,600
56,000
8,680
21,450
Temporary Storage Elevation, FMSL:
24.8 17.8
27.4
22.9
28.5
Controlling Orifice:
4@3" cp 2@2" cp 4@2" cp 1.375" cp
2" rp
Page 2 of 7

State Stormwater Management Systems
Permit # SW8 961109
Project Name:
Permit Number:
Location:
Applicant:
Mailing Address:
Application Date:
Water Body Receiving Stormwater Runoff:
Classification of Water Body:
Pond Number (Phase II):
Pond Depth, feet:
Permanent Pool Elevation. FMSL:
Total Impervious Surfaces Allowed, ft':
Lots
Multi Family, ft'
Walk/Cartpath, ft'
Asphalt, ft'
Offsite Area entering Pond:
Required Surface Area, ft2:
Provided Surface Area, ft':
Required Storage Volume, ft':
Provided Storage Volume, ft':
Temporary Storage Elevation, FMSL:
Controlling Orifice:
PROJECT DATA SHEET
Winding River Phases I and II
SW8 961109
Brunswick County
Mr. Roger Stow, President
1640 Goley Hewett Road
Bolivia, NC 28422
July 26, 2021
Lockwood Folly River
"SC HQW'
1
7
m
203,861
16 @6,500, and parts of 23
None
None
40,511
None, per Engineer
7,475
8,000
17,177
18,300
all
1.625" pipe
Page 3 of 7

State Stormwater Management Systems
Permit No. SW8 961109
II. SCHEDULE OF COMPLIANCE
The stormwater management system shall be constructed in it's entirety, vegetated and
operational for it's intended use prior to the construction of any built -upon surface except roads.
During construction, erosion shall be kept to a minimum and any eroded areas of the system
will be repaired immediately.
The permittee grants permission to DEMLR Staff to enter the property for the purposes of
inspecting the project for compliance with the conditions of this permit.
No person or entity, including the permittee, shall alter any component shown in the approved
plans and specifications. Prior to the construction of any modification to the approved plans,
the permittee shall submit to the Director, and shall have received approval for modified plans,
specifications, and calculations including, but not limited to, those listed below. For changes to
the project or SCM that impact the certifications, a new or updated certification(s), as
applicable, will be required and a copy must be submitted to the appropriate DEQ regional
office upon completion of the modification.
a. Any modification to the approved plans and specifications, regardless of size including
the SCM(s), BUA, details, etc.
b. Redesign or addition to the approved amount of BUA or to the drainage area.
C. Further development, subdivision, acquisition, lease or sale of any, all or part of the
project and/or property area as reported in the approved plans and specifications.
d. Altering, modifying, removing, relocating, redirecting, regrading, or resizing of any
component of the approved SCM(s), the stormwater collection system and/or
vegetative conveyance shown on the approved plan.
e. The construction of any allocated future BUA.
f. Adding the option to use permeable pavement or #57 stone within the lots as a
permeable surface. The request may require a proposed amendment to the deed
restrictions and protective covenants for the subdivision to be submitted and recorded.
g. The construction of any permeable pavement, #57 stone area, public trails, or
landscaping material to be considered a permeable surface that were not included in
the approved plans and specifications.
h. Other modifications as determined by the Director.
5. The permittee is responsible for verifying that the proposed built -upon area does not exceed the
allowable built -upon area. Once the lot transfer is complete, the built -upon area may not be
revised without approval from the permittee, and responsibility for meeting the built -upon area
limit is transferred to the individual property owner.
6. Prior to transfer of the permit, a file review and site inspection will be conducted by Division
personnel to ensure the permit conditions have been met and that the project and the on -site
stormwater system complies with the permit conditions. Any items not in compliance must be
repaired, replaced restored, or resolved prior to the transfer. Records of maintenance activities
performed to date may be requested.
The Director may notify the permittee when the permitted site does not meet one or more of the
minimum requirements of the permit. Within the time frame specified in the notice, the permittee
shall submit a written time schedule to the Director for modifying the site to meet minimum
requirements. The permittee shall provide copies of revised plans and certification in writing to
the Director that the changes have been made.
8. All stormwater collection and treatment systems must be located in either dedicated common
areas or recorded easements. The final plats for the project will be recorded showing all such
required easements, in accordance with the approved plans.
Page 4 of 7

State Stormwater Management Systems
Permit No. SW8 961109
9. If an Architectural Review Committee (ARC) is required to review plans for compliance with the
BUA limit, the plans reviewed must include sidewalks and driveways. Any approvals given by
the ARC do not relieve the homeowner of the responsibility to maintain compliance with the
permitted BUA limit.
10. Upon completion of construction, prior to issuance of a Certificate of Occupancy, and prior to
operation of this permitted facility, the attached completed certification must be received from
an appropriate designer for the system installed certifying that the permitted facility has been
installed in accordance with this permit, the approved plans and specifications, and other
supporting documentation. Any deviations from the approved plans and specifications must be
noted on the Certification. A modification may be required for those deviations.
11. The facilities shall be constructed, operated and maintained in accordance with the provisions
of this permit, the approved plans and specifications, and the supporting documents attached to
this permit and on file with the Division.
12. A copy of the recorded deed restrictions must be submitted to the Division within 30 days of the
date of recording the plat, and prior to selling any lots. The recorded copy must be signed by
the permittee, dated, stamped with the deed book number and page, and bear the
stamp/signature of the Register of Deeds.
13. The permittee shall at all times provide the operation and maintenance necessary to assure the
permitted stormwater system functions at the design condition. The approved Operation and
Maintenance Plan must be followed in its entirety and maintenance must occur at the scheduled
intervals including, but not limited to:
a. Semiannual scheduled inspections (every 6 months).
b. Sediment removal.
C. Mowing and revegetation of side slopes.
d. Immediate repair of eroded areas.
e. Maintenance of side slopes in accordance with approved plans and specifications.
f. Debris removal and unclogging of outlet structure, orifice device, swales, catch basins
and piping.
q. Access to the outlet structure must be available at all times.
14. The permittee shall keep written records of maintenance activities and make them available
upon request to authorized personnel of DEMLR. The records will indicate the date, activity,
name of person performing the work and what actions were taken.
Page 5 of 7

State Stormwater Management Systems
Permit No. SW8 961109
15. Prior to the sale of any lot, the deed restriction statements below must be recorded. The built -
upon area per lot must be limited to the amount as shown in Section I, Part 2. The recorded
statements for each Tract as shown on Attachment 1 must follow this form. The blank in
statement (a) must be filled in with the appropriate BUA limit as shown on Attachment land on
the approved plans.
a. The maximum built -upon area per lot is , inclusive of that portion of the right-of-
way between the lot line and the edge of pavement. Built -upon area includes, but is not
limited to structures, pavement, parking areas, concrete, gravel, brick, stone, slate, and
coquina, but does not include open wood decking or the water surface of swimming
pools.
b. The covenants pertaining to stormwater regulations may not be changed or deleted
without concurrence of the State.
C. Alteration of the drainage as shown on the approved plan may not take place without the
concurrence of the State.
d. Lots within CAMA's Area of Environmental Concern may be subject to a reduction in
their allowable built -upon area due to CAMA regulations.
e. All areas within the drainage area of a wet detention pond must be graded to drain into
the appropriate permitted stormwater treatment system. Drainage from outside of the
approved drainage area will require a permit modification.
III. GENERAL CONDITIONS
Any individual or entity found to be in noncompliance with the provisions of a stormwater
management permit or the requirements of the stormwater rules is subject to enforcement
procedures as set forth in NCGS 143 Article 21.
The issuance of this permit does not preclude the permittee from complying with and obtaining
any other permits or approvals that are required for this development to take place, as
required by any statutes, rules, regulations, or ordinances, which may be imposed by any
other Local, State or Federal government agency having jurisdiction. Any activities undertaken
at this site that cause a water quality violation or undertaken prior to receipt of the necessary
permits or approvals to do so are considered violations of NCGS 143-215.1, and subject to
enforcement procedures pursuant to NCGS 143-215.6.
If the facilities fail to perform satisfactorily, the permittee shall take immediate corrective
actions. This includes actions required by this Division and the stormwater rules such as the
construction of additional or replacement on -site stormwater systems. These additional or
replacement measures shall receive a permit from the Division prior to construction.
Permit Transfer: This permit is not transferable to any person or entity except after notice to
and approval by the Director. The permittee shall submit a completed and signed "Permit
Transfer Application Form" (available on the Division website) accompanied by the required
fee and supporting documentation as listed on the form, to the Division at least 60 days prior
to any one or more of the following events:
a. The sale or conveyance of the project area in whole or in part, except in the case of an
individual lot sale that is made subject to the recorded deed restrictions and protective
covenants,
b. The assignment or conveyance of declarant rights to another individual or entity,
C. The sale or conveyance of the common areas to a Homeowners or Property Owner's
Association, subject to the requirements of NCGS 143-214.7(c2),
d. Dissolution of the partnership, corporate, or LLC entity, subject to NCGS 55-14-05 or
NCGS 57D-6-07 and 08;
e. Bankruptcy;
f. Foreclosure, subject to the requirements of Session Law 2013-121;
Page 6 of 7

State Stormwater Management Systems
Permit No. SW8 961109
5. Current Permittee Name or Address Changes: The permittee shall submit a completed
"Permit Information Update Application Form" (available on the Division website) to the
Division within 30 days to making any one or more of the following changes:
a. A name change of the current permittee;
b. A name change of the project,
C. A mailing address change of the permittee;
6. The permittee is responsible for compliance with all terms and conditions of this permit until
the Division approves the transfer request. Neither the sale of the project, in whole or in part,
nor the conveyance of common area to a third party constitutes an approved transfer of the
permit.
7. The permittee grants Division Staff permission to enter the property during normal business
hours to inspect all components of the permitted project.
8. The permit issued shall continue in force and effect until the permittee files a request with the
Division for a permit modification, transfer, renewal, or rescission; however, these actions do
not stay any permit conditions.
9. Approved plans, application documents, supplements, calculations, operation and
maintenance agreement, and specifications for this project are incorporated by reference and
are enforceable parts of the permit. A copy of this permit, application, supplements, operation
and maintenance agreement, and approved plans and specifications shall be maintained on
file by the permittee.
10. Unless specified elsewhere, permanent seeding requirements for the on -site stormwater
system must follow the guidelines established in the North Carolina Erosion and Sediment
Control Planning and Design Manual.
11. The issuance of this permit does not prohibit the Director from reopening and modifying the
permit, revoking and reissuing the permit, or terminating the permit for cause as allowed by the
laws, rules, and regulations contained in Title 15A NCAC 2H.1000 and NCGS 143-215.1 et.al.
12. A permit renewal request must be submitted at least 180 days prior to the expiration date of
this permit. The renewal request must include the appropriate application, documentation and
the processing fee as outlined in Title 15A NCAC 02H.1045(3).
Permit renewed, updated and reissued this the 3rd day of August 2021
NORTH CAROLINA ENVIRONMENTAL MANAGEMENT COMMISSION
HA
�nan Wrenn, Director
Division of Energy, Mineral and Land Resources
By Authority of the Environmental Management Commission
Page 7 of 7

Attachment C - Permitting History
Winding River Master Plan
Permit No. SW8 961109
Approval
Date
Permit Action
BIMS
Version
Description of the Changes
12/13/1996
Original
Approval
10
7/9/1997
Modification
1.1
4/15/1998
Modification
1.2
Adding Phase II
10/30/2001
Modification
1.3
10/31/2011
Ownership
Change
1.4
From Bluegreen Corp. to
Winding River Community
Association, Inc.
8/3/2021
Renewal
2.0

n
---'n
Date RpceivVFee
Paid
Permit Number
-7 0
1 Sw, o
NC DEQ Division of Energy, Mineral and Land Resources
STATE STORMWATER: JUL 2
PERMIT RENEWAL APPLICATION FORM
In accordance with 15A NCAC 2H.1045(3), the current permit holder shall renew their high density permit 180 days
prior to its expiration. Renewed permits are valid for a period of 8 years per Session Law 2011-398 (SB 781)
Section 60.(c). This application form is for permit renewals only.
A. PROJECT INFORMATION
1. State Stormwater Permit Number: SW8 961109
2. Project name: Winding River Plantation Community Association, Inc.
3. Project street address: 1640 Goley Hewett Road
City: E
28422
County: Brunswick ZIP :
4. What, if any, changes have been made to the project as permitted?
If the project has changed from the original approved plans, please complete SWU-101 for a Major
Modification or Minor Modification Application form available at: https://deg.nc.gov/about divisions/energv-
mineral-land-resourceslenergv-mineral-land-rules/stormwater-program/post-construction.
B. PERMITTEE INFORMATION
If changes to the permittee or project name have been made, please complete either the Permit Update form
or the Permit Transfer form available at: https://deg.nc.gov/about/divisions/energv-mineral-land-
resources/energv-mineral-land-rules/stormwater-program/post-construction. State Stormwater Permits do not
automatically transfer with the sale of the property.
1. Current Permit Holder's Company Name/Organization: Winding River Plantation Community
Association, Inc.
2. Signing Official's Name: Roger Stow
3. Signing Official's Title: WRPCA Board President
4. Mailing Address: 1640 Goley Hewett Road
City: Bolivia
5. Street Address: 1640 Goley Golcy Hewett Road
NC —ZIP: 28422
City: Bolivia State: NC ZIP: 28422
6. Phone: [phone] Email: cperrv(7a camsmgt.com
Stormwater Permit Renewal Form Page 1 of 3 May 11, 2018

C. SUBMITTAL REQUIREMENTS
Submit the application package to the appropriate DEMLR Regional Office (Coastal, SA Waters) or DEMLR
Central Office (Urbanizing Areas Ph 2, USMP, Non -Coastal HQW/ORW). Only applications packages that
include all required items listed below will be accepted and reviewed.
Initial each item below to indicate that the required information is provided in the application package:
IRS 1. A permit application processing fee of $505.00 payable to NCDEQ.
IRS 2. One original signed hard copy and one electronic copy of this completed form. The signing official
named on this application to represent the current permittee must meet one of the following:
a. Corporation — a principle executive officer of at least the level of vice-president;
b. Limited Liability Company (LLC) — a manager or company official as those terms are defined
in G.S. 57D "North Carolina Limited Liability Company Act;"
c. Public Entity — a principal executive officer, ranking official, or other duly authorized employee;
d. Partnership or limited partnership — the general partner;
e. Sole proprietor; or
f. Letter of authorization signed by one of the signatories noted in a — e above authorizing the
signature of another entity.
IRS 3. One hard copy and one electronic copy of recorded documents required by the original permit that have
not yet been received by DEMLR, including: deed restrictions, protective covenants,
condominium/planned community declaration and easements. If the project has been built, include
documentation that the maximum BUA per lot or maximum total BUA has not been exceeded. If
the project has not been built, include a signed agreement that the final recorded deed restrictions
and protective covenants will be submitted at a later date.
RS 4. O&M Agreements, Please select one:
❑ I have a copy of the current recorded O&M Agreement for all SCMs, and I will continue to
keep this on file with the permit; or
® 1 do not have a copy of the current recorded O&M Agreement for all SCMs and am
requesting a copy be sent to me. I agree to keep this on file with the permit.
IRS 5. Designer Certifications; Please select one:
® A copy of the certification(s) confirming that the project was built in accordance with the
approved plans have been previously provided to the Division; or
❑ A copy of the certification(s) confirming that the project was built in accordance with the
approved plans are enclosed; or
❑ The project has not yet been built.
6. [IF APPLICABLE] If the project has been built, one original hard copy and one electronic copy of a
signed, sealed, and dated letter from a licensed professional stating that the SCMs have been
inspected, and that they have been built and maintained in accordance with the permit.
7. [IF APPLICABLE] When the permittee is a corporation or a limited liability corporation (LLC):
Provide one hard copy and one electronic copy of documentation from the NC Secretary of State,
or other official documentation, which supports the titles and positions held by the persons listed in
Section C.2 per 15A NCAC 2H. 1043(3)(b).
https://www.sosnc.gov/online services/search/by title/ Business Registration
JUL 2 6 2021
Stormwater Permit Renewal Application Form Page 2 of 3 May 11, 2018

D. PERMITTEE'S CERTIFICATION
I, e_'D 2,t,j / O u% the person legally responsible for the permit, certify that I have
a copy oUble Permit and O&M Agreement on site (or I will obtain a copy and it will be kept on site), that I am
responsible for the performance of the maintenance procedures, and the site has been and will be maintained
according to the O&M Agreement and approved plans. I agree to notify DEMLR of any problems with the SCMs
or built -upon area and to submit the proper forms to modify or transfer the permit prior to any changes to the
project, SCMs, or ownership. All information provided on this permit renewal application is, to the best of my
knowledge, c rrect and complete.
Signature: A Date:
NOTARIZATION:
H
County of
that
this the
day of
execution of the forgoing instrument. Witness
(No
Not
My
a Notary Public for the State of
do hereby certify
personally appeared before me
20 ,dyNiln owledge the due
and official seal, P E R O /I
PUO�\Uo�~'_
i ��••. �10-�OJ`�
19, O 'S1110
:I
JUL 16 2021
BY:._
Stormwater Permit Renewal Application Form Page 3 of 3 May 11, 2018

,1.411;�r
`
�,, �'•. fir •,.
i �.

10/14/97 10: 20 V910 760 0115 BLIIEGREEN CORP ®002/005
• 6ct-13-97 03c52P Houston and Associates PA 910 754 2121 P.02
SI V tl n ❑ AE
POND MAINTENANCE REQUIREMENTS n E C E I V E D
Project Name: _Winding Elver Plantation - Phase 2— ��JnuS OCT 1 71997 D
Project No. 5w8�lCollCri PROJ N D EE M —
Permittee: hluegreen Corvoration Phone No. (9101 763-0115
Address: 3973-A Market Street, Wilmington. North Carolina 28403
I. Monthly. or after every runoff producing rainfall event, whichever comes first:
A. Inspect trash rack: remove accumulated debris, repair/replace if not functioning
properly.
B. Inspect and clear orifice of any obstructions.
C. Inspect the pond side slopes; remove trash. and repair eroded areas before the next
rainfall event.
11. Quarterly:
A. Inspect catch basins, piping, grassed swales, and ditches for proper functioning.
Accumulated debris shall be cleared from basin grates, basin bottoms, and piping shall
be checked for obstructions and cleared as required.
B. Pond inlet pipes shall be checked for undercutting. Rip rap or other energy dissipation
structures shall be replaced, and broken pipes shall be repaired.
IIl. Semi-annually:
A. Accumulated sediment from the bottom of the outlet structure shall be removed.
B. Grassed swales shall be reseeded twice a year as necessary.
IV. Annually:
Stormwater detention pond depth shall be checked at various points. Should the depth of
the pond be less than 5 feet, sediment shall be removed to a depth of 7 feet below normal
pool (orifice elevation).
V. General:
A. Mowing of the side slopes shall be accomplished according to the season_ Maximum
grass height shall be 6".
B. Cattails are encouraged along the pond perimeter, however, they shall be removed when
they cover more than 1/2 the surface area of the pond. The best time to cut them is at
the end of the growing season, in November. Environmentally sensitive chemicals for
use In killing cattails can also be used. Contact the Agricultural Extension Service.
C. The orifice Is designed to draw down the pond in 2 to 5 days. If draw -down is not
accomplished In that time, the orifice shall be replaced with a larger or smaller orifice.
as required. Slow draw down may be attributed to a clogged system. The source of the
clogging shall be found and eliminated.

10/14/97 10:20 V910 700 0115 BLUEGREEN CORP
�Oct=13-97 O3:52P Houston and Associates PA 910 754 2121
(1003/005
P.O3
Food Maintenance Requirements
rap 2
D. All components of the detention pond system shall be kept in good working order.
Repair or replacement components shaA meet the original design specifications as per
the approved stormwater plan. If previously approved components are determined to be
ineffective, the component shall be redesigned and/or replaced.
I David L. Dickey, iegianal !jr. , hereby acknowledge that I am the
financially responsible party for maintenance of the detention pond at
Winding River Plantation, Phase 2. I will be responsible for the
performance of the maintenance as outlined above, as part of the
Stormwater Management Permit received for this project.
Signature. Date:

`ATORMWATER lm@mETFL
MAR 19 1997
POND MAINTENANCE REQUIREMENTS 660$RCV 1 /CP
Project Name: Carolina National at Winding River P%1 1 s .113
Project No. ':�60$C((nl/0'7
Permittee: bluegreen Corporation Phone No. [phone]
Address: _3973-A Market Street, Wilmington North Carolina 28403
I. Monthly, or after every runoff producing rainfall event, whichever comes first:
A. Inspect trash racks; remove accumulated debris, repair/replace if not functioning
properly.
B. Inspect and clear orifices of any obstructions.
C. Inspect the pond side slopes; remove trash, and repair eroded areas before the next
rainfall event.
II. Quarterly:
A. Inspect catch basins, piping, grassed swales, and ditches for proper functioning.
Accumulated debris shall be cleared from basin grates, basin bottoms, and piping shall
be checked for obstructions and cleared as required.
B. Pond inlet pipes shall be checked for undercutting. Rip rap or other energy dissipation
structures shall be replaced, and broken pipes shall be repaired.
111. Semi-annually:
A. Accumulated sediment from the bottom of the outlet structures shall be removed.
B. Grassed swales shall be reseeded twice a year as necessary.
IV. Annually:
Stormwater detention pond depths shall be checked at various points. Sediment shall be
removed to the depth below normal pool (orifice elevation) specified below if the depth
below normal pool is reduced to the values specified below.
Sediment Removal Required
Pond I.D. if Pond Depth is Lacs than
1 4.0 ft.
2 3.0 ft.
3 3.0 ft.
4 5.0 ft.
5 5.0 ft.
Sediment Shall be Removed
o a Minimum Depth of
5.0 ft.
4.0 ft.
4.0 ft.
6.0 ft.
6.0 ft.

Pond Maintenance Requirements
Page 2
V. General:
A. Mowing of the side slopes shall be accomplished according to the season. Maximum
grass height shall be 6".
B. Cattails are encouraged along the pond perimeter, however, they shall be removed when
they cover more than 1 /2 the surface area of the pond. The best time to cut them is at
the end of the growing season, in November. Environmentally sensitive chemicals for
use in killing cattails can also be used. Contact the Agricultural Extension Service.
C. The orifices is (are) designed to draw down the pond in 2 to 5 days. If draw -down is not
accomplished in that time, the orifice shall be replaced with a larger or smaller orifice,
as required. Slow draw down may be attributed to a clogged system. The source of the
clogging shall be found and eliminated.
D. All components of the detention pond systems shall be kept in good working order.
Repair or replacement components shall meet the original design specifications as per
the approved stormwater plan. If previously approved components are determined to be
ineffective, the component shall be redesigned and/or replaced.
I, .>PAII OI 4 /C hereby acknowledge that I am the
financially responsible party for maintenance of the detention ponds at
Carolina National at Winding River. I will be responsible for the
performance of the maintenance as outlined above, as part of the
Stormwater Management Permit received for this project.
Signature: Date: �/6

Q2/25/98 10: aS FAX [phone] DAVID EDIVARDS
Feb-75-98 09:03A Houston and Associates PA 910 754 2121
Ql0o2
P.02
CURB OUTLET SYSTENI NIAINTENANCE REQUIREMENTS
Project Name: Winding River Plantation - Phase IT
Responsible Party: bluegreen Corporation
(Plea,, pruv dearly o l pel
Address: 3973-A Market Street, Wilmington, NC 28403 PhoneNo.[phone]
1. Mowing will be accomplished as needed according to the season. Grass height will not
exceed 6" at any time.
2. Swales will be inspected monthly or after every runoff producing rainfall event for sediment
build-up, erosion, and trash accumulation.
3. Accumulated sediment and trash will be removed as necessary. Swales will be reseeded or
sodded following sediment removal.
4. Eroded areas of the swales will be repaired and reseeded. Swales will be revegetated as
needed based on the monthly inspections.
5. Catch basins, curb cuts, velocity reduction devices, and piping will be inspected monthly
or after every runoff producing rainfall event. Trash and debris will be cleared away froln
grates, curb cuts, velocity reduction devices, and piping.
6. Swales may not be altered, piped, or filled in without approval of NCDWQ..
I acknowledge and agree by my signature below that I am responsible for the performance of the
above maintenance procedures.
Printed name I>av d Edwards Title Project Manager
Signature �Date: Z- Z r— 9b�
STORMWATER
nE C E I V E
Iona{ FEB 2 61998 D
0 �1
S:\WQS\STORMWAT\FORMS\O&M-C&G.FOR PROJ N w I10
Revised 3117197

State Stormwater Management Systems
Permit No. SW8 961109
Carolina National @Winding River
Stormwater F:cmit No. SW8 961109
Brunswick County
Designer's Certification
I' �4y ig wous , as a duly registered Professional Engineer in the State ofNorth
Carolina, having been authorized to observe (periodically/weekly/full time) the construction of the project,
CA9y"tJA P VJaIJAL.-Q t'JyJp tnlS KtytV- (Project)
for JIU449Pl¢� C%ttnlA 4o4M1D . in1 C . (Project Owner) hereby state that, to the best of my abilities, due care
and diligence was used in the observation of the project construction such that the construction was observed to be
built within substantial compliance and intent of the approved plans and specifications.
Noted deviations from approved plans and specifications:
SEA. ATrAC#WD (,CT?W DAM> .77No✓� &) OWI> Af7 HZI> I(01AMALL_. 5r"-vvIv0+TW
pl",%l DAmb 4 nlo✓zoo` rC4 EX'SnnJ6 6oNDrn6rJS Wlf " IAIDiCA7- MVIAM JS A5
A4Mv�, ,V ey Ar-prtJJ?- .
Signature
Registration 991& moo, tr E may'%
/ zoo(,`
Date /JDV ZpD- EAL 9�:
9816
///� � US

I'my: 10:1.00 %V ;AULA!j>! Aow;%

PE Certification Requirements:
'M
State Stormwater Management Systems
Permit No. SW8 961109
The drainage area to the system contains approximately the permitted acreage.
The drainage area to the system contains no more than the permitted amount of built -upon area.
All the built -upon area associated with the project is graded such that the runoff drains to the system.
The outletibypass structure elevations are per the approved plan.
The outlet structure is located per the approved plans.
Trash rack is provided on the outletibypass structure.
All slopes are grassed with permanent vegetation.
Vegetated slopes are no steeper than 3:1. OQXX rb tl=-b
The inlets are located per the approved plans and do not cause short-circuiting of the system.
The permitted amounts of surface area and/or volume have been provided.
Required drawdown devices are correctly sized per the approved plans.
All required design depths are provided.
All required parts of the system are provided, such as a vegetated shelf, and a forebay.
The overall dimensions of the system, as shown on the approved plans, are provided.
cc: NCDENR-DWQ
Delaney Aycock, Brunswick County Building Inspections

BLunaaick C:ourity--Register of Deeds
Roberl: I. Robinson
Inst 11165983 Book 1.78013age 739
07/08/2003 04:00:26pin Reck °jar} rj (.p
TC#
MIAL.
RECtt _sue CI4 AM7
CKt
BY
("ASH
AMENDMENT TO THE DECLARATION OF COVENANTS, CONDITIONS, AND
RESTRICTIONS FOR WINDING RIVER PLANTATION
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
THIS AMENDMENT is made this r] day ofM�- 2003, by Bluegreen Carolina
Lands, LLC, a Delaware limited liability company qualifiedto dd business in North Carolina, f/k/a
Bluegreen Carolina Land, Inc. (hereinafter referred to as "Declarant");
WITNESSETH
WHEREAS, Declarant filed that certain Declaration of Covenants, Conditions, and Restrictions
for Winding River Plantation on April 25, 1997, in Book 1143, Page 197, et .req., in the Office of the
Register of Deeds of Brunswick County, North Carolina (such document as amended and supplemented is
herein referred to as the "Declaration");
WHEREAS, pursuant to the terms of Section 15.2 (a) of the Declaration, the Declarant may
unilaterally amend the Declaration so long as the Class "B" member exists;
WHEREAS, the class "B" membership still exists; and
WHEREAS, the Declarant deems it appropriate to amend the Declaration as set forth below.
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration,
Declarant hereby amends the Declaration of Covenants, Conditions, and Restrictions for Winding River
Plantation by deleting Exhibit C to the Declaration as the same is referenced at Page 10, Paragraph 10.13
and substituting in it's stead Exhibit C as Attached hereto.

i
last: N 165983 Book 1.78OPage: 740
The definitions provided in Article 1 of the Declaration are incorporated herein by reference.
IN WITNESS WHEREOF, Bluegreen Carolina Lands, LLC, as the Declarant, hereby execute this
Amendment by and through its authorized representative on the date and year first above written.
STATE OF NORTH CAROLINA
COUNTY C.-
DECLARANT:
BLUEGREEN
limited liability
M
Attorney-in-
LLC, a Delaware
Notary Public of the County and State aforesaid, certify
that J. David Edwards, attorney -in -fact for Bluegreen Carolina Lands, LLC, person\ally appeared before
me this day, and being by me duly sworn, says that he executed the foregoing and annexed instrument for
and on behalf of Bluegreen Carolina Lands, LLC, and that his authority to execute and acknowledge said
instrument is contained in an instrument duly executed, acknowledged, and recorded in the Office of the
Register of Deeds of Brunswick County, North Carolina on the 9°i day of November, 1999, in Book 1331,
Page 552, and that this instrument was executed under and by virtue of the authority given by said
instrument granting him power of attorney; that the said J. David Edwards acknowledged the due
execution of the foregoing and annexed instrument for the purposes therein expressed for and on behalf of
the said Bluegreen Carolina Lands, LLC.
Witness my hand and official seal, this �j_ day of 12003
I�[y° 6ris fioVpires: k as aoo
8'p000cooJo
c OoCO
aw 6�, aoc y
tea'
o�
d/
f?is rt a
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s) of
Notary Public
BRENDA K WOOD
Notary(ies) Public is (are) Certified to be Correct. gth
This Instrument was filed for Registration on this
in the Book and page shown on the First Page hereof.
Day of July 2003
p+�. �JJJI�Jjj�JVJI
R013Mr J. RO INSON, Register of Deeds

y
Inst 11 1.65983 Book 178OPage: 741
FAMBIT C
TRACT TOTAL TRACT NUMBER BUA per TOTAL TRACT
I.D. AREA (ac.) OF LOTS LOT (so BUA (ac.)
A
6.37
22
5000
2.53
B
26.38
52
8000
9.55
C
21.17
56
5000
6.43
D
19.57
39
8000
7.16
E
18.70
35"
8000
6.43
F
24.97
61
5000
7.00
G
6.93
14
5000
1.61
1
6.83
13
6500
1.94
.1
13.39
29
8000
5.33
K
8.32
23
5000
2.64
L
10.20
18
8000
3.31
M
5.31
19
5000
2.18
N
13.01
25
6500
3.73
O
5.22
11
5000
1.26
P1
22.36
64
5000
7.35
P2
6.12
15
5000
1.72
P3
63.87
126
6500
18.80
P4
15.31
37
6500
5.52
P5
4.03
9
6500
1.34
P6
10.67
46
5000
5.28
S 1
19.26
38
8000
6.98
S2
15.18
45
6500
6.71
T1
24.14
53
8000
9.73
T2
28.66
56
8000
10.28
T3
13.17
21
8000
3.86
U1
22.79
63
5000
7.23

i
Tnst k .1.65983 Book 1780Page: 742
TRACT
TOTAL TRACT
NUM13L'•R
BUA per
TOTAL TRACT
I.D.
AREA (ac.)
Or LOTS
LOT (sf)
BUA (ac.)
U2
10.51
31
5000
3.56
V
4.47
9
6500
1.34
TOTAL
150.80
DEVELOPMENT DATA TABLE
FOR MULTI-FAMIL AREAS
TRACT
I.D
Q (Sandy Creek Village)
R (Clear Water Place)
TOTAL TRACT
AREA (ac.)
4.55
8.91
TOTAL TRACT
1.22
5.10
TOTAL 6.32
DEVELOPMENT DATA TABLE FOR
COMMERCIAL AREAS & ROADWAYS
TRACT TOTAL TRACT TOTAL TRACT
I.D AREA (ac.) BUA (ac.)
1-1 3.01 1.48
2
TOTAL 1.48

[� .mac• Pl.," rcwna m:
al(I 1 43 FG 0 197
mm��
roFat. RE UlCU"O. MARL Y & LUOU% LLP
Stdti spo
99 Nwit Paces Fen? Road. N.W.
Atlanta, Geac¢a 30305
._�q_7
Q7 SFr 25 Fif t: 59
�N
DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS
FOR
WINDING RIVER PLANTATION
F:IWr5lMATAVtM�9tU[LkUW0Lyt../ M

OF CONTENTS
TAI1I,E
Article 1. DEFINITIONS ...................... - ......................
1
1.1.
'Adjacent Properties' .......................... ........
I
1.2.
_ _ .
'ARB'.......................................
1
1.3.
"Area of Common Responsibility' ...............................
1
1.4.
"Articles of Incorporation' or 'Articles' ..............................
2
115.
"Association' .......... ......... ....................
2
1.6.
-Board of Di rectors'.or'Board'
. . ...............................
2
1.7.
'Builder' ....:........................................
2
I.B.
"By -Laws' ........................... ..................
2
1.9.
'Class 'B' Control Period' .......................................
2
1.10.
"Common Area' ............................................
2
1.11.
"Common Expenses' .........................................
2
1.12.
'Community -Wide Standard' ................... ............. ....
2
1.13.
"Cost Sharing Agreement' ......................................
2
1.14.
"Declarant' ...................................... ........
2
1.15.
'Design Guidelines' ........... ..................... .......
3
1.16.
'Exclusive Common Area' ........................................
3
1.17.
"General Assessment' .........................................
3
1.18.
'Governing Doammetrts........................................
3
1.19.
'Majority' ................................................
3
1.20.
'Master Plan' ..............................................
3
1.21.
'Member' ................................................
3
1.22.
'Mortgage" ................................................
3
1.23.
'Mortgagee' ..............................................
3
1 24.
"Neighborhood' .............................................
3
125.
'Neighborhood Assessments' .....................................
3
1.26.
'Neighborhood Association' ............... ....................
4
1.27.
"Neighborhood Expenses' ......................................
4
1.28.
'Owner' ..................................................
4
1.29.
"Person' ....... ....................... ..............
4
1.30.
"Private Amenity . ...........................................
4
1.31.
"Properties' . • ..........................................
4
1.32.
"Public Records' ............................................
4
1.33.
-Special Assessmem. .......................... r................
4
1.34.
-Specific Assessment' .........................................
4
1.35.
"Supplemental Declaration' ......................................
4
1.36.
'Unit' ...................................................
4
1.37.
"Voting Delegate' ............................................
5
1.38.
'Voting Group' ............................................. 5
Article 2.
PROPERTY RIGHTS .........................................
5
2.1.
Common Area .........
5
.................................. .
6
2.2.
Exclusive Common Area . ......................................
2.3.
No Partition ...............................................
6
7
2.4.
Condemnation. ... .................. .....................
F1v?31%DATAUUMD UrMREFCCIIVI. unM

Article 3. MEMBERSHIP AND VOTING RIGHTS ............................ 7
3.1. Membership ............................................
3.2. Voting ....... ........ .................................
..... 7
3.3. Neighborhoods, Voting Delegates and Voting Groups ..................... g
Article 4. RIGHTS AND OBLIGATIONS OF THE ASSOCIATION ................ 11
4.1. Function of Association. ..... ............................... 11
4.2. Personal Property and Real Property for Common Use ................... 11
4.3. Enforcement.:• ...................... I....................... 11
4.4. Implied Rights; Board Authority .................................. 12
4.5. Governmental Interests ............................................ 13
4.6. Indemnification ............................................. 13
4.7. Dedication of Common Area . ................ ................. 13
4.8. Security .................................................. 13
4.9. Street Lighting Agreement ..................................... 14
4.10. Golf Course ............................................ 14
Article 5.. MAINTENANCE ........................................... 14
5.1. Association's Responsibility ..................................... 14
5.2. Owner's Responsibility ........................................ 16
5.3. Neighborhood's Responsibility ................................... 16
5.4. Standard of Perfonnanr_....................................... 16
5.5. Parry Wags and Sinuh Structures . ............................... 17
5.6. Cost Sharing Agreements ...................................... 17
Article 6. INSURANCE AND CASUALTY LOSSES .......................... 18
6.1. Association Insurance .......................................... 18
6.2. Owners' Insurance ............................................ 21
Article 7. ANNEXATION AND WITHDRAWAL OF PROPERTY ................. 21
7.1:
Annexation Without Approval of Membership .........................
21
7.2.
Ann--xation With Approval of Membership ...........................
22
7.3.
Withdrawal of Property . .......................................
22
.7.4.
Additional Covenants and Easements...... ....................:
22
7-5.
_Amendment . ..............................................
22
Article8.
ASSESSMENTS ...........................................
22
8.1.
Creation of Assessments . ................................... . .
22
8.2.
Declatant's Obligation for Assessments. ..............................
23
9.3.
Computation of General Assessment. ............................
23
9.4.
Computation of Neighborhood Assessments . .........................
24
8.5.
Reserve Budget and Capital Contribution . ...........................
25
8.6.
Special Assessments ...... .................... ............
25
F.1RTS 11DATA%YM LUEG vl-u M
ii

8.7. Specific Assessments . .......................................... 26
B.S. Remedies for Non-Paymcnr of Assessments . .........................
8.9. Date of Commencement of Assessments ............................. 27
8.10. Failure to Assess. ...................................... 27
8.11. Exempt Property ............................................. 27
8.12. Capitalization of Association. ................................... 28
Article 9. ARCHITECTURAL STANDARDS ................................ 28
9.1. General......................................................... 28
9.2. Architectural Review : . ............ ....................... 28
9.3. Guidelines and Procedures . .................................... 29
9.4. No Waiver of Future Approvals ............. a .................... 30
9.5. Variance . ................................................. 30
9.6. Limitation of Liability ................... ..................... 30
9.7. Enforcement. ...................................... nr
Article 10. USE RESTRICTIONS ......................................... 31
10.1.
Genial .................................................
31
10.2.
Rules and Regulations ........................................
31
10.3.
Residential Use ............................................
32
10.4:
Signs ................................................ .32
105.
Vehicles .................................................
32
10.6.
Leasing .................................................
33 .
10.7.
Occupants Bound ...........................................
33
10.8.
Animals and Pets ...........................................
33
10.9.
Nuisance ...............................................
33
10.10.
Exterior Structures ..........................................
34
10.11.
Streams .................................................
34
10.12.
Prohibited Conditions ..........................................
34
10.13.
Drainage and Grading .........................................
35
10.14.
Sight Distance at Intersections ...................................
35
10.15.
Mailboxes ................................................
35
10.16.
Storage of Materials, Garbage, Dumping, Etc .........................
35
10.17.
Subdivision of Unit ............................. . ............
36
10.18.
Guns ....................................................
36
10.19.
Combustible Liquid ..........................................
36
10.20.
Completion of Construction; Occupancy of Unfinished Units ...............
. 36
1021.
Temporary Structures ........................................
36
10.22.
Lakes, Ponds and Streams .....................................
36
10.23.
Irrigation Systuns and Wells .....................................
37
10.24.
Wetlands ................................................
37
10.25.
Golf Course Areas ........................... .............
37
10.26.
Mining ........................................ _ .......
37
Article11.
EASEMENTS .............................................. 38
11.1.
Easements of Fmcroachment....................................
38
EAWrMDATAUE1A5LUEGHEE axYI. t/m

11.2. Easements for Utilities, Etc ...................................... 38
11.3. Easement for Slope Control, Drainage and Waterway Maintcttance. ........... 39
11.4. Easements to Serve Addidonal Property.... , .. _ . .. 11.5. Easementlor Entry .......................................... 39
39
39
11.6. Easements for Maintenance and Enforcement ......
• 39
11.7. Easements for Lake and Pond Maintenance and Flood Water ................ 40
11.8. Lateral Support .............................................. 40
11.9. Easements for Private Amenities .................................. 41
11.10. Liability for Use. of Easements .. 42
11.11. Easement for Special Eyents..................................... 42
11.12'.' Rights to Stormwater Runoff, Effluent and Water Reclamation ........... 42
Article 12. MORTGAGEE PROVISIONS ........... ... ..... .. . ............... 43
12.1. Notices of Action. .......................................... 43
12.2. No Priority . .............................................. 43
12.3. Notice to Association ........................................ 43
12.4. Failure of Mortgagee to Respond . ................................ 43
12.5. Construction of Article 12........................................ 43
Article 13. DECLARANTS RIGHTS ...................................... 44
Article 14. PRIVATE A&lENITIFS...................................... 44
14.1. General :........................................... ..... 44
14.2. Conveyance of Private Amenities ................................. 45
14.3. Yiew Impairment. .......................................... 45
14.4. Rights of Access and Parking ..................................... 45
14.5. Cost Sharing Agreements . ..................................... 45
14.6. Architectural Control ......................................... 45
14.7. Use Restrictions ........................... I. ................. 46
14.8. Limitations on menrtmrnts ................ :................... 46
14.9. Jurisdiction and Cooperation. ................................... 46
Article 15.. GENERAL PROVISIONS ..................................... 46
15.1. Duration. ................................................. 46
15.2. Amendment.. ......, .............................. ........ 46
15.3. Severabiility.......................................... . ... 47
15.4. Dispute Resolution ........................................... 47
15.5. Litigation ........................................... 48
15.6. Non -Merger .............................................. 48
15.7. Grants ............................ 48
15.8.. Cumulative Effect; Conflict. .................................... 48
15.9. Use of the Words 'Winding River Plantation. ......................... 48
15.10. Compliance . ........................... .............. _ 49
15.11. Right of Fast Refusal....... ................................... 49
15.12. Euhtbits ................................................... 50
r1V/rs1%DATAULE"LUEGRMCC3.v3 . AaM
iv

TABi.F. OF FXFii7tIT9
EaUdl :Subject Matter .
'A' Land Initially Subnuaed
Land Subject to Annexation
C. impervious Structure Requirements
'D' By -Laws of Winding River Plantation
Community Association, Inc.
F:1WfS1�DATAt0.(DILLUO�RE'_�CQVI - V9l97 v
Page First
1
2
35
2

DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS
WINDING RIVER PLANTATION
THIS DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS is made as
of the date on the signature page hereof by Bluegreen Carolina Land, Inc., formerly known as Patten
Carolina Larid, Inc., a Delaware corporation qualified to do business in the State of North Carolina (the
'Declarant").
Declarant Is the owner of the real property described in Exhibit 'A," which Is attached and
incorporated by reference. This Declaration imposes upon the Properties (zs defined In Article 1 below)
mutually beneficial restrictions under a general plats of improvement for the benefit of the owners of
each portion of the Properties and establishes a flexible and reasonable procedure for the overall
development, administration, maintenance and preservation of the.Properties... In.furthesance of such plan,
this Declaration provides for the creation of Winding River Plantation Community Association, Inc. to
own, operate and maintain Common Areas and to administer and enforce -the provisions of this Declaration,
the By -Laws, and the Design Guideline (as these terms are defined below).
Declarant hereby declares that all of the property descnbed in Exhibit 'A' and any additional
property subjected to.this.Declaration by Supplemental Declaration (as defitied in Article l below) shall
be held, sold, used and conveyed subject to the following ersemerus, restrictions, covenants, and
conditions, which shall tun with the title to the real property subjected to this Declaration. This
Declaration shall be binding upon all parties having any right, tide, or interest in a" portion of the
Properties, their heirs, succors, successors -in -tide, and assitnts, and shall inure to the benefit of each
owner of any portion of the Properties.
Article 1.
The terms in this Declaration and the exlubits to this Declaration shall generally be given their
nannaL commonly accepted definitions accept as otherwise specified. Capitalized terns shall be defin,-d
as sir forth below.
I.I. 'Adjacent R=cnits': Any residential; nonresidential, or recreational areas, including
without limitation single family residential developments, assisted living, acuities, retail, office,
commercial, or institutional areas and Private Amenities, which are located adjacent to, in the vicinity of,
or within the Properties: which are owned and operated, in whole or in part, by Persons other than the
Association: which are not subject to this Declaration; and which are neither Units nor Common Arica as
defined in this Declaration.
1.2. 'ARR': The Architectural Review hoard, as described in Section 9.2.
1.3. 'Area of Common Resnonsibi1i[v': The Common Arca. together with such other areas.
if any. for which the Association hzs or assumes responsibility pursuant to the teens of this Declaration,
any Supplemental Declaration or other applicable covenant, contract, or agreement. :
FAWMMDATAUUM�LUMREEVZO V7. WM

1.4. 'Articles of inrnrr,...,,:,...• or •Articles•: T
Plantation Community Association, he Articles of Incorporation of W
Inc•, as filed with the Sec of State of the State of North River
Y rift Camlina.
1.5. "&M jaliM•: Winding )over Plantation Community Association, Inc. a No
nonprofit corporation. its successors or assigns t$ Carolina
1.6. 'Board of Di .r• or •Board•: The body responsible for a
Association, selected as provided in the By -Laws and generally serving the same role as eheoboard of
directors under North Carolina corporate law.
1.7. 'Bui]der•: Any Person who purchases one or more Units -for the put pose of constructing
improvements. for Inter sale to consumers or purchases one or more parcels of land within the for further subdivision, developineot, and/or resale in the ordinary course Properties
Person occupying or leasing a Unit for residential purposes shall cease to be considered a Builder with of such Perlin'business. Any
respect to such Unit immediately upon occupation of the Unit for residential Purposes, notwithstanding that
such Person originally purchased the Unit for the purpose of constructing improvements for later sale to
consumers.
1.8. 'B = aw4': 'ihe By -Laws of GV'mding. River Plantation Community Association, Inc.,
attached as Exhibit 'D'. as they may be amended.
1.9. 'Class 'R• ('.on[ml EC1W: The period of time during which the Class -B' Member is
entitled to appoint a,Majority of the members of the Board of Directors as provided in Section 3.2.
1.10. 'Common -Areas: All real and personal property. including easements, which the
Association owns, leases or holds possessory or use rights in for the common use and enjoyment of the
Owners. The term also shall include the Exclusive Common Area, as defined below.
1.11. 'Crmmon E=nsm": The actual and estimated expenses incurred, or anticipated to be
inctlrred,-by the Association for the g--neral hemfit of ail Owners, including anyreasonable reserve, as th
Board may find necessary and appropriate pursuant to this Declaration, the By -Laws, and the Articles of
Incorporation.
1.12. 'Communitv-Wide Standard": The standard of conduct, maintenance, or other activity
gay Pig dmmghota the Propenics. Such standard may be more specifically determined by the
Board of Directors and the ArchhccmW Review Board.
1.13. ': Any agreement. contract or covenant between the Association
and an owner or operator of property adjacent to, in the vicinity of. or within the Properties, including any
Private Amenity, for the allocation of expenses that benefit both the Association and the owner or operator
of such property,
1 14. 'Declarant•: Bluegrecn Carolina Land, Inc., a Delaware corporation qualified to do
bushhas in the State of North Carolina, or any successor, successor -in -tide, or assign who takes title to auy
Portion of the property described on Exhibits •A• or •B• for the purpose of development and/or sale and
who is designated as the Declarant In a recorded Instrument executed by the immediately preceding
Declarant: provided however, there shall be only one Person entitled to exercise the rights and powers of
the 'Declarant' hereunder at any one time.
r�wnnnnrAUCEncautcortrncMvh . uvm 2

1.15. "Design Guid-lin-c-- The design and construction guidelines and application
Procedures. applicable to the Properties promulgated and administered pursuant to Ankle 9, review
1.16. "Exclusive Common Arta': A portion of the Common Area intended for the exclusive
use or primary benefit of one or more, but less than all. Neighborhoods or Units, as more particularly,
described In Article 2.
1.17. "General Assessment": Assessments levied on all Units sub'cet to ass
Article 8 to fund Common c=em under
Expenses for the general berufu of all Units, as more particularly described in
Sections B.1 and 8.3.
1.18. "Governing Documents': The Declaration, By -Laws, Articles of Incorporation, all
Supplemental Declatations, the Design Guidelines and rules of the Association, or any of the above, as
each may be amended from time to time.
1.19. "M6Qd[y Those votes, Owners. Members, or other.group, as the context may indicate,
totaling more than 50% of the total eligible number.
1.20. "Master Plan': The land use plan or development plan for -Winding River Plantation,.
dated October 4, 1996 Prepared by DcV-=r Laugham of Roswell, Georgia, as such plan may be amend-d
from time to time, which includes the property described on Fidau "A" and all or a portion of the
property described on Exhibit "B" that Declarant may from time to time anticipate subjecting to this
Declaration. Inclusion of Property on the Master Plan shall no4 under any circumstances, obligate
Declarant to subject such property to this Declaration, nor shall the exclusion of property described on
Exhibit -B• from the Master Plan bar its later annexation in accordance with Article 7.
1.21. "Member": A Person entidcd and subject to membership in the Association pursuant to
Section 3.2.
1-22• -Mortzace": A mortgage, a deed of trust, a dctd to secure debt, or any other form of
security instilment affecting title to any Unit
1.23. "Mortgagct": A b-.aefhciary or holder of a Moneage.
1 24. .'Neighborhood% A separately developed area within the Properties, whether or not
governed by a Neighborhood Association (as defined below). in which the Owners of Units may have
common interests other than those common to all Members of the Association. For example, and by way
Of illustration and not limitation, each single-family attached or detached housing development may
cottstintte a separate Neighborhood. or a Neighborhood may be comprised of more than one housing type
with other features in common.
Where the context permits or requires, the term Neighborhood shall also refer to the Neighborhood
Committee, if any. (established in ttxotdance with the By-laws) or Neighborhood Association if any. (as
defined below) having concurrent Jurisdiction over the property within the Neighborhood. Neighborhood
boundaries may be established and modified as provided in Section 3.3. -
1.25. 'hWphborhood Accesanents': Assessments levied against the Units in a particular
Neighborhood or Neighborhoods to fund Neighborhood Expenses, as descrbed in Sections 8.1 and 8.4.
r-nwr31%DATAW,UnBLUFONtX%CMvh.�M

1.26. Any condominium association or other own-cs
having concurrent jurisdiction with the Association. over any Neigbborbood.assoclation
1.27.-Ne1Zbh0 hood Expentec-: Tire actual and estimated expenses Incurred or anthchpa[ed to.
be incurred by the Association for the benefit of Owners of Units within a particular Neighborhood or
Neighborhoods, which may include it reasonable reserve for capital repairs and rnpiacements. as the Board
tray specifically authorise from time to time and as may be authorized herein or in Supplemenfat
Declarations applicable to such Neighborhood(s). .
1.28. 'Owner'-' One or more Persons who hold the rernrd title to any UniE, but excluding in
all cases any Party holding an Interest merely as security for the performance of as obllgatlon. If a Unit
is sold under a recorded land sales contract, and the contract specifically so provides. thepuSG1 (other
than the fee own r) will be considered the Owner. If a Unit is owned by more than one Person, all such
Persons shall be jointly and -severally obligated to perform the responsibilities of such Owner.
129. .-pCUM A natural person, a corporation,a.parmcrship: a limited liability company, a
fiduciary acting on behalf of another person or any other legal entity.
130. -Private Amenity Certain teat property and any, improvements and facilities; won
located adjacent to, In the vicinity of, or within the Properties, designated by the Declarant and which are
owned and operated. In whole or in part, by Persons other than the Association for recreational or other
Purposes on a club membership. daily fee, use fc, public, or private basis or otherwise, and may include,
without limitation, any golf course(s). marina, or beach dub so located and all related and supporting
facilities and improvements.
131.-ptpperties% The real property described on Exhibit -A,' together with such additional
Property as is subjected to this Declaration in accordance with Article 7.
132. 'ahlic Records': The Office of the Register of Des of Brunswick County. North
Carolina.
1.33. `Spcgial Asteecmenr-: Assessments levied in accordance with Section 8.6.
1.34.-Soecific Assessment-: Assessments levied in accordance with Section 8.7.
135. '5=2k=ntal Declaration': An Instrument filed in the public Records which subjcar
additional Propetry to this Declaration, designates .Ne'igtiborhoods, andlor-imposes, expressly or by
reference, additional restrictions and obligations on the-tand described in such instiumemr The term shall
also refer to an instrument filed by the Declarant pursuant to Section 3.3(c) which d signates Voting
Groups.
1.36. -VAW:. A portion of the Properties, whether Improved or unimproved, which may be
Independently owned and conveyed and which is Intended for development. use,. and occupancy as an
attached or detached residence for a single family. the term shall refer to the Land, if any. which is part
- ... of the Unit as well Ls any Improvements thereon. The term shall include within its meaning. by way of
illustration but not limitation, townhouse units, cluster homes, patio or zero lot line homes. and
single-family detached houses on separately platted lots, as well as vacant land intended for development
as such, but shall not Include Common Arcs, common property owned by any Neighborhood Association,

'in 1 1 r:.i 1'b U e U I
or property dedicated to the public. In the case of i building within a condominium or other
containing multiple dwellings, each dwelling shall be darned to be a sepe.rate Unite
In the case of a pared of vacant land.or land on which improvements are tinder construction. the
Pared shall be domed to be a single Unit until such time as a subdivision plat or condominium plat is filed
of record on all or a portion of the patexL 'Ih=after. the portion encompassed by such plat shall contain
the number of Units determined as set forth in the preceding paragraph and
by such plat shall continue to be treated in accordance with this paragraph. �Y portion
not encompassed
1.37.' Qd D 1 at The representative selected by the Class 'A' Members
Neighborhood to be responsible for
on matters requiring a vote of the membership �8 'A' votes attributable to Units in the Nei hborhood
and in the By -Laws). The term "Voting (except as otherwise specifically Provided In this Dcelaration
in the absence of a Voting Delegate and any DWDu authorized Personally to cast the vote for his or her
1.38. 'Voting C;roun•: One or more Voting Delegates who vote on a common slam for election
of this De to the Board f Directors of the Association, as more particularly described in Section 3.3(c)
re this Declaration or, if the Conte Of
so indicates, the group of Class 'A' Members whose Units are
represented thereby.
ra—MIJUDMIN t ;Yl►.
2.1. Common Arra, Every Owner shall have a right and nonexclusive race,.._..
and enjoyment in and to the Common Area, which is of use, acres,
appurtenant to the. title to each Unit, subject to:
(a) This Declaration and any other applicable covenants;
(b) Any restrictions or limitations contained in any deed conveying such property to the
Association
(c) The right of the Board to adopt, amend and repeal rules regulating the use and enjoyment
of the Common Area, including rules limiting the atmtber of guests who may use the Common Arra,
(d) The right of the Board to suspend the right of an Owner to use recreational facilities within
the Common Area pursuant to Section 43;
right of the Association, acting through the Board, to dedicate or transfer all or any part of the Common Area, subject to such approval requirements as may be set forth in this Declaration;
M The right of the Board to impose reasonable requirements and charge reasonable admission
or other use fees for the use of any facility situated upon the Common Area; '
(9) The right of the Board and the Declarant'to permit use of any facilities situated on the
Common A= by persons other than Owners, their families, Lessees and guests upon payment of
reasonable use fee". if any. established by the Board;
""'%0ArAumA8r urcnrecuvr . arum

6f� 11431 F-30208
(h) The right of the Association, acting through the Board, to mortgage, Pledge. or hypo`
any or all of its real or personal property as security for money borrowed or debts incurred,•
(1) The rights of certain Owners to the exclusive use of those portions of the Common Ana
designated 'Exclusive Common Areas." as more particularly darn -bed In Section 2.2; and
1(7 The right of the Declarant to conduct activities within the tournaments. Ares, uch as
tournaments. charitable. events. and promotional events andto restrict Owners from using the Cognmon
Are during such activities. provided such activities shall be conducted in a manner to minmtize (to the
extent reasonably possible) any substantial interference with the Owners' use and
Common Area and shall not exceed seven consecutive days. �1oYment of the
Any Ownei may end his or her right of use and enjoyment to the members of his or her family.
lessee, and social invitees, as applicable, subject to reasonable regulation by the Board. An Owner who
leases his or her Unit shall be deemed to have assigned all such rights to the lessee of such UniL
2.2. Exclusive .o rnnn A=. Certain portions of the Common Area may be designated as
Exclusive Common Area and reserved for the exclusive use or primary benefit of Owners and occupants
specified Units or Neighbom)ods By way of illustration and not limitation, Exclusive Common Arens
may include gated entry and other entry features, recreational facilities, roads, landscaped medians and
euMe-sacs, ponds. lakes and otter portions of the Common Area within a particular Neighborhood or
Neighborhoods. All costs associated with maintenance, repair. replacement, and insurance of an Exclusive
Common Area shall -be assessed against the Owners of Units to which the Exclusive Common Areas are
assigned either zs a Neighborhood Assessment or as a Specific Assessment, as applicable.
Initially, any. Exclusive Common Are shall be designated as such, and the exclusive use thereof
shall be assign d in the deed by which the Common Area is conveyed to the Association or on the
subdivision plat relating to such Common Area, provided however, any such assignment shall not preclude
the Declarant from later assigning use of the same Exclusive Common Area to additional Units and/or
Neighborhoods. so long as the Declarant owns any property which is subject to. this Declaration or which
may be vnitar-may subjected to this Declaration. For example, as additional property is developed, gated
entry features and roads initially assigned as Exclusive Common Area for a specified Neighborhood may
be reassigned as Exclusive Common Area serving several Neighborhoods. Thereafter, a portion of the
Common Area may be assigned as Exclusive Common Area .of.patticular Units or a particular
Neighborhood or Neighborhoods and Exclusive Common Area may be. reassigned upon approval of the
Board and the vote of Voting Delegates representing a Majority of the coral Class 'A' votes in the
Association, including. If -applicable, a Majority of the.Chrss W votes.wk6 the Neighborhoods) to
which the Exclusive Common Area is assigned, if previously assigned, and within the Neigbbodhood(s)
to which the Exclusive Common Area is to be assigned or reassigned.
-The Association may. upon approval of a Majority of the Class W votes within the
Neighborhoods) to which any Exclusive Common Area Is assigned, permit Owners of Units In other
Neighborhoods to use all or a portion of such Exclusive Common Area upon payment of reasonable user
fees, which fees shall be used to offset the Neighborhood Expenses or Specific Assessments attributable
to such Exclusive Common Area.
2.3. No Partition_ Except as permitted in this Declaration, there shall be no judicial partition
Of d1e Common Area. No Pelson shall seek any judicial partition unless the portion of the Common Area
which Is the subject of such partition action has been removed from the provisions of this Declaration-
Fwr1RD4T4% D16U/EG►ME%CMv1.4nm

This Article shall not prohibit the Board from acquiring and disposing of tangible personal property nor
from acquiring and disposing of real property which may or may not be subject to this Declaration. .
2.4. CI1d:MnaI m. If any part of the Common Area shall be taken (or conveyed in lieu of and
i under threat of condemnation by the Board acting On the written direction of Voting Delegates �I1g
at least 67 % of the total Class 'A' votes in the Association and the written consent of the Delegates
long as the Declarant owns any proso
property which Is subject to this Declaration or which may be Unilaterally
subjected to this Declaration by the Declarant) by any authority having the power of condemnation or.
eminent domain. each Owner shall be entitled to written notice of such taking or conveyance prior to
disbursement of any condemnation award of proceeds from such conveyance. Such award or proceeds
shall be payable to the Association to be disbursed as follows:
If the takng or conveyance involves a portion of the Common Area on which improvements have
been constructed, the Association shall restore or replace such Improvements on the remaining land
included in the Common Area to the extent available, unless within 60 days after such taking the Declarant.
so long as the Declarant owns any property which is subject to this .Declaration or which may be
unilaterally subjected to. this Declaration by the Declarant, and Voting Delegates representing at least 67 %
of the total Class 'A' vote of the Association shall otherwise agree. Any such construction shall be in
accordance with plats approved by the Board. The provisions of Section 6.1(c) regarding funds for the
repair of damage or destruction shall apply.
If the taking or conveyance does not involve any improvements on the Common Area. or if a
decision is made not to repair or restore, or If net funds remain after any such restoration or replacement
is eomplete,.th-n such award or n-t funds shall be disbursed to the Association and used for such purposes
as the Board shall dct-mtaine.
3.1. Mernb-rshio. Every Owner of a Unit shall be a Member of the Association. In addition,
owners of Adjacem Properties may be Members of the Association as set forth in Section 3.2(c). If a
m-mbership is held by more than one Person, all Persons shall share the privileges of such membership.
subject to reasonable Board regulation and the restrictions on voting set forth in Section 3.2(e) and in the
BY -Laws. The membership rights of any Member which is -not a natural person may be exercised by any
officer, director, patener or trustee, or by any individual designated from time to time by die Member in
a written Insuument delivered to the secretary of the Association.
3.2. Voting. The Association shall have three classes of membership, Class 'A', Class 'B'
and Class 'C' as set forth below.
(a) Class • A'. Class 'A' Members shall be all Owners except the Class 'B' Member, If any.
Class 'A' Members shall have one equal vote for each Unit in which they hold the interest required for
membership under Section 3.1; provided however, there shall be only one vote per Unit and no vote shall
be exercised for any property- v filch Is exempt from assessment under Section 8.11. All Class 'A' votes
shall be cast as provided in Section 3.2(e) below.
(b) Gass 'B'. The sole Class 'B' Member shall be the Declarant. The rights of the Class -B-
Member, including the right to approve, or withhold approval of, actions proposed under this Declaration,
F W"IMATAUIEDIEUJUGREECMVJ. u M 7

the By-laws and the Articles, are specified in the relevant sections of this Declaration, the By -Laws and
the Articles. The Class 'B'. Member may appoint a Majority of the members of the Board of Directors
during the Class 'B' Control Period which shall continue until the first to occur of the following:
(a when 90% of the total number of Units permitted by the Mastrs Plan for
the property described on Exhibits 'A' and 'B' have certificates of occupancy issued thereon and have
been conveyed to Persons other than Builders;
(fi) December 31, 2016; or
('Q when, in its discretion, the Class 'B' Member so determines and
voluntarily relinquishes such right.
After termination of the Class 'B' Control Period, the Class 'B' Member shall have a right to
disapprove actions of the Board and committees as provided in the By -Laws. The Class •B• membership
shall terminate upon the earlier of:
n two years after expiration of the Class 'B'. Control Period; or
(u) when, in its discretion, the Declarant so detetmina and declares in a
recorded instrument
Upontermination of the Class 'B' membership, the Declarant shall be a Class 'A' Member
entitled to Class 'A' votes for each Unit which it owns.
(c) IC ass 'C. Class `C Members shall be those owners or operators of any portion of the
Adjacent Properties, including but not limited to any Private Amenities, that have entered into an agreement
with the Association for the Association to provide sewerage treatment services to such owners or operates
portion of the Adjacent Properties.. Such agreement shall set forth the number of votes that any such owner
or operator is entitled to cast on any matters rcquuing a vote of the Class'C' Members; provided however,
that each Class 'C' Member shall be ended to at least one vote. Class 'C' Members shall not have the
right to vote on any matters except rs specifically set forth in the Governing Documents.
(d) Additional Cusses of Membership. The Declarant may, by Supplemental Declaration,
create additional classes of membership for the owners of Units within any additional property made subject .
to this Declaration pursuant to Article 7, with such rights, privileges and obligations as may be specified
In such Supplemental Declaration, In recognition of the different eharacter,and attended use of the property
subject to such Supplemental Declaration.
(c) Exercise of Voting Rights by Class 'A' Members. Except as otherwise specified in this
Declaration or the By-laws, the vote for each Unit owned by a Class 'A' Member shall be exercised by
the Voting Delegate representing the Neighborhood of which the Unit is a part. as provided in
Section 33(b). The Voting Delegate shall cast all such votes In the number provided in Section 33(b).
No vote shall be exercised on behalf of any Unit if any assessment for such Unit is delinquent.
In any simadoa where a Cuss 'A' Member is entitled personally to exercise the vote for his or
her Unit and there is more than one Owner of such Unit, the vote for such Unit shall be exercised as the
co -Owners determine among themselves and advise the secretary of the Association in writing prior to the
FAW" I%DATAMaEDUftJJ GRFF VI - a W" 8

vote being taken. Absent such advice, the Unit's vote shall be suspended if more than one Person seeks
to exercise it.
(a) N1 jehbofioods. Every Unit shall be located within a Neighborhood, provided however,
unless and until additional Neighborhoods are established, the Properties shall consist of one
Neighborhood. The Declarant, in its sole discretion, may establish Neighborhoods within the Properties
by designation on Exhibit 'A' to this Declaration, a Supplemental Declaration, or It plat. So long as it
owns any property which is subject to this Declaration or which may be unilaterally subjected to this
Declaration by the Declarant, -the Declarant may unilaterally amend this Declaration oranySupplemental
Declaration fiotn'time to time to assign property to a specific Neighborhood, to redesignate Neighborhood
boundaries, or to remove property from a specific Neighborhood.
The Owners) of a Majority of the total number of Units within any Neighborhood may at any time
petition the Board of Directors to divide the property comprising the Neighborhood into two or more
Neighborhoods. Such petition shall be in writing and shall include a survey of the entire parcel which
Indicates the proposed boundaries of the new Neighborhoods or otherwise identifies the Units to be
included within the proposed Neighborhoods. Such petition shall be deemed granted 30 days following
the filing of all required documents with the Board unless the Board of Directors denies such application
in writing within such 30 day period. The Board may deny an application only upon determination that
there is no reasonable basis for distinguishing between the areas proposed to be divided into separate
Neighborhoods. All applications and copies of any d-niale shall be filed with the books and records of tb:
Association and shall be maintained as long as this Declaration is in effect -
The Units within a particular Neighborhood may be subject to additional covenams and/or the Unit
Owners may all be members of a Neighborhood Association in addition to the Association. However, a
Neighborhood Association shall not be required except in the ease of a condominium or otherwise u
requited by law. Any Neighborhood which does not have a Neighborhood Association may. bin shall not
be obligated to, elect a Neighborhood Committee, as described in the By-laws; to represent the interests
of Owners of Units in such Neighborhood.
Any Neighborhood mayrequest that the Association provide a higher level of service or special
services for the benefit of Units in such Neighborhood and, upon the affirmative vote, written consent, or
a combination thereof, of Owners of a Majority of the Units within the Neighborhood, the Association
may, in its sole discretion, provide the requested services. The cost of such services, which may inelode
a reasonable adminisuadve charge In such amount as.the Board deems appropriate (provided any such
administrative charge shall apply at a uniform rant per Unit -to all.Neigbbbrhoods.receiv'ung the same
service), shall be assessed against the Units within such Neighborhood as a Neighborhood Assessment
pursuant to Article 8 hereof.
(b) Vtitinp jltyates.: The Owns within each Neighborhood shall elect a Voting Delegate
who shall be responsible for casting all votes attributable to Units owned by Class W Members in the
Neighborhood or. all Association matters requiring a membership vote, except as otherwise specified in
this Declaration or the By -Laws. In addition, each Neighborhood shall elect an alternate Voting Delegate
who shall be responsible for casting such votes In the absence of the Voting Delegate. No Person shall be
eligible to serve as Voting Delegate or an alternate Voting Delegate if any assessment for sucttPerson's
Unit is delinquent- The Voting Delegate and alternate Voting Delegate from each Neighborhood shall be
elected on an annual basis, either by written ballot cast by mail or at a meeting of the Class 'A' Members
"WrMDATAVfFD�aLUEGREF�CL V] - a M

within such Neighborhood, as the Board determines; provided however, upon written petition sigma by
C1as; 'A' Members holding at least 10% of the votes attributable to Units within any Neighborhood, the
election for such Neighborhood shall be held at a meeting. The prc=nce, in person or by proxy, of
Class 'A' Members representing at least 30% of the total Class 'A' votes attributable to Units in the
Neighborhood shall constitute a quorum at any Neighborhood meeting.
The Board shall call for the fiat election of Voting Delegates after 400 Units have been conveyed
to Persons other than Builders', provided however, the first elation of a Voting Delegate for any
Neighborhood shall not be required until at least 75 % of the Units planned for such Neighborhood have
been conveyed to Persons other than Builders. Subsequent elections within each Neighborhood shall be
held annually. Each Clan 'A' Member who owns a Unit within the Neighborhood shall be entitled to cast
one equal vote per Unit .owned- .The tand'idate.who receives the greatest number of votes shall be elected
as Voting Delegate and the candidate receiving the next greatest number of votes shall be elected as the
alternate Voting Delegate. -The Voting Delegate and the alternate Voting Delegate shall serve a tam of
one year and until their successors are elected.
Any Voting Delegate or alternate Voting Delegate may be removed, with or without cause, upon
the vote or written petition of Owners of a Majority of the total number of Units owned by Class 'A'
Members in the Neighborhood which the Voting Delegate or alternate Voting Delegate represems. Any
Voting Delegate or &hernate Voting Delegate shall be automatically removed and ineligible to cast the votes
attributable to Units in such Voting Delegate's Neighborhood if any assessment for such Voting Delegate's
Unit is delinquem. Upon removal of a Voting Delegate or an alternate, a successor shall be elected by the
Owners of Units within.the Neighborhood to fill the vacancy for the remainder of such delegate's i.rM
Until such time as the Board first calls for election of a Voting Delegate for any Neighborhood,
the Owner within such Neighborhood shall be entitled personally to cast the votes attributable to their
respective Unfits on any issue requiring a vote of the Voting Delegates tinder this Declaration, the By -Laws,
or the Articles.
Prior to taldng a vote on any issue requiring Class 'A' membership approval, the Association shall
distribute proxies to allC1ass.'A' Members represented by Voting Delegates allowing each.Class 'A'
Member to direct in writing how such Member's vote is to be cast with respect to such issue by the Voting
Delegate who represents hum or her. The Voting Delegates shall be required to cast all votes for which
specific proxies are returned in the manner directed in such proxies. All other votes may be cm as the
Voting Delegate deems appropriate in In sole discretion. The Board may adopt resolutions establishing, -
additional procedures for polling Members.
(c) Voting + mc...Tbe Declarant may designate Voting Grotrpiwniisting of one or more
Neighborhoods for the purpose of electing directors to the Board. The designation of Voting Groups, if
any, shall be to promote representation on the Board of Directors for various groups having drssmnlar
interests and to avoid a situation in which the Voting Delegates representing similar Neighborhoods are
able, due to the number of Units in such Neighborhoods. to elect the entire Board of Directors, excluding
representation of others. Following termination of the Class 'B'.Control Period, the number of Voting
Groups within the Properties shall not exceed the total number of directors to be elected by the Class 'A'
-Members pursuant to the By -Laws. The Voting Delegates representing the Neighborhoods within each
Voting Group shall vote on a separate &bare of candidates for election to the Board, with each Voting Group.
being entitled to elect the number of directors specified in the By -Laws.
r-ANTSI%DATAULEMAt.UELRMCMVJ . AMM 10

rAl IL4J1'bIJLIJ
The Declarant 11u11 establish Voting Groups, if at all, not later than the dale of c iration of the
Class 'B' Control Period by filing with die Assochdon.and in the Public Records a Supplemental
Declaration identifying each Voting Group by legal description or other means such that the Units within
each Voting Group can cattily be determined. Such designation may be unilaterally amended from time
to time by the Declarant for to long as the Declarant owns any property which Is subject to this Declaration
or which may be unilaterally subjected to the Declaration by the Declarant.
After expiration of the Declarant's right to amend any designation of Voting Groups as provided
above, the Board shall have the tight to file or.atncnd any Supplemental Declaration for the purpose of
desig—nating Voting Groups. Neither recordation nor amendment of such Supplemental Declaration shall
constitute an amendment to this Declaration• and no consent or approval of any Person shall be required
except as stated In this paragraph. Until such time as Voting Groups;are established, all of the Properties
shall constitute a single Voting Group. After a Supplemental Declaration establishing Voting Groups has
been filed, any and all portions of the Properties which are not assigned to a specific Voting Group shall
constitute a single Voting Group.
Y
4.1. Function of Association The Association shall be the entity responsible for management,
maintenance, op -oration and control of die Area of Common Responsibility and all improvements thuron.
The Association shall be the primary entity responsible for enforcement of this Declaration and such
reasonable Hiles. regulating.tue ofthe. Properties as the Board may. adopt pl,m=.to'Article 10. -The
Association shall also -be responsible- for administering and enforcing the architectural standards and
controls set forth in this' Declaration and in the Design Guidelines. The Association shall perfam its
functions in accordance with the Governing Documents and the laws. of the State of North Carolina.
'�J F.41! if UP�•11\ �Id i+ %Ppyl I I11111141 1 �•Y.1 al 1 • 1 r1.1
• l i• 1 11 :.• 1• •I I MMratM.•a • Y.1 • b• 11 I fl • Ir • Imm • ••Ir 11 1 •1
r � 1 : 1 • • r •JI •1 11 1 • 1 � • Y 1 • 1 111 I 1 .• • 1 1111• 1 .• Y.
•Y: ., 1111 II 1 ••r • r •.1 1 1 • • • •1. 1
: •1 I• 1 1• 111 • •1 1♦1 �.• • lY. 1.1• 1 ♦ •• 11 1 • 1 \I 1 •
. 1 1 I .Y I • 1 11 1 I � 1.1 Y. Yt I � 1 • 111 •♦11 • 11 1 • 1 I
I I 1 : Yr 1 • r I �•« I• 1 .u.l n, r I r ♦1 11 n. m l+a 1 I v1 r•• 1 a .•u 1
• ♦ • r• • 1♦ �11 •! 1 .Y ♦ 1 r•1 Y • 1 • 1 11 ♦ 1 ..I • • 11 r 11 \I 1111 1
II 1 1 • 1• 1 I �•Y1.1 r•1 I 1 .• • 1. 11 11 \•M•11 I.
1/. u I n nlu 1 .1 1 a 1 uu • n 1• 1 1 1 1 .• 1. 1 I 1
�1«111 for 1• consideration, 1the emen conveyed by Declararit 1erroror needed 1 Declarant
m;llw adjustments n property I,r
.1 1 11.JII .J❑ TheBoard, or I .1 ..u: l • committeeIf established. may impose sanctions
for • ••1 1thisDeclaration. 1 1Supplemental Declaration, or 1ruleor regulation.
after compliance1thenotice:1.1 hearing procodu ixtforth 1 wM1113.25 of II I
sanctions11 Include, I• 1 rr r: 1 1 1
(a) Imposing reasonable monetary finis which shall constitute a lien upon the Unit of the
violator (In the event that any occupant• guest or invitee of a Unit violates the Declaration, the By-laws,
the Supplemental Declaration, or any rule or regulation and a fine is imposed. the fine shall. firs[ be
"W►s IIOATAVtID%5t.UEGNlFCCR_%'7-4MM 11

assessed against the occupant; provided however, if the fine is not paid by the occupant within the dine
period set by the Board, the Owner shall pay the fine upon notice from the Board.);
(b) filing liens in the Public Records for nonpayment of any assessments or fees;
(c) filing notices of violations in the Public Records providing record notice of any violation
of the Governing Documents;
(d) suspending an Owner's right to vote;
(e) suspending any Person's right to use any recreational facili es within the common Area;
provided however, nothing terein shall authorize the Board to limit ingress; -or egress: to or from a Ua k
(f) suspending any services provided by the Association to an Owner or rho Owner's Unit If
the Owner is more than 30 days delinquent in paying any assessment or other charge owed to the
Association; and
(g) levying. Specific Assessments to cover. costs incurred in bringing a Unit into c:ompfu nim
in accordance with Section 8.7(b). '
In addition, the Board, or the covenants committer if established, may elect to effort~ any
provision of this Declaration, the By -Laws, any Supplemental Declaration, or the rules and. regulations of
the Association by. self-help (specifically including, but not limited to, the towing of vehicles that are in
violation of parkingrules and the removal of pea that are in -violation of pet rules) or by suit at law or in
equity to enjoin any•violation or to recover monetary damages of both without the necessity of compliance
with the procedures set forth in the By -Laws.
All remedies set forth in this Declaration and the By -Laws shall be cumulative of any remedes
available at law..or in equity. In any action to enforcethe provisions of this Declaration. the By -Laws, any
Supplemental Declaration, or any rule or regulation, if the Association prevails, it shall be entitled to
recover all coin. including, without limitation, atiorri=ys fees and court rasa, reasonably incurred in such
action.
The Association shall not be obligated to take action to enforce any covenantrestriction, or rule
which the Board in the exercise of its business judgment determines is. or Is. liloelyto be construed as,
inconsrsteat with applicable law, or In any case In which. the. Board reasonably.demmili rs diet the
Association's position Is not strong enough to justify.taking enforcement action, :Any such determination
shall not be construed a waiver of the right of. the Associationto. enforcee:svch ,provision under any
circumstances or estop the Association from enforcing any other covenant, restriction or rule.
Tine Association, by contract or other agreement, may enforce county ordinances. If applicable,
and permit local governments to enforce ordinances on the Properties for the be of the Association and
.Its Members.
4.4. Implied Rights- Board Au horny. The Association may exercise any right or privilege
given to It expressly by this Declaration or the By -Laws, or reasonably implied from or reasotmhiY
necessary to effectuate any such right or privilege. Except as otherwise specifically provided in this
Declaration, the By -Laws, the Articles, or by law, all rights and powers of the Association may be
exercised by the Board without a vote of the membership.
recurs 1%DATAWLEXaUrEGRrFC CXVJ .4nM 12

4.5. 13ovcrnmemal Interests. For so long as the Declarant owns any property which Is subject
to this Declaration or which may be unilaterally subjected to this Declaration by the Dalarant, the
Declarant may design= roes within the Properties for fire, police, and utility facilities, public school, and
parka, meets, and other public or quasi -public facilities. The sites may include Common Areas, In which
case the Association shall take whatever action is required with respect to such site to permit such use,
Including conveyance of the site. If so directed by Declarant. The sites may include other property not
owned by Declarant provided the owner consents.
4.6. Indemnification. The Association shall indemnify every officer, director, and ARE and
other committee mcmbcr against all damages and expenses, including attorneys fees, reasonably incurred .
in connection with any action, suit, or other proceeding (including settlement of any suit or proceeding,
If approved by the then Board of Directors) to which he or she may be a parry by reason of being or. having
been an offrccl. director, or APB or other committee member, except that such obligation to indemnify
shall be limited to those actions for which liability is limited under this Section, the Articles of
Incorporation and North Carolina law.
The officers; directors, and ARB and other eommittermembem shall not be liable for any mistake
of judgment, negligent or otherwise, except for their own individual willful -misfeasance. malfeasance,
misconduct, or bad faith. The officers, directors and ARB and other committee members shall have no
personal liability with respect to any,eontract or other commitment made or action taken in good.faith on
behalf of the Association (except to the extent that such officers, directors or ARB or other committee
members may also be Members of the Association). The Association shall indemnify and forever hold
each such officer; director and ARB and other committee member harmless from any and all liability to
others on account of any such contract, commum;rs or action. This right to indemnification shall not be
- exclusive of any other rights to which any present -or former officer, ditcaor; or ARB or other committee
member may be emitted. The Association shall, as a Common Expense, maintain adequate genial liability
and officers' and directors' liability insurance to fund this obligation, if such insurance is reasonably
available.
4.7. Dedication of Common Area. The Association may dedicate portions of the Common Area
to Brunswick County, North Carolina, or to any other local, state, or federal governmental or
quasi -governmental entity.
4.8. Security The Association may, but shall not be obligated to, maintnin or support
certain activities within the Properties designed to make the Properties safer than they otherwise
might be. Neither the Association, the original Declarant, nor any successor Declarant shall in any
way be considered insurers or guarantors of security within the Properties, nor shall any of them be
held liable for any loss or damage by reason of failure to provide adequate security or ineffectiveness
of security measures undertaken. No representation or warranty Is made that any security system
or other measure, Including- any mechanism or system for limiting access to the Properties, can not
be compromised or circumvented, nor that any such systems or security measures undertaken will
In all cases prevent loss or provide the detection or protection for which the system Is designed or
intended. Each Owner acknowledges, understands and covenants to inform its tenants and all
occupants oflts Unit that the Association, Its Board of Directors and committees, Declarant, and any
successor Declarant are not Insurers and that each Person using the Properties assumes all resits of
personal injury and loss or damage to property, including Units and the contents of Units, resulting
from ads of third parties.
MWr31tDATAtarDWMCGA11:10Ca.vh - 4nM 13

4.9. Street f.ightinp Agrremene_ Declu= reserves the right to subject the Properties to
contract with an electric utility company for the installation of underground electric cables andfor the
Installation of street lighting; either or both which may require are Initial payment and/or a continuing
monthly payment to an electric utility company by each Owner.
4.10. Golf Course. By acceptance of a deed to any Unit, each Owner acknowledges and agrees
that owning property adjacent to a golf course has benefits as well as detriments and that.the detriments
include: (a) the risk of damage to property or injury to persons and animals from golf balls which are hit
onto an Owner's Unit or other portion of the Properties; (b) the entry by golfers onto an Owner's Unit or
other portion of the Properties utilized by the Owner to retrieve golf balls; (c) overspray in connection with
the watering of the roughs,.farrways and greens on the golf course; (d) noise from golf course maintenance
and operation equipment (including, without limitation, compressors, blowers. mulches, tractors, utility.
vehicles and pumps, all of which may be operated at all times of the -day and night and/or continuously);
(e) odors arising from irrigation and fertilization of the turf sweated on the golf course; and (f) disturbance
and loss of privacy resulting from golf cart traffic and golfers. Additionally. each Owner acknowledges
that pesticides and chemicals may be applied to the golf course throughout.the.year.and that reclaimed
water, treated waste water or other sources of non -potable water may be used for irrigation of the golf
course.
Each Owner expressly. Rssumcs suchdetriments and risks and agrees that neither Bluegreen
Carolina Land, Inc.,.the.Declarant, or any successor Declarant; the Association or its. Members Cm their
capacity as such); the owner(s) ofany golf course or their successors. successors=tn-title, or assigns any
officer. director or partner -of any of the foregoing; nor any offir_r or director of any partner of any of the -
foregoing shall be liable to any. Owner or anyone claiming any.loss..or damage,:includmg..without
limitation; indirect, special or consequential loss or damage arising from personal injury, destruction of
property, trespass or any other alleged wrong or entitlement to remedy based upon. due. to, arising from
or otherwise related to the proximity of an Owner's Unit to any golf course, including, without limitation,
any claim arising in whole or in part from the negligence of Declarant, the owner of any golf course, or
their successors or assigns. Each Owner hereby agtt"s to indemnify and hold harmless Bluegrten Carolina
Land, Inc.. the Declarant, and any successor Declarant;. the Association and its: Members (n their rapacity
as such); the owners) of the Private Amenities and their successors. successors -in -tide, and assigns; any
officer, director or partner of any of the foregoing; and any officer or. director of any partner of the
foregoing against any and all such claims by Owner's invitees.
u 1►tlllal► : ► y
(a) The Association shall maintain and keep in good condition, order and repair the Ares of
Common Responsibility, which shall include, but need not be limited to:
(i) Common Area;
(ih) all landscaping and other flora, parks, lakes, ponds. strucneas, and
improvements, including any entry features, private streets, bike and pedestrian pathways/tr0h, situated
upon the Common Area;
rnwrsno&TAwx=wmmD cmvs .4nm 14

(iii) all furnishings. equipment and other personal propctty of the Association;
(iv) any landscaping and other flora,- buffers, parks, bike and pedestrian
pathways/trails, structures and improvements within public rights -of -way within or abutting the Properties
or upon such other public land adjacent to the Properties as deemed necessary In the discretion of the
Board;
(v) any sewerage treatment plant within or abutting the Properties which
provides services to the Members of the Association;
(viz such portions of any additional property .included within the Area of
Common Responsibility as may be dictated by this Dexlaradon, any Supplemental Declaration, any Cost .
Sharing Agreement, or any contract or agreement for maintenance thereof entered into by the Association;
(vii) all str ams and/or wetlands located within the Properties which serve as
part of the drainage and storm water retention system for the Properties, including any retaining walls,
bulkheads or dams (eazthenor otherwise) retaining water therein, and any -fountains lightin , pumps..
conduits, and similar equipment Installed therein or.used in connectiontherewith;. and
(viii) . . any property and facilities owned by the Declarant and made available, on
a temporary or permanent basis, for the primary use and enjoyment of the Association and its Members,
such property and facilities to be identified by wruten notice from the Declarant to the Association and to
remain a part of the lArea of Common Responsibility and be maintained by the Association until such time
as Declarant revokes such.privilege of use and enjoyment by written notice to the Association.
The Association may, as a Common Expense, maintain other property and inprovcmenre which
it does not own, including, without limitation, property dedicated to the public, or provide maintenance
or services rclati to such property over and above the level bang provided by the property owner, if the
Board of Directors determines that such maintenance is accessary -or desirable to maintain the
-Community Wide Standard. For example; the Association may maintain any fens; wall, entry feature or
sign serving to enhance or designate the entry to vrmding River Plantation regardless that such
improvements are not located within the Common Area or the Properties.
(b) The Association may be relieved of all or arty portion of its maintenance responsibilities
herein to the extent that (a) such maintenance are responsibility is _otherwise assumedby or assigned to an
Owner, a Neighborhood Association or the owner of a Private Amenity or (b) such property is dedicated
to any other local, state ortederal governmental or -quasi -governmental entity; provided however, that in
connection with such assumption, assignment or dedication, the Association may reserve or assume the
right or obligation to o6minue to perform all or any portion of its maintenance responsibilities. if the Board
determines that such maintenance is necessary or desirable to maintain the Community Wide -Standard.
(c) The Association shall maintain the facilities and equipment within the Area of Common
Responsibility in continuous operation, except for any periods necessary. as determined in the sole
discretion of the Board, to perform required maintenance or repairs, unless Members holding 67% of the
Class 'A' votes in thei Assochdon and the Class"Bo Member, If any. agree in writing to irpue ttrell
operation. Prior to ducomitwadon of any sewerage treatement services, the Association shall also obtain
the consent of Members holding 67 % of the Class `C' votes in the Association.
Except as provided above, the Area of Common Responsibility shall not be reduced by amendment
of this Declaration or any other means except with the wrinen consent -of the Declarant, so long as the
"WMI 3KrAUtF "UfEOAEE%OCV.Yr-419N7 . iS
ti

Declarant owns any property which is subject to this Declaration or which may be unilaterally subjemcd
to this Declaration by the Declarant.
(d) Except as otherwise specifically provided herein, all costs associated with mainrn
repair and replacement of the Ain of Common Responsibility shall be a Common Expense to be allocated
among all Units as pan of the General Assessment, without prejudice to the right of the Association to �cek
reimbursement from the owncr(s) of, or other Persons responsible for, certain portions of the Aura of
Common Responsibility pursuant to this Dddamdon, any Cost Sharing Agreements, any recorded
covenants, or any agreements with the owncr(s) thereof. All costs associated with maintenance. tq)* and
replacement of Exclusive Common Areas shall be a Neighborhood Expense assessed as a N-lghbodhood
.Assessment solely against the Units within the Neighborhood(s) to which the Exclusive Common Areas.
are assigned, or a Specific Assessment against the particular Units to which the Exclusive Common Areas
are assigned, n%pidistanding that the Association may be responsible for performing such maintenance
hereunder.
5.2. Owncr's Responsibility. Each owner shall maintain his or.her Unit, and all structures.
parking areas, and other improvements comprising. the Unit in a `manner consistent with the
Community -Wide Standard and all applicable covenants, unless such maintenance responsibility is
otherwise assumed by or assigned to the Association or a Neighborhood Association. With respect to any
Unit upon which a dwelling has not yet been constructed, such maintenance responsibility shall het ud-.
but is not limited to, the removal of all litter and trash and lawn mooring on a regular basis. In addition
to any other enforcement rights, if an Owner farts properly to perform his or her maintenance
responsibility. the. Association may perform such maintenance responsibilities and assess all costs incurred < by the Association against the Unit and the Owner in accordance with Section8.7. The Association shall
afford7the Owner reasonable notice and an opportunity to cure the problem prior to entry,, except when
entry is required due to an a =gency situation.
53. Neighborhood's Rcmonsibiiity. Upon resolution of the Board of Directors, the Owners
of Units within each Neighborhood shall be responsible for paying, through Neighborhood Ass-«<*= ,
the -costs of operating, maintaining and insuring certain portions of the Area of Common Responsibility
within or adjacent to such Neighborhood. This may include, without limitation, the Boss of mainmining
anysignage, entry features. right-of-way and greenspace between the Neighborhood and adjacent public
roads, private strecs within the Neighborhood, and lakes or ponds within the Neighborhood, regardless
of ownership and regardless of the fact that such ma;ntenanrr may be performed by the Association;
provided however, all Neighborhoods which are similarly situated shall be treated the same.
Any Neighborhood Association having responsibility for maintenance within a particular
Neighborhood pursuant to additional covenants applicable to such Neighborhood shall perform such
maintenance responsibility in a manner consistent with the Community -Wide Standard. If it fails to do so.
the Association may perform such responsibilities and assess the toss as.a Specific Assessm--rik against all
Units within such Neighborhood as provided In Section 8.7.
5.4. Standard of Performance. Unless otherwise specifically provided herein or in other
instrument creating and assigning such maintenance reslonibility..respomibility for maintenance Shall
Include responsibility for repair and replacement: as necessary. All maintenance shall be perfoumted In a
manner consistent with the Community -Wide Standard and all applicable covenants. The Association.
and/or an Owner and/or a Neighborhood.Association shall not be liable for any damage or i*iry occurring
on, or arising out of the condition of, property which it does not own except to the extent that it bits been
negligent in the performance of Is maintenance responsibilities.
F.%WM1%DATAMU1A5LVEGCF£L(.AV3-4 M 16

-
5.5. PNy walls and Similar Structures. 43He02
(a) Cieneral Rules of saw to Apply. Each•wall, fence, driveway or similar structum built as
a part of the original construction on the Units which serves and/or separates any two adjoining Units shall
continue a parry structure. To the agent not inconsistent with the provisions of this Section, the general
rules of law regarding patty walls and tiabMty for property damage due to negligence or w'tllfiti acts or
omissions shall apply thereto.
(b) . Sharing of RZM!r and Maintenance. The cost of reasonable repair and maintenance of a
party structure shall be shared equally by the Owners who make use of the patty structure.
(c) Damage and Destruction. If a parry structure is destroyed or damaged by fire or other
casualty; then to the extent that such damage is not covered by insurance and repaired out of the p
of insurance, any Owner who has used the structure may restore iL If other Owners thereafter use the
structure, they shaU contribute to the restoration cost in equal proportions. However, such contribution
will not prejudice the right to call for a larger contribution from the other users under any nde.of law
regarding liability for negligent or wMfttl acts or omissions.
(d) Right to Contbumon Runs with Land. The right of any Owner to contribution from any
other Owner under this Section shall be appurtenant to the land and shall pass to such Owncr's
successors -in -title.
5.6. Cost Sharing Agreemmu. The Association may enter into Cost Sharing Agre:mints with
the owners or op-.sators of portions of the Adjacent Properties -
(a) to obligate the ow trs or operators of such Adjacent Properties to share in certain costs
associated with the maintenance, repair, replacement and insuring of portions of the Area of Common
Responsibility, if any, which are used by or benefit jointly the owners or operators of such Adjacent
Properties and the owners within the Properties;
(b) to permit the use of any recreational and other facilities located on such Adjacent Properties
by the Owners -of all Units or by the Owners of Units within spccified Neiehborhoods; and/or
.(c) to obligate the Association to share in certain costs usociated with the maintenance, repair,
replacement and insuring of portions of such Adjacent Properties, if any. which are used, by orb=eft
jomtly the owners of such Adjacent Properties and the owners within the Properties...
The owners of such Adjacent Properties shaTnot.be.Members of the.Association and shall not be
entitled to vote on any Association matter unless any such owner qualifies as a Class''C' Member of the
Association as set forth In Section 3.2(c) of this Declaration.
The owners of such Adjacent Properties shall be subject to assessment by the Association only in
accordance with the provisions of such Cost Sharing Agreemem(s). If the Association is obligated to share
costs incurred by the owners of such Adjacent Properties, the Cost Sharing Agreement shall Pro
vide
whether such payments by the Association shall constitute Common Expenses or District Expenses Of the
Association. The owners of the Adjacent Properties shall npt be subject to the restrictions contained in this
Declaration except as otherwise specifically provided herein.
FAWrsiwnrAramMwr PJZC a.vr-4nM 17

hYlt: .191 oxorMIM FJ WN FIN"
(a) Required Coverages. The Association, acting through its Board or its duly authorized
agent, shall obtain and continue in effect the following types of irsu m=. if reasonably available, or if not
reasonably available, the most nearly equivalent coverages as are reasonably available.
(i) Blanket property Insurance covering "risks of direct physical loss' on a 'special
form' basis (or comparable coverage by whatever name denominated) for all insurable improvements:on
the Common Area, if any, and on other portions of the Area of Common Respopsibility to the eiuent that
it has assumed responsibility for maintenance, repair and/or mplacernent In the event of a casualty. If such
coverage Is not generally available at reasonable cost, then "broad form' coverage may be substituted.
The Association shall have the authority to and . interest in .insuring . any property for which it has
maintenance or repair responsibility, regardless of ownership. All properly -insurance policies obtained
by the Association shall have policy limits sufficient to cover the. -full .replacement cost of the insured
improvements;
Cu) Commercial general liability insurance on the Area of Common Responsibility,
insuring the Association and the Owners for damage or injury caused by the negligence of the Association
or any of the Owners, employees, agents, or contractors while swing on its behalf. If generally available
at reasonable cost; the commercial general liability coverage (including primary and any umbrella
coverage) shall have a.limit of at least $1,000,000.00 per occurrence with respect to bodily injury. personal
injury, and property damage, provided should additional coverage and higher limits be available at
reasonable cost which a reasonably prudent person would obtain, the Association shall obtain such
additional coverages or Iimits;
Cowl Woticers compensation insurance and employers liability insurance, if and to the
extent required by law;
Crv) Directors and officers liability coverage:
(v) Fudeli y insurance covering all Persons responsible for handling Association funds
in an amount determined in the Board's best business judgment but not less than an amount equal to
one-ebah of the annual General Assasai= on all Units plus reserves on hand. Fidelity insurance policies
shall contain a waiver of all defenses based upon the exclusion ofTmons serving without compensation;
and
(vi) Such additional insurance as the Board, in its best business judgment, determines
advisable, which may Include, without limitation, flood insurance, boiler and machinery insurance. and
building ordinance coverage.
In the event tbat any portion of the Common Area is or shall become located in an erect identified
by the Federal Emergency Management -Agency CFEMA") as an arcs having special flood hazard:. a
'blanket" policy of flood insurance on the Common Area must be maintained in the amount of 10096 of
current "replacement cost" of all effected improvements and other insurance property or the maximum limit
of coverage available, whichever is less.
FAWriMATAWXD%BLUFDNEOCMVr - AMM 18

in addition, the Association may obtain and maintain property insurance on the insurable
improvements within any Neighborhood in such amounts and with such coverages as the Owners in such
Nelghboihood may agree upon pursuant to Section 3.3(a). Any such policies shall provide for a c atificate
of insurance to be furnished to the Neighborhood Association or Neighborhood Committee, as applicable.
and to the Owner of each Unit insured.
Premiums for all Inawmce on the Area of Common Responsibility shall be Common Expenses and
shall be included in the General Assessment, except that (a premiums for property insurance obtained on
behalf of a Neighborhood shall be charged to the Owners of Units within the benefitted Neighborhood as
a Neighborhood Assessment; and (u) premiums for ina,rance on.Exclusive Common Areas may be
Included in the Neighborhood Asses+^nt of the Neighborhood(s) benefitted unless the Board of Directors
reasonably determines that other treatment of the premiums is more appropriate. The Association shall
have no insurance responsibility for any portion of tho.Private Amenities.
(b) Policy ReQWrements. The Association shall arrange for an annual review of the sufficiency
of insurance coverage by one or more qualified Persons, at least one of whom must be familiar with
insurable replacement costs in Brunswick County, North Carolina.
All Association poliiacs shall provide for a c-rdficate of: insurance to.be famished to each Owner
Insured and to the Association.
The policies may contain a reasonable deducuble and the amount thereof shall not be subtracted
from the face amount of the policy in determining whether the policy.. limits. satisfy the requi ements of.
Section 6.1(a). In the event of an insured loss, the deductible shall be treated as a Common Ezp= or
a Neighborhood Expense in the same manner as the premiums for the applicable insurance coverage.
However, if the Board.reasonably determines. after notice and an opportunity to be heard in accordance
with the By -Laws, that the loss is the result of the negligence or wnMM misconduct of one or more Owners.
their guests, invitees, or lessees, thco the Board may specifically assess the full amount of such deductible
against such Owners) and their Units put== to Section 9.7.
Ail insurance coverage obtained by the Board shall:
(7 be written with a company authorized to do business in the State of North
Carolina which satisfies the requirements of the Federal National Mortgage Association, or such other
secondary mortgage market agencies or federal agencies as the Board deems appropriate;
(u) - be written in the name of the- Association as trustee for the beaefntted
patties. Policies on the Common Arras shall be for the benefit of the Association and the Owners. Policies
secured on behalf of a Neighborhood shall be for the benefit: of the Owners of Units within the
Neighborhood and their Mortgages, as their interests may appear
(1it? not be brought taco contribution with insurance purchztcd by Owners,
occupants, or their Mortgagees individually;
(iv) contain an inflation guard endorsement' and
(v) include an agreed amount endorsement, if the policy contains a
co-insurance clause.
FWr31�WtTAVtFD�8U1EG0.rf1CQY7.4nM 19
1

In addition, the Board shall use reasonable efforts to secure insurance policies which list the
Owners as additional insureds and provide:
(i) a waiver of subrogadon as to any claims aeamst the Association's Board
officers, employees, and its manager, the Owners and their tenants, servants, agents, and guests;
(u) a waiver of the insurer's rights to repair and reconstruct instead of paying
cash; .
CQ an-endorsemant precluding cancellation, invalidation, suspension, or
non -renewal by the insurer on account of any one or more individual Owners, or on accouter of any curable
defect or violad-T without prior wrinen demand to the Association to cure the defect or violation and
allowance of a reasonable time to cure;
C,v) an endorsement excluding Owners' individual policies from consideration
under any "other insurance" clause;
(v) an endorsement requiring at least 30 days' prior written notice to the
Association of any cancellation, substantial modification, -or non -renewal; .
(v1) a cross liability provision; and
(vul a provision vesting in the Board exclusive authority to adjust losses;
provided however, no Mortgagee having an interest in such losses may be prohibited from participating
in the settlement negotiations, if any, related to the loss.
(c) Damage and D.-nmaion. Immediately after damage or destruction to all or any part of
the Properties covered by insu amaze written in the name of the Association, the Board or its duly authorized
agent shalt file and adjust all insurance claims and obtain reliable and detailed estimates of the cost of repair
or reconstruction. Repair or reconstruction, as used in this paragraph, means repairing or restoring the
property to substantially the condition in which it existed prior to the damage, allowing for changes or
improvements necessitated by changes in applicable building codes.
Any damage to or destruction of the Common Area shall be repaired or reconstructed unless the
Voting Delegates representing at least 67% of the local Class W votes in the Association. and the
Class "B' Member. if any. decide wit in 60 days after the loss not to repair or reconstruct. If such damage
or destruction affects any sewerage treatment plant maintained by the Assoehdnon, then the. Association
shall also obtain the approval of Class 'C' Members holding at least 67 %.of the total Class 'C" votes in
the Association of any decision not to repair or reconstruct.
If either the insurance proceeds or reliable and detailed estimates of the cost of repair or
reconstruction, or both, are not available to the Association within such 60day period, then the period shall
be extended until such funds or information are available. However, such extension shall not exceed 60
additional days. No Mortgagee shall have the right to participate in the determination of whether the
damage or destruction to the Common Area shall be repaired or reconstructed.
If determined In the may,•,-r described above that the damage or destruction to the Common Area
shall not be repaired or reconstructed and no alternative improvements are authorized. the affected property
shall be cleared of all debris and rains and thereafter shall be maintained by the Association ffi a neat and
attractive, landscaped condition consistent with the Community VAde Standard.
FAWr3MATAULMX8LUEGKEeZ -vh.a M 20

Any Insurance proceeds remaining after paying the costs of repair or reconstruction, or after such
settlement as is necessary and appropriate, shall be retained by and for the benefit of the Association or
the Neighborhood, as appropriate, and placed in a capital improvements account. This is a covenan i for
the benefit of Mortgagees and may be enforced by the Mortgagee of any affected Unit.
If insurance proceeds an fnsufficiew to cover the costs of repair or reconstruction, the Board of
Directors may, without a vote of the Voting Delegates, levy Special Assessments to cover the shortfall
against those Owners responsible for the premiums for the applicable insurance coverage trader
Section 6.1(a).
6.2. - Owners' Insurance. By virtue of tang title to a Unit. each Owner covenants and agrees
with all other Owners and with the Association to carry property insurance for the full replacement con
oft'all Insurable improvemens on his or her Unit, less a reasonable -deductible, unless either-Ae
Neighborhood Association (if any) for the Neighborhood in which the Unit is located or the Association
carries such insurance (which they may, but are not obligated to do hereunder). If the Association amtmes
responsibility for obtaining any insurance coverage on behalf of Owners, the premiums for such insurance
shall be levied zs a Specific Assessment against the benefitted Unit and:the Owner -thereof pursuant to
Section 8.7.
Each Owner further covenants and agrees that in the event of damage to or dstruction of structures
on or comprising his Unit, the-Owner'shall proceedpromptly. to repair or to reconstruct in a manner
consistent with the original construction or such other plans and specifications as are approved in
accordance with Article 9. Alternatively,.:the Owner.: shall dear -the .Unit of..all:debris _and ruins and
mahitaIn the Uni[-in a neat and attractive, landscaped.condition consistent with.the Community -Wide
Standard. -Tbe Owner shall pay.any costs which are not covered by insurance proceeds..
The requirements of this Section shall apply to any Neighborhood Association that owns common
property within the Neighborhood in the same manner as if the Neighborhood Association were an Owner
and the common property were a Unit. Additional recorded covenants applicable to any Neighborhood
may establish more stringent requiremer s for insurance and more stringent.srandards for.reburilding.or
reconstructing structures on the Units within such Neighborhood and for clearing and maintaining the Units
in the event the structures are not rebuilt or reconstructed.
F4919MAN Y EIRFA91limp 0t ; 1 : • tit • ' Y
7.1. Armention Withettt Approval of Membership. :Until 20years after the recording of this
Declaration in the Public Records. Declarant may from time to time unilaterally subject to the provisions
of this Declaration all or any portion of the real property described in Exhibit'B." The Declarant may
transfer or assign this right to annex property, provided that the transferee or assignee is the developer of
at least a portion of the real property described in Exhibits 'A' or 'B' and that such transfer is
memorialized in a written, recorded instrument executed by Declarant.
Such Annexation shall be accompinshedbyfilmg a Supplemental Declaration in the Public Records
describing the property being annexed. Such Supplemental Declaration shall not require the consent of
Voting Delegates, but shall require the consent of the owner of such property. if other than Dechlant- Any
such annexation shall be effective upon the filing for record of such Supplemental Declaration unless
otherwise provided therein..
FA*("1%DATAWFD1aL;EGAFZoCLV7-4f W 21

. Nothing In this Declaration shall be eonstruod to require the Declara= or any successor to annex
or develop any of the property set forth in Exhibit '13' in any tainner whatsoever•
72. Annexation With Approval of Membership. The Association may annex any real property
to the provisions of this Declaration with the consent of the owner of such propeity, the affirmative vote
of Voting Delegates representing it Majority of the Class 'A' votes of the Association represented at a
meeting truly called for such purpose, and the written consent of the Declarant to long as Declarant owns
any property which is subject to this Declaration or which may be utuhterally subjected to this Declaration
by the Declarant.
Such iuBnc=tion shall be accomplished by. filing a Supplemental Declaration describing the property
being annexed in the Public Records. Any such Supplemental Decluation dmU be signed by the President
and the Secretary of the Association, and by the owner of di�--annexed property, and by the Declarant, if
the Declaram's consent is required. Any such annexation shall be effective upon filing unless otherwise
provided therein.
7.3. Withdrawal of Prop_=. The Declarant reserves the right to attend this Declaration so
long as it hzs a right to annex additional property pursuant to Section 7.1. for the putpcue of removing any
portion of the Properties from the coverage of this Declaration, provided such withdrawal is not contrary
to the overall, -uniform scheme of development for the Properties. Such amendment shall not require the
consent of any Person other than the Owner of the property to be withdrawn, if not the Declarant... if the
property is Common Area, the Association shall consent to such wWidmwaL
7.4. Addidomal Covenants and Easements. The Declarant tray unilaterally subject any. portion
of the Prop -emits to additional covenants and casements, including covenants obligating the Association to
maintain and insure such property on behalf of the Owners and obligating such Owners to pay the cons
incurred by the Association through Neighborhood Assessments. Such additional covenants and mcmen,
shall be set forth in a Supplemental Declaration filed either concurrently with or after the annexation of
the subject property. and shall require the written consent of the owner(s) of such property. if other than
the Declarant. Any such Supplemental Declaration may supplement, gate exceptions to, or otherwise
modify the terms of this Declaration as it applies to the subject property in order to reflect the different
character and intended use of such property.
7.5. Amendment. This Article shall not be amended without the prior written consent of
Declarant so long as the Declarant owns any property which is subject to this Declaration or which may
be unilaterally subjected to this Declaration by the Declarant.
8.1. Creation of Assessments. There are hereby created assessments; for Association expenses
as the Board may specifically authorize from time to time. there shall be four types of assessments:
(a) General Assessments to find Common Expenses for the general benefit of all Units; (b) Neighborhood
Assessments for Neighborhood Expenses bene£ming only Units within a partladu Neighborhood or
Neighborhoods; (c) Special Assessments as described in Section 8.6; and (d) Specific Assessments es
descnbed in Section 8.7. Each Owner, by accepting a deed or entering into a contact of We for any
portion of the Properties, is deemed to covenant and agree to pay these assessments.
FAW S I%DATAUUI>,ZL1FL9F]:CMYI-AnM 22
1. I

All assessments and feu, together with interest, late charges, costs of collection, and reasonable
attorneys fees, shall be a charge and continuing li-n upon each Unit against which the assessment is made
until paid, as more particularly provided In Section B.S. Each such assessment together with Interest, late
charges. costs, and reasonable attorneys feu, also shall be the personal obligation of the Person who was
the Owner of such Unit at the time the ass=s n:-zt arose. Upon a transfer of title to a Unit, the grantee
shall be jointly and severally liable for any assessments and other charges due at the time of conveyance.
However, no first Mortgagee who obtains title to a Unit by exmising the remedies provided in its
Mortgage shall be liable for unpaid assessments which accrued prior to such acquisition of title.
The Association shall, upon request. furnish to any Owner liable for any type of assessment a
written statement signed by an Association officer setting forth whether such assessment has be= paid.
Such statement shall be conclusive evidence of paym=L . The Association may: require the. advance ..... _ _ .
payment of a reasonable processing fee for the issuance of such statement.
Assessments shall be paid in such.manner and on such dues as the Board may establish, which may
include discounts for early paymeni.or similar timelprice differentials.. The Board may require advance
payment of assessments at closing of the transfer of title to a Unit and impose special requirements for
Owners with a history of delinquent payment. If the Board so eleas,.assessmems:may. be paid in two or
more installments. Unless the Board otherwise provides, the General Assessment and any Neighborhood
Assessment shall be due and payable in advance on the first day of each fiscal year. If any Owner is
delinquent in paying any anessn .nu or other charges levied on his Unit, the Board may. require any
unpaid installments of all outstanding assessments to be paid in full immediately. Any assessment or
iristallmrm=thetrof shall be considered delinquent on tho 15th day .following the due date unl ss otherwise
specified by Board resolution.
No Owner may exempt himself from liability for assessments by non-use of Common Area,
including Exclusive Common Area r=s rved for such Own-r's use, abandonnient of his Unit, or any other
means. The obligation to pay ass -assents is a s-parate and independent covenant on the part of each
Owns. No diminution or abatemcot of assessm=nis or s=t-off shall be claimed or allowed for any alleged
failure of the Association or Board to take som- action or perform some function required of it, or for
inconvenience or discomfort arising from the making of repairs or improvements. or from any other action
it takes.
The Association is specifically authodz-d to enter into subsidy contracts or contracts for 'in kind'
contribution of services, materials, ora combination of services and materials with the Declarant.or.oth- r
entities for payment of Common Expenses.
8.2. Declaram's Obligation for Asas<nrnts: So long as the Declarant owns any Prop^..rty which
is subject to this Declaration or which may be unilaterally subjected to this Declaration by the Declarant.
Declarant may annually elect either to pay an amount equal to regular assessments on all of its tmsold Units
or to pay the difference between the amount of asmsm=ts levied on all other Units subject to assessment
and the amount of actual expenditures by the Association during the fiscal year. Unless. the Declarant
otherwise notifies the Board in writing at least 60 days before the beginning of each fiscal year. the
Declarant shall be deemed to have elected to continue paying on the same basis as during the immediately
preceding fiscal year. The Declarant's obligations hereunder may be satisfied in the form of cash orby
'in kind' contributions of services or materials, or by a combination of these.
83. Cm =tion of +en- 1 Assesment. At least 30 days before the beginning of each fiscal
year, the Board shall prepare a budget coveting the estimated Common Expenses during the coaling Year.
FAVMSI%DATAW DwJMGLMCeRVr• 4nM 23

Nothing in this Declaration shall be construed to require the Declarant or any successor to abut-.x
or develop any of the properyset forth in Exhibit 'B' In any manner whatsoever.
7.2. Annexation with Approval of Membership. The Association may annex any real property
to the provisions of this Declaration with the consent of the owner of such property, the &Mrmative vote
of Voting Delegates reptesenting a Majority of the Class 'A' votes of the Association represent at a
meeting duly called for such purpose, and the written consent of the Declarant so long as Declarant owns
any property which is subject to this Declaration or which may be unilaterally subjected to this Declaration
by the Declarant.
Such Annexation shall be accomplished by filing a Supplemental Declaration describing the property
being annexed In the Public Records. Any such Supplemental Declaration shall be signed by the President...
and the Sebfttary of the Association, and by the owner of the annexed property, and by the Declarant, if -n
the Declarant's consent is required. Any such annexation shall be effective upon filing unless otherwise
provided therein.
7.3. withdrawal of Property. The Declarant reserves the right to amend this Declaration so
long as it has a right to annex additional property pursvant•to Section 7.1. for. the.purpose of removing any
portion of the Properties from the coverage of this Declaration, provided suchwithdrawal is.not contrary
to the overall, uniform scheme of development for the Properties. Such amendment shall not require the
consent of any Person other than the Owner of the property to be withdrawn,. if not the Declarant. If the
Property is Common Area,'the Association shall consent to such withdrawal.
7.4. Additional Covenants and Easemn=. The Declarant may unilaterally subject any portion
of the Properties to additional eov^..nants and eas:inetus,including covenants obligating the Association to
maintain and insure such property on behalf of the Owners and obligating such Owners to pay th- costs
incurred by the Association through Neighborhood Asscssm.:nrs. Such additional covenants and easernmr�
shall be set forth in a Supplemental Declaration filed either concurrently with or after the annexation of
the subject proprry. and shall require the written consent of the owner(s) of such property. if other than
the Declarant. Any such Supplemental Declaration may supplement, create exceptions to, or otherwise
modify the terns of this Declaration as it applies to the subject property in order to reflect the different
character and intended use of such property.
7.5. Amendment. This Article shall not be amended without the prior written consent of
Declarant so long as the Declarant owns any property which is subject to this Declaration or which may
be unilaterally subjected to this Declaration by the Declarant
8.1. Creation of Assessments. There are hereby created assessments for Association expenses
as the Board may specifically authorize from time to time. There shall be four types of assessments:
(a) General Assessments to fund Common Expenses for the general benefit of all Units; (b) Neigbborhood
—Assessments for Neighborhood Expenses benefitting only Units within a particular Nelglilnorhood or
Neighborhoods; (c) Special Assessments as described id Section 8.6; and (d) Specific Assessments; as
described In Section 8.7. Each Owner, by accepting a deed or encasing into a contract of sale for any
portion of the Properties, is deemed to covenant and agree to pay these assessments.
FM►SMATAVIFD1al I=FMX -V7-dam 22

All assessments and fees, together with interest, late charges, costs of collection. and rtzsonable
attorneys fees, shall be a charge and continuing Gen upon each Unit against which the assessment is grade
until paid, as more particularly Prded In Section B.S. Each such assessment, together with irterM late
charges, costs, and reasonable attorneys fe:s, also shall be the personal obligation of the Person who was
the Owner of such Unit at the time the assessment arose Upon a transfer of tide to a Unit, the grate .
shall be jointly and severally Liable for any ass-�++mrand other charges due at the time of conveyance.
However, no first Mortgagee who obtains title to a Unit by exercising the remedies provided in its
.Mortgage shall be Gable for unpaid assessments which accrued prior to such acquisition of title.
The Association shall, upon request. furnish to any Owner liable for any type of assessment a
written statement signed by an Association officer setting forth whether such assessment has been paid.
Such statement shag be conclusive evidence of payment. The Association may require the, advance
*Payment of a reasonable processing fee for the issuance of such statement.
Assessments shall be paid in such manner and on such dates as the Board may establish, which may
include discounts for early payment or similar time/price differentials. The Board may require advance
payment of assessments at Closing of the transfer -of tide to a Unit and imposespecial requirements for
Owners with a history of delinquent payment. If the Board so elects, assessments may be paid in two or
more installments. Unless the Board otherwise provider, the General Assessment and any Neighborhood
Assessment shall be due and payable in advance on the fast day of each fiscal year. If any Ow= is
delinquent in paying any assessments or other charges levied on his Unit, the Board may require any
unpaid installments of all outstanding assessm;.tar to be paid in full immediately. Any assessment or
installment thereof shall be considered delinquent on the 15th day following the due date unless offitiwise
specified by Board resolution.
No Owner may exempt himself from liability for assessments by non-use of Common Area,
including Exclusive Common Area reserved for such Owner's use, abandonment of his Unit, or any other
means. The obligation to pay asscssments is a separate and ind-pendent covenant on the part of each
Owner. No dhintttion or abatement of ass:ssm=s or set-off shall be claimed or allowed for any alltged
failure of the Association or Board to take some action or perform some function required of it, or for
inconvenience or discomfort arising from the making of repairs or improvements, or from any oth-r action
it takes.
The Association is spceifrcally authorized to tamer into subsidy contracts or connects for 'in kind'
contribution of services, materials, Ora combination of services and materials with the Declarant or other
entities for payment of Common EV=es.
8.2. Declararht's Obliged for &=s m-trts. So long as the Declarant owns any property which
is subject to this Declaration or which may be tmilueratly subjected to this Declaration by the Declarant,
an
Declarant may mralhy elect eidher to pay an amotmt equal to regular assessments on all of its unsold Units
or to pay the difference between the amo= of assessments levied on all other Units subject to assessment
and the amount of actual expenditures by the Association during the fiscal year. Unless the Declarant
otherwise nodfics the Board In writing at least 60 days before the beginning of each fiscal year, the
Declarant shalt be deemed to have elected to couthahe paying on the same basis as during the Immediately
Ping fiscal year. The Declarants obligations heiettnder may be satisfied in therform of cash or by
'in kind' contributions of services or materials, or by a combination of these.
8.3. f ihMV=tlon Of Gen -sal Asses= rt At least 30 days before the beginning of each fiscal
Year. the Board shalt prepare a budget covering the estmated Common Ezpcases during the coming year.
'*r3"0ATAWn%WAM EE%0MVt.4nm 23

eKl 1 1� 1- 0226
including a capital contribution to establish a reserve find in accordance with a budgetpauateiy preparedas provided in Section 8.5.
General Asses.mcius shall be levied equally against all Units subject to, assessment and shall be set
at a level which Is reasonably exp; " to Produce coal income for the Association equal to the total
budgeted the levy oCommon
General Asses. in, th� resein rves. In determining the total funds to be generated tlu�gy
to the Association. Including mod' r its discretion, may consany a s other sources
of fluids available
�Y surplus from prior years and any assessment income expeged to be .
generated from airy additional Units reasonably anticipated to become subject to assessment dig the
fiscal year.
So long as the Declarant owns any property which is subject to this Declaration or which may. be
unilaterally subjected to this Declaration by the DeclaYknt, the Declarant may. but
to, reduce the General Assessment for any fiscal year by pa subsidy shall not be obligated
services and materials ('m addition to an amounts yment of a subsidy and/or contributionsmy of
treated as either a contribution or an advance against �futuDeclarant under Section 8.2). cl which maybe
in the Declarant's discretion such anticipated assessments duefromby
the Declarant' or a loam
AIIY ctP Payment or contribution by the Declarant shah be.
conspicuously disclosed as a line item in the Common Expense b
year shall under no circumstances ob 'udget : ;k'ayments by the Declarant in any
treamuent of such Itgate the Declarant to continue such payments in future years and the
Payer shall be made known to the membership, unless otherwise provided in a written
agreement betwom the Association and the Declarant.
The Board shall send a copy of the budget and notice of the amount of the Geneal Az=sm= for
the following year to each Owner at least 30 days prior to the beginning of the fiscal year for which it is
to be effective. Such budget and assessmc= shall become effective unless disapproved at a rig by
Voting Delegates representing at Itast 67% of the total Class 'A' votes in the Association and by die
Decarant so long as the Declarant owns any prop-..rty which is subject to this Declaration or which may
be unilaterally subjected to this Declaration by the Declarant. Tbxe shall be no obligation to call a mpg
for the purpose of considering the budget except on paidoa of the Voting Delegates as provided for special
ur
sags in Section 2.4 of the By -Laws, which pecidon must be presented to the Board within 20 days after
deliveryof the notice of assessmetts. If a m--drg is requested, assessments
budget shall not -become effective until after such pursuant to such ProPnt�
ch
retroactive to the original effective date of the budgmm if budget is not1disapproved atsu �c m Abe
If the proposed budget is disapproved or the. Board fails for any reason to determine the budget for
any Year. then until such time as a budget is ddr-tinitil tbe.budget in effect for the immed a dy Pig
Year shall continue for the current year. The Board shall send a copy ofthest vised budget to each Owner
at least 30 days prior to Its becoming effective. The revised budget shall become effective unless
disapproved In accordance with the above procedure.
liar;
• t;. J....1 : ti��nllen• 1 .: 1
I 1. 1111 1 . 1
-
.. 1 .. •. r 11' I \I 11 �. \ 1111111 •I MI r 1
• 1 JI•• 1.•1 .1 1• ,
1 111 .1111 •I rl •� 11 �M �• • 1 IYI • .I 1 1 1' I
♦. 11 \. 1 :1 1 I � 1 11 �1 1 YI 111 •
. 1 1 1 • 11 1 1 �� I. 1: 1
1 1 r11 r1 a. 1• 1 • 11 r
ISM Y: 11111 •� 1 :.: 1 1 ♦ 1; 1 •1.1
• 1 1• 1 1 1• r.\• I I r I I • 1 1. 1 1 1 1 11 . .1
1• 1 1 1 1 Y� 1 1 I r r
U•1 '.111 1 �1 IY•11 1 �YI11
:I 11 11 YI 11 11 1 1 1. 1
1. 1 1 1 ON
:1 I 1 11 1 .: 11 1 ♦ 11 11 . V:1 r11 IIf 11: 1�1 •111 11.•
rlwfi IIDATAUUM%RLUMpgv(Avi . 24
V9f97
I

V I .
Expense, if any, within the Neighborhood. Neighborhood Expenses shall be allocated equally among all
Units within the Neighborhood(s) bcnefined thereby and levied as a Neighborhood Assessment; provided
however, if so specified in the Supplemental Declaration applicable to such Neighborhood or If so.directed
by petition signed by a Majority of the Owners within the Neighborhood, any portion of the asscssmcnt
Intended for exterior maintenance of suucmues, insurance on structures, or replacement reserves which
pertain to particular rnucmres shall be levied on each of the bencfitted Units in proportion to the benefit
received.
The Board shall cause a copy of such budget and notice of the amount of the Neighborhood
Assessment for the coming year to be delivered to each Owner of a Unit in the Neighborhood at least 30
days prior to the beginning of the fiscal year. 'Such budget and assessment shall become effective unless
disapproved by Owners of a Majority of the Units in -the Neighborhood to which the Neighborhood
Assessment applies and by the Declarant, 41ong as the Declarant owns any property which Is subject to
this Declaration or which may be unilaterally subjected to this Declaration by the Declarant. There shall
be no obligation to call a meeting for the purpose of considering the budget except on petition of Owners
of at least 10% of the Units in such Neighborhood. This right to disapprove shall only apply to those lime
items in the Neighborhood budget which are attributable to services requested by the Neighborhood. if
a meeting is requested, assessments pursuant to such proposed.budget shall to become effective until after . .
such meeting is held, provided such assessments shall be-retroacuve.to:the.odgiaai effective date of the
budget if the budget is not disapproved at such meeting.
if the Own= within any Neighborhood disapprove any line item of a Neighborhood budget, the
Association shall not be obligated to provide the'servtces anticipated to be funded by such line item of the
budget. If the Board fails for any reason to determine a Neighborhood budget for any year. then until such
time as a budget is determined, the budget in effect for the immediately ping year shall continuc for
the current year.
8S: Reserve Budget and Capital Contribution. The Board shall annually prepare reserve
budgets for both general and Neighborhood purposes which take into account the member and nature: of
replaceable assets within the Area of CommonResponsibilhy, the expected life of each asset, and die
expected repair or replacement cost- The Board shall set the required capital contribution in an amount
sufcierit to permit m=,ting the projected needs of the Association, as shown on the budget, with rtspax
both to amount and timing by annual General Assessments or Neighborhood Assessments, as appropriaro•
over the budget period.
8.6. Sp=hl Assessments. In addition to other authorized assessmatts, the Association may Levy
Special Assessments from time to time to rover unbudgeted.expemes or expenses.in excess of those
budgeted. Any such Special Assessment may be levied againnu all.Units,:ff soch:Special Assessment is for
Common Expenses, or against the Units within any Neighbotinood if such Special Assessment is for
Neighborhood Expenses. Special Assessments shall be allocated equally among all Units subject to such
Special Assessnatm Any Special Assessment shall become effective unless disapproved at a meeting by
Voting Delegates representing arleast 67% of the total Class W votes allocated to Units .which will be
subject to such Special Assessment and by the Declarant. so long as the Declarant owns any property which
Is subject to this Declaration or which may be unilaterally subjected to this Declaration by the Declarant.
There shall be no obligation to call a meeting for the purpose, of considering any Special Assessment apt
on petition of the Voting Delegates as provided for special *+_ wtin in Section 2.4 of the By -Laws. which
Petition must be presented to the Board within 20 days after delivery of the notice of such Special
Asstsmnrnr Special Assessments shall be payable In such manner and at such tinter as determined by the
r:17M 1\DATkULMaWi9R=CMVI -4nM 25
1

Board, and may be payable in installments extending beyond the fiscal year in which the Special
Assessment is approved.
8.7. Specific Assecsrricrits. The Association shall have the power to levy Spxifre Assessments
against a particular Unit or Units as follows:
(a) to cover the costs, including overhead and administrative costs, of providing benefits,
items, or services to the Units) or occupants thereof upon request of the Owner pursuant to a menu of
special services which the Board may from time to time authorize to be offered to Owners and occupants
(which might Include, without radiation. landscape maintenance, janitorial service. pest control, etc.),.,
which assessments may be levied in advance of the provision of the requested benefit, item or service as
a deposit against charges to be incurred by the Owner, and .
(b) to cover costs Incurred in bringing the Unit(s) into compliance with the toms of this
Declaration, . any applicable Supplemental Declaration, the By -Laws or Hiles, or costs. insured as a
consequence of the conduct of the Owner or occupants of the Unit, their agents, contractors, employees,
licensees, invitees, or gu=sts; provided however, the Board shallgive die -UnitOwner prior writen notice
and an opportunity for a hearing, in accordance with the By -Laws. before levying any Specific Assessment .
under this subsection (b). '
The Association may also levy a.Specific Assessment against the Units. within any Neighborhood
to reimburse the. Association for costs. incurred in -bringing the Neighborhood into compliances with the
provisions of die Declaration, any applicable Supplemental Declaration, the Articles, the By -Laws, and
Hiles, provided however, the. Board shall give prior written notice to the Owners of Units in, or the Voting
Delegate represcnting, the eighborhood. and an opportunity. for such Owners or Voting D-..legate to be
hsrd before levying any such asscssmcnL
8.8. Rrm-di-s for Non -Payment of Assessments. Any assessmects or odi--r chargs which are
not paid when due shall be deli,rqu� Delinquent assessments shall bear interest from the due date at the
rate established by the Board of Directors of the Associuion..or if not set by the Board, at th- highest rate
allowed by law, iog--_th-z with such late fets as may be set by the. Board. The Association may file a li-n .
Of record against any Unit where there remains an assessment unpaid for a period of thirty (30). days or
longer. Said lien shall b-- -filed in the Public Records in a manner provided therefor by Article 8 of Chapter
44 of the North Carolina GeacrA Statutes. Such lien shall be superior to all other liens. exctpt (a) the liens
of all taxes, bonds, mcssmer ts, and other levies which by..law would be superior. and (b) the lien or
charge of any first Mortgage of record (meaning any recorded Mortgage with fort priority over other
Mortgages) made In good.faith and for value. The;Association may bring an action:at law against any
Owner personally obligated to pay any assessments, .charges,.intetest or_othx,CPsts:;.Costs and reasonable
attomeys' fr_s for the prosection of any such action shall be added to the amount due. In the event of such
action at law and in th- further event that such action results in a judgment being entered agamst•the Owner
and In favor of the Association, then, and in that event, the Association shall collect on such judgment in
such manner and to the eraeat provided and permitted by the laws of the State of North Carolina.
The Association's lien may be foreclosed in like manner as a mortgage on real estate under power
of sale under Chapter 45 of die North Carolina General Statutes. All fees, charges, late charges, fines,
and interest are enforceable as assessments.
In any foreclosure action brought under the power of sale provisions, the Association shall be
deemed to be the holder and owner of the obligation sccu cd by this Declaration. The registered agent of
rnvric ATAUUMM ZLUMF ..ccx.vr..nm 26

ern
diq Association shall be the trustee for all purposes of the foreclosure proceeding. and the Association shall
have the power to appoint a substitute trustee if for any reason the Association dcsim to reply the
trustee, and the substitute trustee shall succc--d to an rights, powers and duties thereof. The Association
scull request of the trustee to sell the Unit subject to the lien at public action for cash, after having {=
given such notice and advertising the time and place of such Tale in such manner as may then be provided
by law for mortgages and deeds of trust, and upon such We and upon compliance with the law then
relating to foreclosure proceedings under power of sale to convey to the purchaser in as full and ample
+resume* as authorized by Chapter 45. The trustee shall be authorised to retain an attorney to represent such
trustee in such proceedings. The proceeds of the sale shall, afer the trustee retains Its commission,
together with any additional anorneys' fees incurred by the rust-, be applied to the costs of the sale,
including but not limited to eon as
of collection, taxes, sessments, costs of recording, seMm fees, and
hFidcntal expenditures. the amount dice on any note secured by the Unit, and any advancements made by
the Association in the protection of the security. �-
The Association may bid for the Unit. at the foreclosure We and acquire, hold, lease, mortgage,
and convey the Unit. While a Unit is owned by the Association following foreclosure: (a) no right to vote
shall be exercised on its behalf; (b) no assessment shall be levied on it; and (c) each other Unit shall be
charged, in addition to its usual assessment, its pro rata share of the assessment that would have been
charged such Unit had it not bees acquired by. (he Association The Association.may we for unpaid
asserts and other charges authorized hereunder without foreclosing or waiving the lien stcuriag the
same.
The sale or transfer of any Unit -shill not affect the asscK*ntnt lien or relieve such Unit from the
Gen for any subsequent assessments. However, the sale or transfer of any Unit pursuant to foreclosure of
the first Mortgage shallextinguish the Gz as to any itt5Mntn uM of such-R cssmMI s,dueprior to such sale
or transfer. A Mortgagee or other purchaser of a Unit who obtains title putsu= to foreclosure of the
Mortgage shall not be personally liable for asrtsm on such Unit due prior to such acquisition of title.
Such unpald-assessmmts shall be deemed to be Common Expenses collectible from Owners of all Units
subject to assessment under Section 8.9. including such acquirer. its successors and assigns.
8.9. Date of Commencement of Assessments. The obligation to pay assessmeat shall
commence as to each Unit on thedam that such Unit is conveyed to a Person other than a Builder or
Declarant. Wtth respect to any Unit owned by a Builder. assessaimrs shall commence upon the earlier of
(a) actual occupancy of such Unit, exehidmg any p"-dod that such Unit is being used exclusively as a model
home; or (b) one year from the date that such Builder or any entity or Penon related to such Builder
acquired title to such Unit. The fiat annual General Assessment and Ne'ighborhood"Assessment, if any.
levied on each Unit shall be adjusted according to then umber of days remaining in -the fiscal year at the
time of assessments commence on the Unit.
8.10. Failure to Assess. Failure of the Board to fix assessment amounts or rases or.to deliver
or mail each Owner an assessment notice shall not be deemed a waiver, modification, or a release of any
Owner from the obligation to pay assessments. In such event, each Owner shall continue to pay General
Assessments and Neighborhood Assessments on the same basis as during the last year for which an
assessment was made, if any, until a new assessment is levied, at which tithe the Association may
retroactively assess any shortfalls in collections.
8.11. gxe= 1 r=cny. The following property shall be exempt from payment of General
Assessments, Neighborhood Assessments. and Special Assessments:
FAMTlt%DATA%REWLIMGRFPCCR.Vi . AMM 27

(a) Ali Common Area and such portions of the property owned by the Declarant is Ire
included in the Area of Common Responsibility pursuant to Section 5.1;
—.l (b) Any property dedicated to and accepted by any governmental authority or public utility;
and
(c) property owned by any Neighborhood Association for the common use and enjoyment of
Its members, or owned by the members of a Neighborhood Association as tenants -in -common.
8.12. Cgpitai'rzation of Association. Upon acquisition of record title to a Unit by the first Ow=
thereof other than the Declarant or. a Builder, a contribution shall be made by or on behalf of the purclaser
to the working capital of the Association in an amount equal to one -sixth of the annual General Assessh>icut
per Una for that year. This amount shall be in addition to. not in lieu of, the annual General Assessment
and shall not be considered an advance payment of such assessment. This amount shall be collected and
disbursed to the Association at closing of the purchase and sale of the Una for use in covering opera*
expenses and other expenses incurred by the Association pursuant to this Declaration and the By -Laws.
9.1: Sz:II--raI. No structure shall be placed, erected, or installed upon any Unit or adjat~ct to
any Unit where the purpose of the structure is to service such Unit, -and no improvemsnts (indudmg
staking, clearing, excavation, grading and other site work. exterior alteration of.existing i aprovemcats,
Installation of mallboxes, swntcr *+as, pools, walls or fences, including -invisible fences. and planing or
removal of landscaping materials) shall take place except in compliance with this Article, and approval of
the appropriate commincz under Section 92, unless exempted from toe application and approval
requirements pursuant to Section 9'A.
Any Ow= may remodel, paint or redecorate the interior of structures on his Una without
approval- However, modifications to the interior of screened porches, patios. and similar portions of a
Una visible from outside the structures on the Unit shall be subject to approval.
All dwellings constructed on any portion of the Properties shall be designed by and built in
accordance with the plans and specifications of a licensed architect or other qualified building desigtrs.
This Article shall not apply to the activities ofthe-Declarant; nor: to Improvementsto the Common
Area by or on behalf of the Association or to improvements.to any Private Amenity.;
This Article may not be amended without the Dcclarant's written Consent. so long rs the Declarant
owns any property which is subject to this Declaration or which may be unilaterally subjeard to this
Declaration by the Declarant.
92. Architectural Review. Responsibility for adminisugtion of the Design Guiddi 's and
review of all applications-lor construction and modifications under this Article shall be Bandied by.the_
ARB, the members of which ne-d not be Members of the Association or representatives of MembeM and
may. but need not, Include architects. landscape architects, engiine= or similar professionals. Whose
comp-•.nsaton, if any, shall be established from time to time by the ARB. The ARB may establish
b�_ paid in full
charge reasonable fees for review of applications hereunder and may require such fees to
FAMr311DATAlRED�EI.UD7Rrf .V7 -Anm 29

prior to re'dew of any application. Such fees may include the reasonable costs incurred by the committees
inhaving any application reviewed by architects, engineers or other professionals.
(a) Architectural Review Board. The ARB shall consist of at least three, but not more than
five, persons and shall have exclusive jurisdiction over all construction on any portion of the Properties.
Until 100% of the Properties have been developed and conveyed to Owners other than Btuild=, the
Declarant remms the right to appoint all members of the ARB who shall serve at the Dechrant's discretion.
There shall be no surrender of this right prior to that time except in a written instrument in recordable fort
executed by Declarant. Upon the expiration of such right, the Board shall appoint the members of the
ARB, who shall thereafter,serve and may be removed in the Board's discretion.
(b) Modifications Committee. The Board of Directors may establish a Modifications
Commies-e ('MC') to cons of at -least three and no more than five persons, all of whom shalLb-
appointed by and shall serve at the discretion of the Board. If established, the MC shall have jurisdiction
over modifications, additions, or alterations made on or to existing structures on Units or containing Units
and the adjacent open space. The MC may delegate its authority as to a particular Neighborhood to the
Neighborhood Association, if any, so long as the MC has determined that:such Neighborhood Association
has in forte review and enforcement practices. Procedures, and appropriate standards. at least equal to those
of the MC. Such delegation may be revoked and jurisdiction reassumed i t any time by written nodm Ti>-
ARB shall have the right to veto any action taken by the MC or a Neighborhood Association which the
ARB detzrmins, in Its sole discretion, to be inconsistent with the guidelines promulgated by the ARB.
Upon expiration of the Declarant's right to appoint the members of the ARB, the MC may be eliminated
and its duties assumed by the ARB.
(a) Design Guidelines. The Declarant shall prepare the initial Design Guidelines for the
Properties. The Design Guidelines may contain general provisions applicable to all of the Properties, as
well as specific provisions which vary according to land use and from one portion of the Properties to
another depending upon the location, unique characteristics. and intended use. For example, by way of
illustration but not limitation, the Design Guidelines may impose stricter requirements on those portions
of t>i: Properties adjacent to or visible from any Private Amenity. or any lake. pond, river. stream or other
body of water. The Design Guidelines are intended to provide guidance to Owners and Builders regarding
matters of particular concern to the committees in considering applications hereunder. The Design
Guideline are not the exclusive basis for decisions of the committees and compliance with the Design
Guidelines dos not guarantee approval of any application.
The ARB shall adopt such Design Guidelines at.Its initial,organinitional meeting and thereafter
shall have sole and full authority to amend them. Any amendments to the Design Guidelines shall b-
prospective only and shall not apply to require modifications to or removal of structures previously
approved once the approved construction or modification his eommenccd. There shall be no limitation
on the scope of amendments to the Design Guidelines: the ARB Is expressly authorized to amend rho
Design Guidelines to remove requirements previously imposed or otherwise to make the Design Guidelines
less restrictive.
The ARB shall make the Design Guidelines available to Owners and Builders who seek to engage
in development or construction within the Properties. In the Declarant's diuredon, such Design GuWcHD-s
may be recorded in the Public Records. in which event the recorded version, as it may unilaterally be
F:IMTSI�DATAVlFD�61alEGP.rFCOLY)-U /" 29

an. .. . v. V v L '/ e
amended from time to time, &hall control in the event of any dispute as to which version of the Design
Guidelines was in effect at any particular time.
The MC may promulgate derailed procedures and standards governing its area of responibility,
consistent with those set forth In the Design Guidelines and subject to review and approval or disapproval
by the ARB. Any ambitecanal guidelines and standards adopted by the MC may be more restrictive than
the Design Guidel'nna, but under no eiramuYances shall they be inconsistent with the Design Guidelines_
(b) i'roccdum. Plans and specifications showing the nature. kind. shape, color. size,
materials, and location of all proposed structures and improvernzats shall be submitted to the appropriate
committee for review and approval (or disapproval). In addition.: information concerning irrigation
systems, drainage. lighting, landscaping and other features of proposed construction shall be submitted rs
,kpplicable and as requited by the Design Guidelines. In reviewing each submission, the commiog�s may
consider the quality of workmanship tad design, harmony of external design with existing structures, and
location in relation to surrounding structures. topography, and finish gradeelevation, among othx
considerations. Decisions of the committe_s may be based on purely aesthetic considerations. Each owns
acknowledges that opinions on aesthetic matters are subjective and may.vary as committer members change
over time.
In the event that the ARB or MC fans to approve or to disapprove any application within 30 days
after submission of all Information and materials reasonably requested, the application shall be deaned
approved. However. no approval, whether expressly granted -or de=ed granted pursuant to the foregoing,.
shall be inconsistent with the Design Guld-_li= unless a vananx has been granted in writing by the ARB
pursuant to Section 9.5.
Notwithstanding the above, the ARB by resolution may exempt certain activities from d=
application and approval requirements of this Article, provided such activipes are undertaken in strict
compliance with the requi em:.nts of such resolution.
9.4. No Waiver of Fu= Al- rovals. Appro%al of proposals, plans and specifications. or
drawings for arty work done or proposed, or in contrition with any other matter requiring approval, shall
not be deemed to continue a waiver of the right to withhold approval as to any similar proposals.plans
and specifications, drawings, or other matters subsequently or additionally submitted for approval.
9.5. Variance. The ARB may authorize variances from compliance with any of its guidelines
and procedures. whet circumstaaca such as topography. natural"obstructions, hardship. or aesthetic or
environmental considerations require, but only: in accordance with duly adopted Tula and regulations.
Such variances may only be granted, however. whewunique'cimrmstanrxs dictate and no variance Shall
(1) be effective unless In writing; (b) be contrary to this Declaration; or (c) estop the ARB from dcnyuig
a variance In other circumstances. For purposes of this Section, the inability to obtain approval of any
governmental agency. the issuance of any permit, or the terms of any financing shall not be considered a
hardship warranting a variance.
9.6. h _imitation of Llabflity. Review and approval of any application pursumit to this Article
Is made on the basis of aesthedc considerations only and n`ither. the ARB nor the MC &hall bear any
responsibility for ensuring the structural Integrity or soundnzss of approved construction or modifications.
nor for ensuring compliance with building coda and other governmental requirements. Neither the
Declarant, the Association, the Board, any committee. or m-_amber of any of the foregoing shall be hd
liable for any injury, damages, or loss arising out of the marmtr or quality of approved construction on or
FAVM IUMTAVIFD�LUECAIi CCLY1.44M 30

modifications to any Unit. 1n all matters, the commiac:s and their m-..mbers shall be defended and
indemnified by the Association as provided in Section 4.6.
9.7. Enforcement. Any structure or improvement placed or made in violation of this Article
shall be dGmed to be nonconforming. Upon written request from the ARB or MC. Owners shall, at their
own cost and cxpcnsc. remove such sit == or improvement and restore the property to substantially the
same condition as existed prior to the nonconforming work. Should an Owner fail to remove and restore
u required. any authorized agent of the ARB, MC or the Board shall have the right to enter the property.
remove the violation, and restore the property to substantially the same condition as previously existed
All costs, together with the intcmt at the maximum rate dim allowed by law, may be assessed against the
benefincd Unit and collected as a Specific AssessmenL In addition, the ARB, MC or the.Board shall have
the right to exercise any means of enforcement set forth in Section 4.3 of this Declaration.
Unless otherwise specified In writing by the committee granting approval. all approvals granted
hereimder shall be dcmied conditioned upon completion of all elemmts of the approved work and all work
previously approved with respect to the same Unit, unless approval to modify any application has been
obtained. In the event that any Person fails to commence and diligently purst e.to completion all approved
work, the Association shall be authorized, after noticc.to the Owner of the Unit. and an.oppottunhy to be
heard in accordance with the By-aws; to-entct upon the Unit and remove -or -complete any incomplete
work and to asses all. costs insured against the Unit and the Owner thereof as a Specific Assessment.
Neither the ARB, MC or any member of the foregoing nor the Association, the Declarant, or that
ofiimz or directors shall be held liable -to any Person for exercising the rights granted by this Article.. Any
contractor, subcontractor, agent, employee, or other invitee of an Owner who fails. to comply with the
ta-ms.and provisions of this Article or the Design GuidcIms may be excluded by the ARB from the
properties, subject to the notice and hearing procedures contained in the By -Laws.
In addition to the foregoing, the Association shall have the authority and standing to pursue all legal
and equitable rt odes available to enforce the provisions of this Article and the decisions of the ARB a>id
MC.
t ryD t RI0A L"ee • .
10.1. Segal. Mris Article sets out ceminuse restrictions which must .be complied with by all
Own=.and occupants of any UniL 'Itie Properties'xhall.be used only. for residential, xtcreationaL and
related purposes (which may include, withont Gmiiratiott: mod I homes, an information centrs and/or a sales
office for any real estate broker retained by the Declarant to assist in the sale of property described on
Exhibits 'A' or 'B, offices for any property manager retained by the Association, or business offices for
the Declarant or the Association) consistent with this Declaration and any Supplemental Declaration.
10.2. Rules and Rt<ytilations. In addition to the use restrictions set forth in this Article, the Board
may. from time to time; without consent of the Members, promulgate, modify. or delete rules and
regulations applicable to the Properties. Such rules. shall tic distributed to all Owners and occupants prior
to the date that they are to become effective and shall thereaft:s be binding upon all Owners and occupy
until and unless overruled, canceled, or modified In a regular or special meeting by a MajOrky of the CIEs
'A' Members, and the written consent of the Declarant. so long rs the Declarant owns any property which
is subJer t to this Declaration or which may be unilaterally subjected to this Declaration by the DcdaranL
FAWrinoA,TAVM awo RMa3c.vr-uvm 31
1

10.3. Residential Use. All Units shall be used exclusively for residential purposes of a single
family. No business. trade, garage sale, moving sale, rummage sale, or similar activity shall be conducted
upon a Unit without the prior written consort of the Board. An Owner or occupant raiding in a Unit may
conduct baseness atxiviti;s within the Unit so long as: (a the existence or operation of the business activity
is not apparent or detectable by sight, sound, or smell from outside the Unit; (u) the btrsinas activity
conforms to all zoning requirements for the Proputies. M the business activity dots not Involve regular
visitation of the Unit by clients, customers, suppliers, or odu business invitees or doom"oor solicitation
of residents of the Properties; and (iv) the bus!= activity is consistent with the resid=tial characiet of
the Pcoperd s and dots not constitute a nuisant~, or a hazardous or offensive use, or thr=cn the security
or safety of other residents of the Propertia. zs may be determined in the sole discretion of the Board.
The terms 'bustn;ss- .and.'tradc, as used in this provision, shall be construed to have their,
ordinary. generally accepted meanings and shall include, without limitation, any occupadan, work, or
activity undertaken on an ongoing basis which involves the provision of goods or s-svices to p-..tsons other
than the provider's family and for which the provida receives a fee, compensation, or other form of
consideration, regardless of whether. n such activity is engaged in full or part-time, (n7 such activity Is
intended to or doss generate a profit, or CHD a lir._nse is required.
The lasing of a Unit shall not be considered- a business or trade within -the m=ring of this
subsection. 'Ibis subs -.pion shall not apply to any activity conducted by the Declarant or a Builder
approved by the Declarant with respect to its d-w..lopmcm and sale of the Propertes or its use of any Units
which it owns within the Prop-..rtits, including the operation of a timeshare or sim,12 program.
10.4. Si=. No sign of. any kind shall be erected by an Owner or occupant without the prior
written cons:nt of the APB or MC, Ps applicable, except:
(a) such signs as may be r..quired by l:gal proceeding-c; and
(b) not more than one professional security sign of such s'rz: de:m:d rrzsonabl: by
the ARB in its sole discr..tion.
Unitss in compliance with this Section. no signs shall be posted or erected by any Owner or
occupant within any portion of the Propt-nits. including the Common Area, any Unit, any structure or
dwelling low on the Common Arta or any Unit (if such sign would be visible from the exterior of such
strocture or dwelling as determined in the ARB's sole discretion) or within any Private Amenity.
The ARB reserves the right to prohibit 'for sale' or `for rent' signs and. to restrict the color,
lettering and placem-nr of all signs. This provision shall. not apply _to entry, directional. or other signs
installed by the Declarant.
105. Vehicles.
(a) AutomobIla and non-commercial trucks and vans shall be parked only in the garages or
In the driveways. If any. saving the Units unL-ss otherwise approved by the ARB; provided however. the
D=eclarant and/or the Association may designate r,, r aln on-snest panting ants for visitors or gusts sub)xt
to reasonable rules. No automobile or non-commercial truck or van may be left upon any portion of the
Prop--rd:s, exccpt in a garage, if it is unncc=d or if It is in a condition such that it is incapable of bckg
op -sited upon tha public highways. Such vehici: shall b: considered a nuisance and may b: removed from
Fwtr1�D/.TAVLmaW�RFI:�CCR.vr -l/9N1 32

the Properties. No motorized vehicles shall be permincd gn llathwhys orinn�p-vcd 5ommon Arta tXce t
for. public safety vehicles authorized by the Board. p
(b) Recrtational vehicles sb211 be parked only in the garages. if any. serving the Units or, with
approval of the ARB. other hard -surfaced art:as which are not visible from the sestet or Private Ameni is;
provided however. guests of an Owner or occupant may park a recreational vehicle on the driveway
serving such Owner's or occupant's Unit for a period not to exceed seven days each calendar year,
'Visibility' dull be determined by the ARB in its sole discretion. The term 'recreational vehicles,- rs
used herein, shall include, without limitation, motor homes, mobile homes. boats, trailers, other towed
vehicles, motorcycles, mimbil=. scooters. go-carts. golf carts, campers. buses, commercial trucks and
vats. Any recreational vehicle parked or stored in violation of this provision in excess of two days shall
be considered a nuisance and may be removed from the Properties. The Declarant and/or the Association......
-may designate certain parking areas within. the Properties for recreational vchlcics subjeg to treasonable
ruds and fees, if any. Trucks with mounted tampers which are an Owner's or occWant's primary means
of transportation shall not be considered recreational vehicles, provided they are used on a regular basis
for transportation and the camper is stored out of public view.
All vehicles shall be subject to such reasonable rules and regulations as the Board of Directors may
adopt.
10.6. Irasing. Units may be leased for residential purposes only. All leases shall require,
without limitation, that the tenant acknowledge receipt of a copy of the Declaration. By -Laws. use
restrictions,and rules and r_gulatiom of the Association. The lease shall also obligate the =nt to comply
with the forgoing. - The Board may require notice of any lease together with such additional information -:
deemed necessary by the Board.
10.7. Oc_1c rants Bound. All provisions of the Declaration. By -Laws, and of any rules and
regulations. •tsse restrictions or Design Guideline governing the conduct of Owners and establishing
sanctions against Owners. shall also apply to all occupants even though occupants are not specifically
mentioned. I =tray be Levied agamu Owners or occupants If a fine is feet levied against an occupant
and is not paid timely, the f= may then be levied against the Owner.
10.8. Animals and Pets. No animals, livestock, or poultry of any kind may be raised, bred, kept,
or permitted on any Unit, with the exception of dogs, cats, or other unial and common household p--= in
reasonable number, as determined by the Board. All pets shall be reasonably controlled by the owner
wherever outside a Unit and shall be kept in such a manner as to not become a moans; by barking or
other acts. The owns of the pet shall be responsible for all of the pet's actions. Pets shall not be
permitted on any golf course, in any lake, or within' any Private. Amenity except im compliance with
conditions established by the owner of such Private Amenity. ff. in the solc:opinlon of the Board. any
animal becomes dangerous or an annoyance or nuisance in the Properties or to nearby property or
destructive of wildlife, they shall be removed from the Propenies. By way of explanation and not
limitation, this Section may be enforced by exercising self-help tights provided in Section 43.
10.9. Nuisance. It stall be the responsibility of each Owner and occupant to prevent the
development of airy unclean, unhealthy, unsightly. or unkempt condition on his or her property. No
property within the Prop --nits shall be used. In whole -or in part, for the storage of any property or thing
that will cause such Unit to appear to be in an unclean or taiddy condition or that will be obnoxious to the
eye; nor shall any substance, thing, or material be kept that will emit foul or obnoxious odors or that will
MWMMATMKED�LVFZ -:E�= -- V).0 M 33

cause any noise or other condition that will or might disturb the peace. qua. buy. comfort or serenity
of the occupants of surrounding property.
Each Owner shall maintain its Unit in a ti at and orderly condition throughout initial construction
�i of a residential dwelling and not allow trash and debris from its activities to be carried by the wind or
otherwise scattered within the Properties. Storage of consuuction materials on the Unit shall be subject
to such conditions, rules, and regulations as may be set forth in the Design Guidelines. Each Owner sbail
keep roadways, easements. swales, and other portions of the Properties clear of silt, construction materials
and trash from its activities at all times. Trash and debris during initial construction of a residential
dwelling shall be contained is standard size dumpstcrs or other appropriate trash receptacles and removed
regularly from Units and shall not be buried or covered on the Unit. Owners shall remove trash and debris
from the Unit upon reasonable notice by Declarant in preparation for special events.
No noxious or offensive activity shall hC carried on within the Properties, nor shall anything be
done tending to cause embarrassment, discomfort, annoyance, or nuisance to any Person using any
property within the properties. There shall not be maintained any plants or animals or device or thing of
any sort whose activities or existence in any way is noxious, dangerous. unsightly, unpleasant, or of a
nature as may diminish or destroy the enjoyment of the Prop-_tties: - Withourl'rmiting the generality of the
foregoing, no sp:.akrr, horn, whistle. siren, heel, amplifier or other. sound device, except such devices es
may be used exclusively for secirity purposes or as=approved by the ARB.! shall be located, installed or
maintained upon the exterior of any Unit unless required by law.
10.10. Fxterior Strucrores. No exterior structure of any kind nor any artificial vegetation or
sculpture shall be constructed, erected or plated on the outside portion of the Unit, whether such portion
is improved or unimproved, except in strict compliance with Article 9. This shall include without
Iimitatior, bxskcdnil hoops; swing sea and similar sports and play cT4m= clotheslm-r. garbage terns;
wood piles; swimming pooh; seawalls, bulkhrads, or piers; wells; window air-conditioning uam; hot tubs;
antennas; satellite dishes, or any other apparatus for the transmiccion or reception of television, radio,
satellite, or other signals of any kind; and hedges. walls, dog runs, amoral pens. or fences of any sand.
10.11. & ie3IDS• No streams which tun across any Unit may be dammed, or the water thsofrom
impounded, diverted, or used for any purpose without the prior written consent of the Board. except that
the Dxlarant sball have such tights rs provided in Article 11.
o 10.12. Prohibited Conditions. The following conditions• structures. or activities are prohibited
within the properties unless prior apptotal in writing is obtained from the ARB by the Owmr or occupant:
(a) 7rr_ Removal. No trees thavare more than 6 inches in diameter at a point 2 fat
above the ground shall be removed without the prior written consent of the ARB; provided however. any
trees, regardless of their diameter, that arc located within 10 feet of a drainage area, a septic field. a
rmidence, or a driveway. or any disened or dead tress needing to be removed to promote the growth of
other tr= or for safety masons. The ARB may adopt or impose requirements for. or condition approval
of tree removal upon, the replacement of any tree removed.
(b) I.l:tbt n-Fxuetior lighting visible from the street shall not be permitted except for.
(i) approved lighting as originally installed on a Unit; (u) I approved decorative post light, (iii street Lgtas
in conformity with an established str- A lighting program for the Properties; (tv) seasonal decorative lights
during the usual and common s: aon; or (v) front house illumination of model homes: and
34
F1Wr3IiDATA%RE"LJJECR=%COLVi . 41N1
T

(c) Utility 13nes. No overhead utility hies, including lines for cable television, shall
be permitted within the Properties, except for temporary lines as required during construe uo.a and tints
Installed by or at the request of lDeclarant-
10.13. in c and Grading. Catrh basins and drainage aicas arc for the purpose of natural flow
of water only. No obstructions or debris shall be placed in these areas. No Owner or occupant may
obstruct or rechannel the drainage flows after location and installation of drainage wales, storm sewers,
or storm drains.
No Person shall alter the grading of any Unit without prior approval pursuant to Article 9 of this
Declaration. No Person may fill in or pipe any roadside or lot -line Swale, except as necessary to provide
a minimum driveway crossing. nor may any Person pipe. fill le. or alter any lot line Swale used to meet
Noitli Carolina Stormwater Management Permit teTtiremeau• The Declarant hereby reserves for itself
and the Association a perpetual casement across the Properties for the purpose of altering drainage and
water flow. However, the exercise of such an easement shall not materially diminish the value of or
unreasonably interfere with the use of any Unit without the Owner's consent.
The North Carolina Stormwatcr. Management Permit applicable to the. Pror-nits provides that no
more than a certain portion of each Unit, including that portion of the right -of --way between the edge of
pavement and the front lot line, shall be covered by -impervious structures. including asphalt, gravel,
concrete, stone. slate or similar material, not including wood decking or the water surface of swimming
pools. These requirements are set forth in Exhibit 'C' which is attached hereto and incorporated herein
by this reference. This covenant is intended to ensure cosuiramd compliance with the stormwater permit
issued by the State of North Carolina. The State of North Carolina is a third parry beneficiary to this
covenant, and this paragraph may not be changed or deleted without the consent of the State.
10.14. Sioht Dicrance at irnetseciionS. No fence, wall. hedge, or shrub planting which obstructs
sight lines at elevations between 2 and 6 feet above the roadways shall be placed or permitted to remain
on any corner Unit within the triangular area formed by the street property Imes and a lie connecting them
at points 25 feet from the intersection of the street lints, or in the txse of a rounded Property corner, from
the intersection of the street property lines extended. The same sight line lrmituions shall apply on any
Unit within 10 feet from the intersection of a street property line with the edge of a driveway or alley
pavement. No tree shall be permitted to remain within such dismicts of such intersxaoa unless the foliage
line is maintained at sufficient height to prevent obstruction of such sight lines.
10.15. Mat lboxes. The ARB reserves the right to approve .the style, design, color and location
prior to any original installation or replacement of any mailbox. Application shall be made to the ARB
prior to insmlladon or replacem=nL By accepting a deed to a Unit. each Owner gives.the ARB the right
to remove any nonapproved mailbox in a reasonable mariner; all costs for.same shall be paid by Owner
of such Unit, and all claims for damages caused by the ARB are waived.
Materials,t�mminp. Etc. All garbage cans shall be local; d or
10.16. S oraer�of _C�ri�age
screened so rs to be concealed from view of neighboring streets and property All rubbish, trash. and
garbage shall be re removed and shall not be allowed to accumulate. There shall be no dumping
ofgrrss clippings, leaves other debris; rubbish, trzsh or garbage; petroleum products. ferulizers. or
other potentially hazardous or toxic substances in any drainage ditch, stream. pond, or tale within the
Properties, except that fertilizers may be applied to landscaping on Units provided care is taken to minimize
runoff. Dularant and Builders may dump and bury rocks and trees removed from a buulding site on such
35
F.AWr5M' ATAVLIMWEG t CMVI � _

building site. Owners and occupants may burn or bury biodegradable trash lrays, debris or other
materials In accordance with rules established by the Board.
No lumber, metals, bulk materials, refuse, trash or other similar materials shall be kept, stored
or allowed to accumulate outside the buildings on any Unit, except during the initial construction period
of the Improvements to the Unit. In addition, during construction the building m3tcriale on any Unit shall
be placed and kept in an orderly fashion.' Any Unit on which construction is in progress shall be policed
prior to each wr_kend and during the weekend all materials shall be neady stacked or placed and any trash
or waste materials shall be removed.
10.17. Subdivision of Unit. No Unit shall be subdivided or its boundary lines changed after a
subdivision plat including such Unit has been approved and filed in the Public Records without the
Declarant's written consent. D clarant, however, hereby expressly reserves the right to mplat any Unit
`%r Units which it or any Builder owns, with the written prior consent of the owner of the Uni6r Units
affected. Any such division, boundary line change, or replacing shall not be in violation of the applicable
subdivision and zoning regulations, if any.
10.18. , nc. The discharge of firearms on the Properties is prolubhed. The term 'firearms'
includes without limitation 'B-B' guns, pellet guns, and firearms of all types. The Board may impose fines
and exercise other enforcement remedies as set forth in this Dedarationto enforce. this restriction, but shall
not be obligated to exercise self-help to prevent any such discharge.
10.19. Combusnble Linnid. There shall be no storage of gasoline, propane, heating or other fuels,
except for a r..zsonable amount of f is that may be stored in containers iappropriate for. such purpose on
each Unit for emergency purposes and operation of lawn mowers and similar tools or equipment and except
as may be approved in writing by -the ARB. The Association shall be permitted to store fuel for operation .
of maintenance vehicles, generators and similar equipment.
1020. Como Ilion of Construction: 0 ancv of Unnnish^d Units. No dwelling erected upon
any Unit shall be occupied in any manner before commencement of construction or while in the course of
construction, nor at any time prior to the dwelling hang fully completed After commencement of
construction, each Owner shall diligently continue construction to complete such construction in a timely
manner. VJ'nh respect to construction of a residential dwelling, such construction shall be completed within
one year from commencemen.
For the purposes of this Section, commencement of construction shall m-an that (i) all plans for
such construction have been approved by the ARB; (h7 a building permit bas been issued for the Unit by
the appropriate jurisdiction; and (Hui) construction of a=residential dweliing.oathe Unit has physically
commcnced beyond site preparation. Completion of a dwelling shall tmean:that a certificate of oeelnranCy
has b=n issued by the appropriate jurisdiction for the Unit.
1021. TernM ary Structures. Except as may be permitted by the Declarant during initial
construction, or the ARB tirereafter. no temporary house, dwelling, garage, barn or out building shall be
placed or erected on any Unit. No mobile home, trailer home, travel trailer. camper or recreational
vehicle shall be stored, parked or otherwise allowed to be placed on a Unit as a temporary or permanent
dwelling.
10.22. 1 9kes Ponds and Streams. All takes, ponds, and streams within the Properties. if any -
shall be used only in accordance with such rules and regulations as may be adopted and published by the
rawernoATA%RED%ZLUWVXEl M%'3-win 36

Board. The Owner of amy Unit adjacent to any lake, pond or stream and such Owner's families, ten...
guests and invitees may fish within any such hike, pond or stream, If such late, pond or stream, is owned
by the Association and is not located adjacent to any golf course, subJect to all applicable license,
possession." size limits and rules adopted by the Association. Swimming, boating and other active�
of lanes. ponds or streams within or adjacent to the Properties shall be probibited. The Association shy
not be responsible for any loss, damage. or hjury to any person or property arising out of the authorized
or unauthorized use of lakes, ponds, or streams within the Properties. All lakes and ponds conveyed to
the Association shall permanzatly serve stotmwater drainage purposes for the Association.
10.23. Irrigation $}stems and Welk Sprinkler or irrigation systems or wells of any type which
draw upon water from lakes, streams, rivers, ponds. wetlands. Canals. or other ground or surface waters
within the Properties shall not be permitted. except that Declarant shall have the tight to install wells within.
ot`abutting the Properties and except that the Declarant and the owner of any golf course. shall have the
right to draw water from such sources, indnding ground %rater, within the Properties:
10.24. Wetlands. All areas designated on any recorded plat as 'wetlands' shall be generally left
in a nanual state, and any. proposed altcradon-of the wetlands must be in accordance -with -any restrictions
or covenants recorded against such property and be approved by-the.Atmy.Corps of Enoinrrs (COE) and
Divnion of Water Quality (DWQ). Prior to any proposed altesation of a emit. the.Qwn:s shall d-termin:
If any portion thereof lies within the COE approved welarid boundary. Allptoposed-fill and/or excavation
within delineated wetlands on an Owners Unit will require eompanatory mitigation prior to gaming permit .
approval and will nttd to be coordinated with the approved wetland mitigation plan for the Properties and
COE and DWQ.
10M. Golf Course Areas. Owners of Units adjacant to any golf course, as well as their fatmlies,
tertanitc, guests. invitees; and pets, shall be obligated to refrain from any acdw which woulddistract from
die playing qualities of any golf con= adjacent to the Properties. Such probibited activities shall include,
but shall not be ]'united to, burning materials where the smoke will cross the golf course property.
maintenance of dogs or other pas erode conditions which hn--d= with golf course play due to their loud
barking or other actions, playing of loud radios, televisions, stereos or musical instruments, running.
bicycling, skateboarding, vm1king or trespassing in any way on the golf course property. picking up balls
or similar interference with play. In addition, no Person shall, by vume of this Declaration, have any right
to use any portion of any golf can path system, including any portion thereof which may be situated upon
Common Area. without the prior approval of the owner of such golf course. This covenant is for tho
benefit of any golf course adjatxnt to the Properties and the owner thereof and persons playing golf on said
golf courses and shall be enforceable by the owner of such golf course.
10.26: Mining. Oil. gas or mineral exploration; drilling. boring. development, refining.
quarrying, or mining operations and all construction and%equipment Incident therein; oil or gas wells and
all related equipment and facilities; excavations for minerals; and mine shafts are prohibited within the
Properties.
r:FW"BDATAV MF Wr-aarFCMW-AnM 37
I

J:\ I, :lJ i is U _/t4 U
Article 11.
11.1. F•«ments of Encroachment. There shall be reciprocal appurtenant easements of
encroachment, and for m_tacn;mce and use of any permitted encroachment, between adjacent Units
baween each Unit and any adjacent Common Area. and between each Unit and any adjacent private
Amenity due to the unintentional placement or scaling or shifting of the improvements constructed,.
reconstructed, or altered themn (m accordance with the terms of these restrictions) to a distance of not
more than three feet, as noznned from any point on the common boundary along a line perpendicular to
such boundary. However, in no event shall an casement for encroachment exist if such encroachment
occurred due to willful and knowing conduct on the partof, or with the knowledge and consent of, the
Person claiming the benefit of such easement.
11.2. Fasements for Utilities- Flc.
(a) There arc hereby reserved to the Declarant, so long as the Declarant owns any property
which is subject to this Declaration or which may be unilaterally subjected to this Declaration by the
Declarant, the Association, and the designees of each (which may include, without limitation, any
governmental or quasi-govcttanemal entity and any utility company) pc pcmal_non-exclusive. easements
upon, across. over. and under all of the Properties to the extent reasonably necessary for the purpose of
Installing. constructing. monitoring, replacing. repairing. maintaining. operating and removing cable
television.systems, master television nnte,ma systems, and other devices for sending or receiving data
and/or other electronic signals: security and similar systems; roads, walkways, pathways and trails; lakes. .
ponds, wetlands. irrigation. and drainage systems; street lights and signage; and all utilities, including,but
not limited to, water, sewers:lelephona, gas. and electricity. and utility meters. and an ers=mt for accss
of vehkular and pedestrian trarmc over. across, and through the Properties, as necessary, to exercise the
easements described above.
Dec specifically gruus to the local water supplier, elc.=ic company. telephone company. and
natural gas supplier easements across the Properties for ingress. egress. installation. reading, replacing.
repairing, and maintaining utility lines, meters and boxes, as applicable.
(b) There is hereby reserved to the Declarant. so long as the Declarant owns any property
which is subject to this Declaration or which may be umlatesally subjected to this Declaration by the
Declarant. the non-exclusive right and power to grant such specific casements as may be necessary. in the
sole discretion of Declarant. In connection with the orderly development of any -property described on
Exhibits 'A' or 'B.'
(c) Any damage to a Unit resulting from the exercise of the casements described In subs cfLons
(a) and (b) of this Section shall promptly be repaired by, and at the expense of, the Person exercising the
easemcut The exercise of these erscments shall not extend to p-_tmiuing entry into the structures on any
Unit, nor shall it unreasonably h1mfere with the use of any Unit and, except In an emergency, entry onto
any Unit shall be made only after reasonable notice to the Owner or occupant.
(d) Declarant reserves unto itself the right, in the exercise off its sole discretion. upon the
request of any Person holding, or intending to hold, an interest in the Properties, or at any outer time -
to release all or any portion of the Properties from the burden, effect, and encumbrance of any Of the
casements granted or reserved under this Section, or CH) to define the limits of any such easemems-
r:�wni�o�r�vcrmewecatxvr-uvyn 38

11.3. F rem-rt for SlQpc Ciintrol Drainapand WaterwaY Maintenance. The Declarant, for
itsraf and the Association, and their respective representatives. successors and assigns. contractors and
agents, hereby establishes and reserves a psmanent and perpetual non-exclusive ersanent appurtenant
over, across, under, through and upon each Unit for the purposes of:
(a) controlling soil erosion, including grading and planting with vegetation any areas of any
Unit which are or may be subject to soil erosion;
(b) drainage of natural or man-made water flow and water areas from any portion of the
Properties;
(c) changing, modifying or altering the natural flow of water, water courses or waterways on
or adjacent to any Unit;
(d) dredging, enlarging, reducing or maintaining any water areas or waterways within the
Properties; and
(e) installing such pips, lines, conduits or other equipment as may be necessary for slop:
control, drainage and waterway. maintenance of any portion of the Properri s.
11.4. Fasernerm to Serve Additional Prot=. The Declarant hereby reserves for itself and its
duly authorized agents, representatives, and employes, successors, assigns. licens. s, and mortgagees,
an easement over the Common Area for the purposes of enA m=4 use, access. and developmctit of the
Prop -_thy dscrIed in Exhibit -B; vbtd= or not such prop_tty is made subject to this Declaradom This
tumnent includes, but is not limited to, a right of ingress and egress over th:.Common Area for
construction of roads and for coin_ -sing and installing utilities on such property. Declarant agrees that
it and its successors or assigns shall b- responsbl: for any damage caused to the Common Area as a result
of vehicular traffic connected with d_-vdopment of such property. Declarant further agr-...s that if the
easement is exercised for p-.rmanzw acctss to such property and such Property or any portion thereof
becefrtting from such cas=-nt is not toad: subject to this D-.claration. the Declarant, its successors or
assigns shall entez into reasonable agreso-rn with the Association to share the cost of any maintenance
which the Association provides to or along any roadway providing access to such property.
11.5. Ezs-m-nt for Entry. The Association shall have the right, but not the obligation, and a
p-.zp,.mal cis-_mect is hereby granted to the Association, to enter all portions of die Properties. including
each Unit, for emxgency, security, and safety reasons. Such right may be exrcised by the authorized
agents, employees and managers of the Assocarion, any member of its Board orxommittes. and its
officers, and by all police offic=. fire fighters. ambulance p-rsotmeL and similar emergency Persormel
In the performance of their ditties. Except In, emergencies. 'entry' -onto .a Unit.shall be only.during
r=onable hours and after notice to and p..rmission from the owner. This easement includes the right to
enter any Unit to cure any condition which may Increase the risk of fire. slope erosion, immediat- risk of
personal h}jury. or other hazard if an Owner falls or refuss to cure the condition within a reasonable tint:
after request by the Board. but shall not authorize entry into any dwelling wMIMI permission of the Owner.
except by emergency persomel acting in their official capacities. Any entry by the Association or its
authorized agens, employees or managers of the Assocathonn, any member of its Board or committees. or
its officers onto a Unit for the purposes specified be -rem shall not constitute a trespass.
�1-6-F� n for'T paint=nanec a d Enforcem Authorized agents of the Association shall
have the right, and a p-rpeuW ens -mine (s hereby gratucd to the Association, to enter all portions of the
FAWr3I%DATAVtrD"LVEQFJMNCC'0..V7• 4nf" 39

Propcnirs, including each Unit to (a) perform its ant r�2nce reTonsibilities.und-r Article 5, and (b)
make inspections to ensure compl'hartcc with this Declaration, any Supplemental Declaratloq By -Laws,
Design Guidelines and rules. Except in emergencies, cnuY onto a.Unit sball be only during reasonable
hours. This czscment shall be exercised with it minimum of interference to the quiet enjoyment to Owners•
property, and any damage shall be repaired by the Association at its expense.
The Association also may enter a Unit to abate or remove, using such measures as may be
reasonably necessary. any structure, thing or condition which violates the Declaration, any Supplemental
Declaration, the By -Laws, the Design Guidelines, or the rules. All costs incurred. including reasonable
attorneys felt, may be assessed against the violator as a Specific Assessment.
11.7. Ea,.mmcnts for Uke and Pond t t "" d Flood West-r. The Declarant reserves for
itself and -its successors, assigns, and dcsig ices.the nonexclusive right and Moment, but not tit-- obligation, . .
to enter upon the lakes, ponds, streams. and wetlands located within the Area of Common Responsibility
to (a) install, keep, maintain, and replace pumps in order to provide water for the irrigation of any of the
Area of Common Responsibility or any Private Amcniry: (b) construct, maintain, and repair any bulkhead,
wall, dam, or other structure retaining water; and (c) remove trash and other debris therefrom and fulfill
their mainicilance responsibilities as prod d in this Declaration (Lhe:Declarant s nghts and eases--nis
_�.:.. _.t.:..,..t.:.-Cw:.... et,�ll t,- r, �nefe•mA in t1tG'ASSOCIaIloII. at SIICii-nlIl'.-as-Ll1eDxlaIaIItIhalI:CCFSC=t0,
- , . - a- —Tit Declarant. the Association. and their
discfetion,_to_transfer-such-rights-by-a-written=hmuumeae.J
designrs shall have as access e.-semem over and across any of the Properties abutting or containing any
portion of any lake, pond, stream, or wetland to th-- extent reasonably n_otssary to exercise their rights
under this Section.
There is ftudh-er reserved herein for the b-=fit of Declarant, th-- Association, and their successors,
assigns and designees. a perpetual, nonexclusive right and casem--m of access and enctoacbm-m over the
Common Area and Units (but not the dwellings th-_rcon) adjacent to or wiO*20 fe--t of bike beds, ponds,
streams and wetlands in ord--r to (a) teIItporatfly flood and back water upon and maintain water over such
pordom of the Prop=-d= (b) fiIl, dram. dredge, darn. dean. fertile. dye. and ge rally maintain the
lakes, ponds; streams, and wetlands within the Area of Common Resptnsibility; (c) maintain and landa ape
the slopes and batiks pertaining to such lakes, ponds, streams. and wetlands, and (d) entr upon and across
such portions of the Properties for the purpose of exercising its rights under this, Section. All person
entitled to exercise these t7s-m-ntc shall use rt= able tare in, and repair any damage resulting from the
int=tional exercise of such czsrments Nothing herein shall be construed to make Dxlarant or any other
Person liable for damage resulting from flooding due to heavy rainfall or other .aM11-4 disasters.
Declarant reserves Irmo itself the right, in the exercise of its sole d'iscTction.Upon the request of
any Person holding, or intending to hold, an interest in the Properties, or at any otherdme. (Ito release
all or any portion of the Properties from the burden, effect, and encumbrance of any. of the easements
granted or rserved under this Sectiorr, or (11) to define the limits of any such easements.
11.8. i &tonal St4W21. Every portion of the Common Area, every Unit, and any improvement
which contributes to the lateral support of another portion of the Common Area or of another Unit shall
be burdened with an ra crrnmf for lateral support, and each shall also have the right to lateral support which
shall be appurtenant to and pass with title to such property.
40
F.AWrs1,DATAWED LUEG Fm1Kvl-u M
1

m arromrsarrom�� f• • 11 1
(a) Every Unit and the Common Area and the common property of any Neighborhood
Association adjacent to any Private Amenity are burdened with an easement permitting golf balls
unintentionally to. come upon such Common Area, Units or common property of a Neighborhood and for
golfers at reasonable times and in a reasonable manner to come upon the Common Area, common property
of a Neighborhood, or the exterior portions of a Unit to retrieve errant golf balls; provided however, if any
Unit is fenced or walled, the golfer shall seek the owner's permission before entry. The existence of this
easement shall not relieve golfers of liability for damage caused by errant golf balls. Under no
circumstances shall any of the following Persons be held liable for any damage or injury resulting from
any activity relating to the Private Amenity, including but not limited to, any errant golf balls or the
exercise of this easement: Bluegrc=­C&rolina.Land, Inc., the Declarantor any successor Declarant;. the
Association or its Members (m their capacity -as such);.the.�owner(s) of the Private Amenities or their
successors, successors=tn-title, or assigns; any officer,.director or parurer of any of the foregoing; nor any
officer or director of any partner of any of the foregoing.
(b) The owner(s) of the Private Amenities. their respective successors and assigns, shall have
I p-..tp--mal, exclusive easement of acres over the Properties for the purpose of retrieving golf balls from
bodies of water within the Common Areas, if any, lying reasonably within range of golf balls hit from any
golf course within such Private Amenity.
(c) Tbeowner of any Private Amenity within or adjacent to any portion of the Properties, its
agents. suors and assigns, shall at all times have a right and non-exclusive casement of access and use
over those portions of the Common Areas reasonably necessary to the operation, main-nanee, repair and
replacement of its Private Amenity.
(d) There is hereby established for the benefit of the Private Amenities and their members.
(regardless of whether such members are owners hereunder), guests, invitees, employes, agents,
contractors, and designees. a right and nonacclusive ersanent of access and use over all roadways located
within the Properties reasonably necessary to travel between the entrance to the Properties and the Private
Amenities and over those portions of the Properties (whether Common Area or otherwise) reasonably
necessary to the operation, mairttenance, repair, and replacement of the Private Amenities. Without
limiring the generality of the foregoing. members of the Private Amenities and guests and invitees of the
Private Amenities shall have the right to park their vehicles on the roadways located within the Properties
at reasonable times before, during, and after tournaments and other similar functions held by or at the
Private Amenities to the extent that the Private Amenities have insufficient parking. to accommodate such
vehicles.
(e) Any portion of the Properties immediately adjacent to theTrivate Amatities are hereby
burdened with a non-exclusive easement in favor of the adjacent Private Amenities for ovetspray of water
from the irrigation system serving the Private Amenities. Under no circumstances shall the Association
or the owner(s) of the Private Amenities be held liable for any damage or injury resulting from such
overspray or the exercise of this easement-
(f) The Declarant hereby reserves for Itself, its successors and assigns, and may assign to the.
owner(s) of the Private Amenities, an easement and all rights to draw water from the lakes and Ponds
within or adjacent to the Prop -.sties for purposes of irrigation of the Private Amenities and for access to
and the right to enter upon the lakes and ponds within or adjacent to the Properties, if any, for installation
and maintenance of any irrigation systems.
FWf•�I�DATAVIIDMLUEGNEEICCM1-v7 • u M 41

(g) Fseh Owner of a Unit adjacent to the Private Amenities hereby aclsowlcdges the past
of the erscmerus contained in this Section and any nuisances incidental to the maintenance, operation; imd
use of, in particular, any golf course.
11.10. Liability for Use of E2stments. No Owner shall have a claim or cause of action against
the Declarant, its successors or rsstgns, &rising out of the exercise or non -exercise of any cuement
reserved hereunder or shown on any subdivision plat for the Properties, except in casts of wino or
wamon misconduct.
11.11. Fasern-tit for axial Evans. Declarant hereby reserves for itself, its successors, assigns
and designees a p_rpc=L non-exclusive casement over the common Area for thepurpose of conducting
educational, culai al, entertainment, or spotting events, and other activities of general community interest
RE such locations and times as Declarantin its sole discretion, deems appropriate. Each Owner. by.. • . .
accepting a deed or other Instrument conveying any interest in a Unit, 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 of its Unit to tale no
action, legal or otherwise, which would interfere with the exercise of such easement or to recover damages
for or as the result of any such activities.
11.12. Rihm to Stormwat-r Rtml 1ff Ffliu^rtt and Water Reclamation. Declarant hereby reserves
for itself and its design=, including but not limited to the owner of any Private Amenity. all rights to
ground water. surface water. storm water runoff. and.efilucnt located or produced .within the Properties.
find each Owns agrr_s, by accepts: of a deed to a Unit. that Dxlaraer shall retain all such rights. Such -
right shall include an easement over the Properties for aces, and for installation and maintenance of
facilities and equipment to capture and transport such water, runoff and effluent.
(a) The Declarant rs:n-:s for itself and its sucrssors, assigns, and designees the non:xchusive
right and easement, but not the obLEation. to enter upon greenbelts, buffer zones and nondisnubatue etas
located within the Area of common Responsibility to remove trash and other debris therefrom and fulfill
maintenance responsibilities rs,-provided in this Declaration. The Declarant's rights and easements
provided in this Section shall be automatically transferred to the Association at such time as the Declarant
shall cease to own any property subject to the Declaration. or such earlier time as Declarant may elect. in
Its sole discretion, to transfer such rights by a written instrument- The Declarant, the Association, and
their dsigncs shall have an access usenet over and across any of the Properties abutting or containing
any portion of greenbelt, buffer zott: or nondismrrba= arcs to the e=nt reasonably necessary to exercise
their rights under this Section.
(b) Encroachment of structures into, over, or across greenbelts, buffer zones and
nondisnubance areas shown on any recorded subdivision plat of the Properties is stricxly•prohtbiied.
I.aitdscaping in these areas is subj:x to removal in the reasonable discretion of Declarant in the ordinary
course of mailme^an/r of these areas. Awry landscaping permitted shall be installed III conformance with.
Article 9 herein. All Persons entitled to exercise these easements shall use reasonable care in, and repair
any damage resulting from the intentional exercise of such easements.
(c) Declarant reserves umo itself the right, in the exercise of its sole disccction, upon the
request of any Penton holding, or inr_nding to hold, an interest in the Properties, or at any other time. n to
FAWrr I%DAT&%XED%al-tlMILEE%Cv-vr-AMM 42
1

release all or any portion of the Properties from the burden: effect, and encumbrance of any of the
ez'sements granted or reserved under this Section, or (ii) to define the limits of any such easemens.
u • t ji !D53IJIMY46JEW►
The following provisions are for the benefit of holders, insurers and guarantors of rust Mortgages
on Units in the Properties. The provisions of this Article apply to both this Declaration and to the
By -Laws, notwithstanding any other provisions contained therein.
12.1. Notices of Action. An institutional holder, insurer, or guarantor of a first Mortgage who
Provides a written request to the Association (sµch request tounte the name and address -of such holder, -
insurer, or guarantor and the street address of the Unit to which its Mortgage relates, thereby becoming
an 'Eligible Holder'), will be entitled to timely written notice of.
(a) Any condemnation loss or any casualty loss .which.. affects a material portion of the
Properties or which affects any Unit on which there is a first Mortgage.beld,. insured, or guaranteed by
such Eligible. Holder '
(b) Any delinguency in the payment of assesy+entor charges owed by a Unit subject to the
Mortgage of such Sigibizz Holder, where such delinquency has continued for a period of 60 days, or any
other violation of the Declaration or By -Laws relating to such Unit or the Owner or Occupant which is not
cured within 60 days:
(c) Any lapse, cancellation, or material modification of any insurance policy maintained by
the Association; or
(d) Any proposed action which would require the consent of a spccincd.p--rcentage of i ligible
Holden.
12.2. No priority. No provision of this Declaration or the By -Laws gives or shall be construed
as giving any Owner or other parry priority over any rights of the first Mortgagee of any Unit in the We
of distribution to such Owner of insurance prods or condemnation awards for losses to or a taking of
the Common Area.
12.3. Notice to Association. Upon request, each Owner shall be obligated to furnish to the
Association the name and address of the holder of'-anyMortgage encumbering such Owner's Unit.
12.4. Failure of Mortgage to Resound. Any Mortgagee who receives a written request from
the Board to respond to or consent to any action shall be deemed to have approved such action if the
Association does not receiae a wrinen response from the Mortgagee within 30 days of the date of the
Association's request, provided such request is delivered to the Mortgagee by certified or registered mall.
rerun receipt requested.
12.5. Construction of Article 12. Nothing contained in this Article shall be construed to reduc"
the p--rcenmge vote that must otherwise be obtained under the Declaration. By -Laws, or North Carolina
law for any of the acts set out in this Article.
r�wrrnnartiu rrnvwwrsart�cuvr - even 43

I ::: ►II : :1h
Any or all of the special rights and obligations of the Declarant set forth in this Declaration or the
�) By -Laws may be transferred in whole or in part to the Association or to other Persons, provided that the
transfer dull not reduce an obligation nor enlarge a right beyond that which the Declarant hzs under this
Declaration or the By-laws. No such transfer or assignment shall be effective unless it is in a written
instrument signed by the Declarant and duty recorded in the Public Records.
The Declarant and Builders authorized by Declarant may maintain and carry on upon portions of
the Properties such facHides and activities as. in the sole opinion of the Declarant. may be reasonably
required, convenient, or incidental to the development of the Properties and/or the eoamucdon or sale of
Units, including, but not -limited to, business offices, signs, model units, and sales offices. The Declarant
and authorized Builders shall have casements for access to and use of such facilities.
The Declarant and its employees, agents and designer shall also have a right and easement over
and upon all of the Common Area for the purpose ofmalting, constructing and installing such
improvements to the Common Arta as it deems appropriate in its sole discretion.
No Person shall.reoord any declaration of covenants,-condidons and restrictions, orAtclaration of
condominium or similar Instrument affoctirig any portion of the Properties without Dzelarut's review and
written consent.. Any attempted recordation without such consent shall result in such instrument being void
and of no force and effect unless subsequently approved by written consent signed by the Declarant and
recorded in the Public Records.
Notwithstanding anyy -contrary provision of this Declaration, no amendment to or modification of
any use restrictions and rules or Design Guidelines trade after termination of the Class B' Control Period
shall be effective without prior notice to and the wrin= consent of the Declarant, so long zs the Declarant
owns any property which is subject to this Declaration or which may be unnaterally subjtcmd to this
Declaration by the Declarant.
This Article may not be amended without the written consent of the DeclaranL The rights
contained in this Article shall terminate upon the earlier of (a) 25 years from the date this Declaration is
recorded, or (b) upon recording by Declarant of a written statement that all sales Rcdvity Ines cersvL
Article 14. ol
14.1. General. Neither member in the Association nor ownership or occupancy of a Unit
shall confer arty ownership interest In or right to use any Private Ameaity. Rights to use the Private
Amenities will be granted only to such persons, and on such terms and conditions, is may be determined
from time to time by the respective owners of the Private Amenities. The owners of the Private Amenities
shall have the right, from time to time In their sole and absolute disaetion and without notice. to amend
or waive the terms and conditions of use of their respective Private Amenities. including. withouk
limitation, eligibility for and duration of use rights, categories of use and extent of use privileges. and
number of users. and shall also have the right to reserve use rights and to terminate use rights altogether.
subject to the terms of any written agreements with their respective members.
r wvm IY M 44
I

14.2. Convpvance of Private Am-ni i-s. All Persons, including aH Owners. are hereby advised
tbia no representations or warranties have been or arc made by the Dtclatant, the Association. any BuIides
or by any Person acting on behalf of any of th- foregoing, with regard to the continuing ownership or
operation of any Private Amenity, and no purported representation or warranty in such regard, either
written or oral. shall be effective unless specifically set forth in a written insmanent executed by the record
owtrr of the Private Am. ihy. Further, theow=nWp or operation of the Private Amenities may change
at any time by virtue of, but without limitation. (a) the sale to or assumption of operations of any Private
Amenity by a Person other than the current own-r or operator. or (b) the conveyance of any Private
Amenity to one or more affiliates, shareholders, employers, or inil-pendent contractors of the Declaratu.
No consent of the Association, any Neighborhood Association, any Voting Delegate, or any Owner shall
be required to effectuate any change in ownership or operation of any Private Amenity, for or without
consideration and subject to or free of any mortgage, covenant, lien or other encumbrance.
14.3. Vicw Impairmm Neither the Declarant, the Association, nor the owner of any Private
Amntity, guarantees or represents that any view over and across any Private Amcnity. the Common Area
or any public facilities from Units will be preserved without impairment The owners of such property,
shall have no obligation to prune or thin trees or other -landscaping, and shall have the right, in their sole .
and absolute discretion, to add trees and other landscaping to the Private Amcniti-s, the Common Ara or
the public facileis from time to time. In addition,.ih- own`r.of any Private Amenity.which includes a golf .
cour= may, in its sole and absolute discretion, change -the lotation,.configutatior4 size and elevation of
the trrs, bunkers, fairways and guns from time to tithe. The owner of any Private Arntpity which
bclndtt a marina may, in its sole and absolute discretion, change, the location, configuration or size of any
aaiknays, docks and docking slips from time to time. Any such additions or changes may diminish or
obstruct any view from *the Units and any express or implied'casemeons for view purposes or for the .
passage of light and air are hmrby expressly disclaimed.
14.4. Righn of Acccn and Parking. Th-re is hereby established for the benefit of the Private
Amenities and their members (regardless of wh-th-r such members ate Own-rs her-und`r), guests.
invites, employees, agents, contractors, and designzcs, a right and nonaoclusive easement of access and
use over all rcadvrzys located within the Properties r-..zsombly accessary to travel bctw=n the entrance
to the Properties and the Private Amenities and over those portions of the Propererties (whether Common
Area or otherwise) r..zsonably necessary to the operation, maintenances repair. and replacement of the
Private Amenities. Without limiting the guLrality of the foregoing. menbers of the Private Amenities and .
guests and invitees of the Private Amenities shall have the right to park their vehicles on the roadways
located within the Properties at reasonable times before, during, and after tournaments and other sim"Iar
functions held by or at:the Private Amenities to the rxr_M that the Private Amenity has ins' f mic= parking
to accommodate such vehicles.
.145. Cost Sharinv At>ree =. The Association may emter'iow a Cost Sharing Agreement with
any Private Amenity obligating the Private Amenity or the Association to contribute funds for, among other
things, shared property or services and/or a higher 1-ve1 of Common Area maimenanc--.
14.6. Architectural Control. N ddmr the Association, nor any committee thereof, shall approve
or permit any construction, addition. alteration. change. or Installation on or to any portion of the
Properties which Is adjacent to, or otherwise in the direct line of sight of. any Private Amenity without
giving the Private Amenity at least 15 days' prior written notice of Its Intent to approve or permit the same
together with copies of the request and all other doeumeuts and information finally submitted in such
regard. The Private Am-nity shall then have 15 days to approve or disapprove the proposal is writing
delivered to the appropriate cormnla or Association, stating in detail the reasons for any disapproval•
F.NW"I%DATAUMrXLVMRE ,CCF-V3-u M 45

UA t `
The failure of the Private Amenity to respond to the notice within the 15-day period shall constitute a
waiver of the Private Amenity's right to object to the matter. This Section shall also apply to any work.
on the Common Area.
1 14.7. l ke R^snriQf=. Upon request of the owner of any Private Amenity, the Association shall
enforce in use restrictions and rules against any Own-r or occupant violating such regulations within such
private Amenity, including but not limited to the exercise of the Association's self-help rights for violation
of sign and pet restrictions.
14.9. limitations on Amendments. In recognition of the fact that the provisions of this Article
are for the benefit of the Prh-AM Amatity, no amendment to this Article, and no amendment in derogation
of any other provisions of this Declaration br=fining any Private Amenity, may be made without the
written approval of the Prh ate Amr_oity. The foregoing shall not apply; however, to amendments made
by the Declarant.
14.9. jurisdiction and CQg=ration. It is Declarant's intention that the Association and the
Private Amenities shall cooperate to the maximum extent possible in.the operation of the Properties and
the Private Amenities. Each shall reasonably zssist th- other in upholding the Community-FVido Standard
as it pertains to maintenance and th- Design Guidelines. .The Association shall have no power to
promulgate use restrictions or rules affecting activities on br;usc of die Private Amenities without tie- prior
written consent of the owners of the Private Amenities affected thereby.
trJ rt.t
(a) Unless terminated as provided in Section 15.1(b). this Declaration shall run with the land
and shall be binding on all parties and Persons claiming under them for a period of 20 years from the date
this Declaration is recorded.- This Declaration shall atnomad-ally be extended at the expiration of such
period for sur=ssive periods of 10 years each. unless terminated as provided herein. Notwithstanding the
above, if any of the covenanu. conditions, restrictions, or other provisions of this Declaration shall be
unlawful. void; or voidable for violation of the rule against papaiddes, turn such provisions shall continue
only until 21 years after the death of the I= survivor of the now living dscendann of Elizabeth IL Qu!=1
of England.
(b) Unless otherwise provided by North Carolina law, ia.which tase such law shall control,
this Declaration may not be tenninated within 20 years -of 'the' date of recording without the consent of all
Owners. Thereafter, it may be terminated only by an instrument. signed by owners of at lerst 75.% of die
total Units within the Propatis and by the Declarant, if the Declarant owns any portion of the?Wades,
which insntmrent is recorded in the Public Records. Nothing in this Section shall be construed to pau d
termination of any ersanan created In this Declaration without the consent of the holder of such easemect
(a) By Declarant. Until termination of the Class 'B' membership. Declarant may unilaterally
amend this Declaration for any purpose. Thereafter. the Declarant may unilaterally amend this Declaration
at any time and from time to time if such amendment is necessary (1) to bring any provision into
F.iWrSneATAIP--M%BLUEL `A E%CCIL\7. a M 46

compliance with any applicable governmental statute, talc, regulation, or judicial determination; (it) to
enable any reputable title insurance company to issue title insurance .coverage on the Units; ('tit) to unable
any institutional or governmental lender, purchaser, insurer or guarantor of Mortgage loans, ineiuding.
for example, the Federal National Mortgage Association or Federal Home Loan Mortgage Corporation,
to make, purchase. Insure or guarantee Mortgage loans on the Units; or (iv) to satisfy the r_quiremcns of
any local, state or federal governmental agency. However. any such amendment shall not adversely affect
the tide to any Unit unless the Owner shall consent in writing. In addition. so long as the Declarant owns
property which is subject to this Declaration or which may be unilaterally subjected to the Dxlatadon by
the D.clarant, it may unilaterally amend this Declaration for any other purpose, provided the am-..ndm:ni
has no material adverse effect upon any right of any Owner.
(b) By Members. Except as otherwise specifically provided above and elsewhere in this
Declaration, this Declaration may be amended only by the affirmative vote or written comentc or any
combination thereof, of Voting Delegates representing 67% of the total Class "A' votes in the Association,
including 67% of the Class 'A' votes held by Members other than the Declarant, and the written consent
of the Declarant, so long as the Declarant owns any property which is subject to this Declaration or which
may be unilaterally subjected to this Declaration by the Declatant. Except as.provided in this Declaration,
no Class 'Co Member shall be entitled to vote on any amendment to the Declaration.
Notwithstanding the above, the percentage of votes necessary to amen&a-specific clause shall not
be less dun the prescribed perccntage of affirmative Yom required for action to be taken under that clause.
(c) Validity and Effective Date. Any amendment to the Declaration shall become effective
upon recordation in the Public Records, unless a later effective date is specified in the am-ndm-nt .Any
procedural challenge to an amendment must be trade within six months of its recordation or such
amendment shall be presumed to have been validly adopted. In no event shall a cbange of conditions or
circumstances operate to amend any provisions of this Declaration. No amendment may remove, revoke,
or modify any right or privilege of the Declarant or the Class "B" Member without the written consent of
the De_larant, the Class "B' Member, or the assignee of such right or privilege.
Jf an Owner toners to any amendment to this Declaration or the By -Laws, it will be conclusively
presumed that such Owner has the authority to consent, and no contrary provision in any Mortgage or
contract between the Owner and a third parry will affect the validity of such amendment
15.3. SaverabIity. Invalidation of a y provision of this Declaration, in whole or in part. or any
application of a provision of this Declaration by judgment or court order shall in no aay affect other
provisions or applications..
15.4. j is=e�lution. It is the intent of th--Association:and the D.eclarant to encourage the
amicable resolution of disputes involving the properties and to avoid the emotional and financial costs of
litigation if at all possible. Accordingly. the Association, the Declarant and each Owner covenants and
agrees that it shall attempt to resolve all claims, grievances or disputes involving the Properties including.
without limitation, claims, grievances or disputes arising out of or relating to the interpretation. application
or enforcement of this Declamdon, the By -Laws, the Association rules, or the Articles throtigh alternadve
dispute resolution methods, such as mediation and arbitration. To foster the amicable resolution of
disputes, the Board may adopt alternative dispute resolution procedures.
F:%WrSI%JA7AULI:M .UEGt.FFCMVt - �VM 47

Participation in alternative dispute resolution procedures shall be voluntary and confidential
Should either parry conclude that such discussions have become unproductive or unwarranted, then tha
parti s may proceed wlth litigation.
15.5. I.itifatio . Except as provided below, no judicial or administrative proceeding shall be
comm-iced or prosecuted by the Association unless approved by a vote of 75 % of the Voting D legates,
A Voting Delegate irprescoting Units owned by Persons other than himself or hetsdf shall not vote in
favor of bringing or prosecuting any such proceeding unless authorized to do so by a vote of Owns
holding 75% of the total votes attributable to Units in the Neighborhood represented by the Voting
Delegate. This Section shall not apply, however, to (a) actions brought by the Association to enforce the
provisions of this Declaration (including, without limitation, the foreclosure of liens); (b) the imposition
and collection of pttessmen s as provided in Article 8; (c) proceedings involving challenges to ad VaiQgm
taxation; (d) counterclaims brought by the Association in proceedings instituted against it or (e) actions
_.
brought by the Assoctauon against any contractor, vendor, or supplies of goods and services arising out
of a contract for services or supplies. This Section shall not be amended unless such amendm-.a is
approved by the percentage of votes, and pursuant to the same procedures, Dearsary to instiwte
proceedings zs provided above.
15.6. Non -Merger. Notwithstanding the fact. that Declarant isthe.current owner of the
Properties, it is the express intention of Declarant that tho_cas=:n!s established;in the Declaration for the
benefit of the Properties and Owners shall not merge into the fee simple estate of individual lots eotnr_yed
by Declarant or successor. but that the estates of the Declarant and individual lot own= shall remain
rs separate and distinct estates. Any conveyance of all or a portion of the Propaties shall be subject to the
terms and provisions of this Declaration, regardless of whether the instrument of conveyance refers to this
Declaration.
15.7. Grants. The parties hereby declare that this Declaration. and the czcrm== treated herein
shall be and constitute covenann running with the fee simple estate of the Properties. Th- grams of
easertternts in this Declaration arc independent of any covenants and contractual agr=menrs tmd'mul n by
the parties in this Declaration and a breach by either parry of any such covenants or contractual agreements
shall not cause or result in a forfeiture or reversion of the ersements granted in this Declaration.
15.9. Cumulative Fftccr Contlid. The provisions of this Declaration shall be cumulative with
any additional covenants, restrictions, and declarations applicable to any Neighborhood. and the
Association may, but shall not be required to, enforce the covenants. conditions. and provisions applicable
to any Neighborhood; provided however, in :he event of a conflict between or among this Dcclaranon and
such covenants or restrictions, and/or the provisions of any articles of incorporation, by-laws, riles and
regulations, policies, or practices adopted or carried out pursuant therrto..this Declaration. the By-laws,
Articles. and. use restrictions and rules of the Association shall prevail; over•.those of any Neighborhood.
The foregoing priorities shall apply, but not be limited to, the lien for assessments treated in favor of the
Association. Nothing in this Section shall preclude any Supplemr,Dial Declaration or otl= recorded
declaration, covenants and restrictions applicable to any portion of the Properties from containing
additional restriction or provisions which are more restrictive than the provisions of this Declaration. and
the Association shall have the standing and authority to enforce the same.
15.9. Us- of the Words 'Winding River Plantation'. No Person shall use the words "Winding
River Plantation' or any derivative in any printed or promotional material without the Declarants prior
written consent. However. Owners may use the term 'Winding River Plantation' in printed or promotional
matter where such term is used solely to specify that particular property is located within Winding
F1MT5I�DATAVLDILLUErRrilC0.�7 - NlJI 48

Plantation and the Association and any other community association located on Winding River Plantation
shall be entitled to rue the words 'Winding River Plantation' in its name.
15.10. Compliance. Every Owner and occupant of any Unit shall comply with the Governing
Documents. Failure to comply shall be grounds for an action by the Association or by any aggti,-red
Owner(s) to recover stem due, for damages or injunctive relief, or for ay other remedy available at law
or in equity, in addition to those enforcement powers granted to the Association in Section 4.3.
(a) Each Owns acknowledges, and the deed of conveyance to each Ow= may provide, that
the Declarant shall retain a right of first refusal and option to repurchase any Unit within the -Properties.
on the term- and conditions szt forth below. This Section shall not restrict an Owner's right to errtea into
a binding contract for the sale of a Unit, provided that, for so Tong as this right of first refu$al exists, the
contract provides that the Owner may not convey a Unit to any third parry without giving the Declzr=
the right of first refinal on the terms and conditions set forth below. This right of first refusal shall not
apply to any transfer or conveyance In connection with a Mortgage. foreclosure, or deed in lien .of
foreclosure.
(b) If any Ownxdmires to convey any Unit to a third parry:Ithe,Owner proposing to transfer
said Unit shall tifiver to D:darantwithin seven days of its execution a copy of the executed, binding real
estat-, sal-s coarse between the Ow= and theprospective purchz=.. The real ester: salts conuactshall
provide that De larant shall have 30 days after actual receipt of the executed binding teal estate contract
upon which to exercise its right of first refusal and option to purchase:the Unit on the same tams and
conditions a the rtal estate sales contract betwcen the Owner and prospective purcbz=. Declarant shall
provide written notice of the exercise of the right of first refusal to the transferor. If the Declamm fails
to exercise such right as provided herein, th- right of first refusal shall be waived and extutguishtd. Upon
request and receipt of a r_'_ase in form and content satisfactory to Declarant, Declarant shall execute a
release of such right of fins refusal in recordable form if the Declarant does not intend to atarcisr such
right
(c) If Declarant -exercises its right to repurchase,owner the of the Unit shall convey the Unit
by gtaaal vtat:znry deed (subject to such c=pdons and easements of record as are standard and
customary) to the Declarant within 30 days after the date of receipt of the Declaraws notice the right of
fire een refusal has bez-..icstd. The remaining terms of the real estate sales contract shall remain in fun
force and effect.
(d) If Declarant does not exercise its right to repurchase, she Owner of the Unit shall give d=
Board written notice of the name.and address of the purchaser or transferee: theAam of such tramfcrbf
title, and such oil er.inforiration as the Board may reasonably require not later than the date of closing.
The tramferor shall contimand severally to be jointly aseverally responsible with the transferee for all of
of the Owner of the Unit, including assessment obligations, until the date upon which such notice is
received by the Board, norwithstanding the transfer of tide.
(e) The right of first refusal set forth -in this Section shall automatically t-rrt�_ ate rs to 92rch
certificate Unit upon the issuance of a of occupancy by the -County of Brunswick. North Carolina building
depart --tit for a residential dwelling on such Unit. Upon issuance of a certificate of occupancy and receipt
from any Owner of such Unit by Declarant of a written request and a release in form and content
satisfactory to D-_e larant. Dxlarz= shall execute a release of such right of first refusal is to such Unit in
F1W!'S ItDATAUtfAlWiGlt-�`�COl.�7 • u M 49

recordable form: however, issuance of such a release shall not be necessary to terminate this right of fiat
refusal.
This right of first refusal shall automatically terminate as to AU Units five (5) years from the date
1 that this Declaration is recorded in the Public Records. or when, in its sole discretion, the Declarant so
detcr'mines and declares in a recorded lnsuumenT
15.12. Exhibits. Exhibits -A-• Mw and 'C" attacbed to this Declaration arc incorporated by this
reference and amendment of such exhibits shall be governed by the provisions of this Declaration. All
other exhibits are attacbcd for informational purposes and may be amended as provided therein.
IN S'R'IIERBOF, the undersigned Declarant has executed this Declaration this _ day
of Zza, , 19-fz
BLUEGREEN CAROLINA LAND. INC., a
Delaware corporation qualified to do business
In the State of North Carolina
By; SEAL]
Its:
ATTEST:
F.GM rjtbS&--1
Secretary
NORTH CAROLINA
L a Notary Public of the County and State aforesaid, certify that ►sonally came
before me this day acl.-nowledged that tdshe is t25&7` , _ Secretary of BLUEGREEN CAROLIRA
LAND, INC., a Delaware corporation, and that by autho 'ry duly given and as the act of the corporation.
the foregoing Instrument was si in its name by its President, sealed with its corporate
seal and attested by;; =91J :z as i P . Secretary. -
Vditness my hand and official stamp or seal. thi day of • 19.27 j��
My commission expires:
Mwr3 i%DAT/,wm uYEG0. z%ccL%7-Awn 50

STATE OF.1Lr�_It ,
Re: R=gister .of D=rds at
COUNWOF Dr,,"x X• "W"a( Co i
MORTGAGEE CONSENT Y
Branch Banking do Trust Company. ('BB&T-) b=ncricimy under a De--d of Trust
dates Apci 1 25. 1997 , and rccord=d an to the Public Records at C q Q
(as amended from time to time, the 'Security -) for itself and Its socctswu and assigns, cons is to
Of the foregoing Declaration of Covcnants, Conditions, and Restrictions for Vrmdmg River Plantation (dr:
"Declaration7. and BB&.T agrees and acknowledges that, upon recordation of th= Declaration, th-.
restrictive covenant contained In the Dcdmdoa will run with the land which servo as ==ity for d=
debt evidcaced by the Sxvrhy Deed and fat= agrees that any forcclosom or enforcement of any otb=r
rrmtdy available to BB&T und=r the Security Deed will not rend=r void or otherwise Impair the validity
of th= Declarasiort.
Dated , 199-7.
' ti6 ,(par r S BB&T: BRANCH BANIUNG. & TRUST COM 3ANY
� Q.- --.�,�� ;i :'.:-•. - . : f�� sec-{,
By: Hark Layton
Tide: rice Prec dent
I; a Notary Rubrc of the couray and State afo said, r_nify that mP. P'-nonauy ca =
6=fore = this day acknow .A tha�slz= is nnref Seactary of BRANCH BANICII�G do
TRUST COMPANY. a 7�n1� n cm�on, and that by authority duly givec and as the as of d1=
corporation, the foregoing instrument was sig=d in its nam= by its Very Preskd-' scat=d with
it corporate"and attest=d b x ss hs n Ag secretary -
My commission expires:
rQ
IOTA$}.
• � pUB4�G �
STATE OF NORTH CAROL 1 �
COUNTY OF BRUNSWICK
Th=Fore oln CcrtlHcatr(s) of
g g (or arnaccd)
-m
Notary(i=) Public is (are) (kstificd to � Correct.
This Tnctmm-nt vecs 51cd for Registration on this
In tit Book and Page shown on the Fast Page bat
1997-

P:k' l 11 !t' F0925�
�ytttt v ._
All those certain parcels, pieces or tracts of land lying, being and located is Brunswick Cotmty,
North Carolina. including all improvements, fixnrrtx, rights. privileges, hmedimments, and appurtenances
thereto belonging, being more particularly set forth and described on the following plats:
"Plat of Survey of Lots 1 thru 22 of Section A of Winding River Plantation' prepared' by
Brunswick Surveying, Inc. for Bluegreen Corporation and recorded in the Public Records of
Brunswick County in Map Cabinet , J2_, at Page 3U;
'Plat of Survey of Lots 1B thm 24B and 49B thru 52B of Section B of Winding River Plantation'
prepared by Br u swick Surveying, Inc. for Bluegreen Corporation and recorded in the Public
Records of Brunswick County in Map Cabinet 1$ , at Page3--6
'Plat of Survey of Lots 25B thru 48B of Section B of Winding River Plantation' prepared by
Brunswick Surveying, Inc. for Bluegreen Corporation and recorded -in tho..Public Records of
Brunswick County in Map Cabinet J jam. at Page 33S!
'Plat of Winding River Plantation. Section C7 prepared by Michael Underwood & Associates,
P.A. for Bluegr-..rn Corporation and recorded in the Public Records of Brunswick County in Map
Cabinet , f., at Page 32:TA
'Plat of Survey of Lots ID thru 39D of Section D of Winding River Plantation' prepared by
Brunswick Surveying, Inc. for Bluegre-� Corporation and recorded in the Public Records of
Brunswick Coturry in Meg Cabinet _J�L, at Page5s�:
'Plat of Winding River Plantation. S^tWon E' prepared by Michael Underwood & Associates,
PA- for Blmgr= Corporation and recorded in the Public Records of Brunswick County in Map
Cabinet t(_, at Page,% and
'Plat of Winding River Plantation, Section F prepared by Michael Underwood & Associates,
P-A. for Bluegrten Corporation and recorded in the Public Records of Brunswick County in Map
Cabinet Jam, at Pag-_` .3 S
Exhibit 'A'
Page 1 of 1
FAWr5I MATAVME WEMPUCOM%7-u M

+? F�p255
E7.BIBTT ^B"
All those certain parcels, pieces or tracts of land lying, being and located in Brunswick County,
North Carolina, including all improvements, fixtures. rights, privileges, hereditaments, and appurtenances
thereto belonging, as more particularly set forth and described as follows:
Tract One
Commencing at monument HB-7 (NC grid coordinate N-60, 680.100 E-2, 223,972-561.
Thence N 76-5&04 E, 31.73, feet to the Point of Beginning. Said point being on the 80
foot right-of-way of Ocean View Boulevard East, where the right-of-way changes to-60
feet. Thence with the eastern boundary of R.H. Holden Subdivision (Map Book 4, Page
2) for 3 calls. (1) N2-28-10 E, 303.79 feet to a new rebar, in the southern right-of-way
of Brunswick Avetnre. (2) N 02-2&10 E 666.64 _feet to the Atlantic. Intracoastal Waterway
right -or -way. (3) N 02-29-10 E, 155.23 feet to mean high water. Thence 1 call with the
mean high water line N 84-03-14 E. 418.59 feet to: the; right of way :of Ferry Road.
Therm with the right of way of Ferry Road 2 calls.. (1) 5'01=56-36 W,.48.00 feet to -the
Atlantic Innacoastal Waterway right of way.- (2) S 01-56-36 W. 1047.50 feet to the 60
foot tight of way of Ocean View Boulevard East Thence with said right of way S 79.06-
01 W. 435.84 feet to change of said right-of-way from 60 feet to 80 fert. Thence NO1-46-
39E, 931 feet to the point of beginning. Containing 9.66 acres. Tract One includes the
right of way of Brunswick Avenue and a portion of said tract is subject to the Atlantic
Intracoastal Waterway right of way.
Tract Two
Commencing at mornimxt HB-7 (NC grid Coordinate N-60, 680.100 E-2, 223,872,561.
Thence N 76-58-44 E, 31.73 feet to a point, thence S 0140-27 W. 71.59 feet to the point
of bee_'nnning. Said point being on the 60 foot right of way of Ocean View Boulevard East
Thence with said right of way N 79-06-01 E. 43554 feet, to the right of way of Ferry
Road. Thence with the right of way of Ferry Road S 01-56-36 W, 295.50 feet to Mean
High Water (location date 4-18-86). (Note: Tract Two extends to the mean high water line
of the Atlantic Ocean. This location changes with the condition of the beach). Thence two
calls with Mean High Water, (1) S 8442-28 W, 212.15 fezt..-(2) S83-22-39 W. 218.99
feet to the boundary of R.H. Holden Subdivision (Map Book4..Page.2)..-Thence.with said
boundary. N 02-28-10 E, 248.99 feet to the point of beginning. Containing.2.69 acres.
All bearings are based on N.C. grid N.A.D. 1927, distances are horizontal ground
distances.
a ::at•'j •
ALL of that 53.30 acre can of land designated the George Hewer Estate (Deed Book 20.
Page 97. Deed Book 426. Page 860) and bring all of that 32.42 acre tract of land
Exhibit "B'
Mwni'owTAv_-3"L.uFoa X%CCJLvr-uvm Page 1 of 2
l

d signatcd as the Francis Hewitt Estate (Deed Book 994, Page 105. Lot No. 1, Map Book
6, Page 29) all as shown on that Plat entitled "Map of the George Hewett Estate and
Francis Hewett Estate, Lockwood Folly Township, Brunswick County, N.C., August 4,
1996' prepared by Davey Williamson, Surveyor, and recorded in Map Book 17, -Page
498, Brunswick County Registry.
ORA ayW:I _t /YYC
All of that certain piece, parcel or tract of land, lying and being in the State of North
Carolina, County of Brunswick, being more particularly set forth and described in a
r_rrain survey dated June 11, 1996 prepared by Brunswick Surveying, Inc. entitled •Plat
=- of Survey for Blue Green Corporation' said reap being recorded in Map 17, Page 436.
Slide in the Brunswick County Registry, said parcel containing 906.43 acres
(consisting of 3 parcels containing 297.46 acres, 245.12 acres and 363.95 acres,
respectively). as shown and identified on such map (and specifically excluding from this
description the 1453 ages contained in S.R. 1114 and S.R. 1251 as shown and identified
on such map). ,
Any and all real property lying and being within five (5) mils of the boundaries of the
above -described property.
Exhibit "BO
rtiwnt%DA AULEV KEE.%C c.v3-u M Page 2 of 2

11 1� U I /t MI ! i e• t l 1
7 sTurmir11 11 i 1/1 i 1n1�wl.A lAl
A
5,000
B
8.000
C
5,000
D
8.000
g
8,000
g
8,000
F libit 'C'
FlwnnotiurnewEcaet�ccl vl-wsl Page 1 of 1

I�i:11911 WI/7Y
BY-LAWS
m
V1'INDING RIVER PLANTATION COn1 M-.LAITY ASSOCLATION, INC.
P:I W PS I %DATA0.ED�B LU E:.ILEIB YLA W S. YI 419177

Article 1.
Name, Principal Offce, and Definitions ................................. 2
1.1. Name .................................................... 2
1.2. Principal Office ............................................. 3
1.3. Definitions ................................................ 3
Article 2.
Association: Membership, Meetings, Quorum, Voting, Proxies ................. 3
2.1. Membership ............................................... 3
2.2. Place of Meetings ............................................ 3
2.3. Anmual Meetings ......... _....................... 3
2.4. Special Meetings ................................................ 3
2.5. Notice of Meetings ................................................... 3
2.6. Waiver of Notice .............................................. 3
2.7. Adjournment of Meetings ....................................... 4
2.8. Voting .................................................... 4
2.9. List for Voting .............................................. 4
2.10. Proxies ................................................... 4
2.11. Quorum .................................................. 4
2.12. Conduct of Meetings .......................................... 5
2.13. Action Without a Meeting ...................................... 5
Article 3
Board of Directors: Number, Powers, Meetings ...........................
5
A. Composition and Selection .........................................
5
3.1.
Governing Body; Composition .....................................
5
3.2.
Number of Directors ..........................................
5
3.3.
Directors During Class "B" Control Period ............................
5
3.4.
Nomination and Election Procedures ...............................
5
3.5.
Election and Term of Office .....................................
6
3.6.
Removal of Directors and Vacancies ................................
7
B. Me:tings
....................................................
7
7
3.7.
Otganizatiortal Meetings ...........................
.............
3.8.
Regular Meetings ............................................
7
3.9.
Special Meetings ............................................
7
3.10.
Notice ...................................................
Notice
7
8
3.11.
Waiver of ............................................
8
3.12.
Telephonic Participation in Meetings ................................
3.13.
Quorum of Board of Directors ....................................
8
8
3.14.
Compensation ...................................
...........
9
3.15.
Conduct of Meetings ..........................................
9
3.16.
Open Meetings ..............................................
F:%WP51�DATAVL_ OLU_GR='IBYLAWS.Y1 419197

1?1, t nr)
3.17. Action Without a Formal Mccting................................. 9
C. Powers and Duties ............................................... 9
— 3.19. Powers .................................................... 9
3.19. Duties
3.20. Right of Class 'B' Member to Disapprove Actions ..................... 10
3.21. Management .............................................. 11
3.22. Accounts and Reports .......................................: 11
3.23. Borrowing ............................................... 12
3.24. Right to Contract ........................................... 12
3.25. Enforcement .............................................. 12
Article 4.
Officers......................................................
13
4.1.
Officers ..................................................
13
4.2.
Election and Term of Office ....................................
13
4.3.
Removal and Vacancies ..... ......:...............................
13
4.4.
Powers and Duties ............................................
13
4.5.
Resignation .......................... . .........I..,.............
13
4.6.
Agreements; Contracts,Deeds; Leases; Checks, Etc ..........:..:...........
13
4.7.
Compensation ...... ..:....... .................. ........... 1
13
Article 5.
Committees ..........................0.........................
14
5.1.
General
14
5.2,
Covenants Commit= ........................................
14
5.3.
Neighborhood Committeess .....................................
14
Article 6.
Miscellaneous
14
6.1. Fiscal Year ...............................................
14
6.2. Parliamentary Rules ..........................................
14
15
6.3. Conflicts ..........................................
:......
15
6.4. Books and Records ..........................................
15
6.5. Notices ......... ..........................
...............
15
6.6. Amendment ...............................................
F:%WPSi\DATAVL��BLUEGR='l9YLAWS.V7 4nM n

BY-LAWS
OF
WINDING RIVER PLANTATION COMMUNITY ASSOCIATION, INC.
Article 1.
and Definitions
I.1: h mar. The name of the corporation is Winding River Plantation Community Association, .
Inc. (the "Association"), a North Carolina nonprofit corporation.
1.2. Principal Office. The principaloffice of the Association shall be located in Brunswick
,County, North Carolina. The Association may have such -other offices, either within or outside the State, ,.. .
- of North Carolina; as the -Board of-Dirtctors.may.determine or as the.affairs of the. Association may.
require.
1.3.' Definitions. The words ustd in thtse'!By.'Laws: shall, be:given;.theirtnormal, commonly
uridtrstood definitions: Capitalized itcrms, shall have` the "same:m-aning as, set forth in that. certain ..
Declaration of Covenants; Conditions, and•Rstrictions for Winding River. Plantation filed in the Public
Records, as it may be amended (tht "Declaration"), unless tht context indicates otherwise.
Article 2.
45sociation• MembershipMeetings. Quorum, Voting, Proxies
2.1. Membershio. Tho Association shall have three classes of membership, Class "A",
Class "B," and Class "C" Ps more fully sot forth in the Declaration, the terms of which pcnaining to
membership are incorporated by this reft.trice.
2.2. Plar_ of Meetings: Meetings of the Association shall be held at.the principal oif of the
Association of at such other suitablt place convenient to the Members as the Board may designate, either
within the Properties or as convenient as possible and practical.
2.3. Annual Meetings. The first meeting of the Association,.. whether a;rcgularor special
meeting, shall be held within ono year from the date of ricotporation of.the:Association.- Me -rings shall
be of the Voting Delegates. Substqutnt r-gular annual: mtetingsshall:be serby thrsBoard on a date and
at time set by the Board.
2.4. Snecial'Meetings: The Presidcnt may call spacial meetings. In addition, it shall be th-
duty of tht'Presidcnt to call a sp-cial meeting if so directed by resolution of the Board or upon a petition
signed by Voting Delegates rmprosenting at least 10% of the total Class "A" votes of the Association.
2.5. Notice of Meetings. Wrincnnotice stating the place, day, and.time of any meeting of tht
Voting D-L-gates shall be delivered, either personally or by mail, to each Voting Delegate tntitl-d to vote
at such mttting, not less than 10 nor mor- than 60 days before the date of such mttting, by or at th-
direction of the President or the Secretary or the officers or parsons calling tht meeting.
FAWP51XDATAVt_-18LUEGR_'18YIawSN3 419M

pit t l n r 7
In the cue of a special meeting or when otherwise required by stamto or these By -Laws, the
purpose or purposes for which the meeting is called shall be stated in the notice. No business shall bo
transacted at a special mccting except as stated in the notice. .
If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United
States mail addressed to the Voting Delegate at his or her address as it appears on the records of the
Association, with postage prepaid.
2.6. Waiver of Noticc. Waiver of notice of a meeting of the Voting Delegates shall be deemed
the equivalent of proper notice. Any Voting Dclegate may, in writing, waive notice of any meeting of the
Voting Del gates, either before or after such meeting. Attendance at a meeting by.a Voting Dclegate shall' ... .
be*deemed a waiver by such:Voting Delegate of any objection. as to notice of the.time, date, and place
thereof, unless -such Voting Delegate specifically objects.to lack of proper notice at the tune.the meeting...._
is called to order. Attendance at a special meeting also shall be deemedwaiver of notice of all business .. ..
transacted at such meeting unless an objection on the basis. of lack of proper. notice is rased before the
business is put to a vote.
2.T Adiournment of Meetings. If any meeting.:of. the. Associatiomcannot-.be held because a
ouoriun is not present, a Majority of the lVoting Delegates:who-are:presenr:at suchmecting may adjourn
the meeting to a time not -less than five nor. more than 30'days:fromthectime-the).original meeting .was
called. At the rcconven-d meeting, if a:quorum is present, any business may be transacted.which might
have been ma sactcd-avihe meeting originally called. If a time and place for reconvening the meeting is
not fixed by those in attendance at the original meeting or if.for.any reason a now date s fixed for
reconvening the meeting after adjournment,'notice of the time and place for reconvening the meeting shall
be given to Voting Dclegates in the manner prescribed for regular meetings.
2.8. Voting. The voting rights of the Members shall be as set forth in the Declaration and in
these By -Laws, and such voting righs provisions at: specifically incorporated by this reference.
2.9. t ist for Voting. Aft-r fixing a record date for notice of a meeting, the Board shall prepare
- an alphabetical list of the names of the Voting DtItgates entitled to notice of such meeting. Tne list shall.
show. the address of the Voting Dclegate and the number of votes each is entitled to vote at the meeting.
The list for voting shall be made available for inspection in accordance. with North Carolina law.
2.10. Proxies. A Voting Delegate entitled to cast the votes for all Units within such delegates'
Ncighborhood'may not assign the right to cast such votes by proxy, but may cast such votes only. in person,,. , . .....
or through his or her designated alternate.
Amy Member who isentitled to cast only his or her own vom(s):pursuanr.to Sections 3 2(c)•or 3.3
of the Declaration may cast such vote in person or by proxy subject to any specific provision to the
contrary in the Declaration or these By -Laws. Votes cut by proxy are subject to the limitations of North
Carolina law relating to use of general proxies. Every proxy shall be in writing specifying the Unit for
which it is given, signed by the Member or his or her duly authorized anomey-in-fact, dated, and filed with
the Secretary of the Association prior -to the meeting for which it is to be effective. Unless otherwise
specifically provided in the proxy, a proxy shall be presumed to cover all votes which the Member giving
such proxy is entitled to cast, and in the event of any conflict between two or more proxies purporting to
cover the same voting rights, the later dated proxy shall prevail, or if dated as of the same date, both shall
be deemed invalid. Every proxy shall be revocable and shall automatically cease upon conveyance of any
Unit for which it was given, upon receipt by the Secretary of written notice of revocation of the proxy or
F:\W"JP DATAI➢._D1BLV`-GB=-\B ILA WS. h'19197 .2

of the death or judicially declared incompetence of a Member who is a natural person, or 11 months from
the date of the proxy, unless a shorter period is specified in the proxy.
2.11. Quorum. Except as otherwise provided in these By -Laws or in the Declaration, the
presence of Voting Delegates representing a Majority of the total Class 'A' votes in the Association shall
constitute a quorum at all meetings of the Association.
The Voting Delegates present at a duly called or held meeting at which a quorum is present may
continue to do business until adjournment, notwithstanding the withdrawal of enough Voting Delegates to
leave less than a quorum,.providcd that any action taken is approved by at least a Majority of the votes,
required to constitute a quorum.
2.12. Conduct of Mcctines. The President shall preside over all meetings of the Association,
and the Secretary shall keep the minutes of the meetings and record in a minute book all resolutions
adopted and all other transactions occurring at such meetings.
2.13. Action Without a Meetine. Any action required or permitted by-law to be taken at a
meeting of the Voting Delegates may be taken without a meeting. without -prior notice:and :without a vote
if written consent specifically authorizing the proposed:actionis signed by all Voting, Deleeates entitled to
vote on such matt:r. Such consents shall be signed within 60 days after receipt of the earliest dated
consent, dated and delivered to the Association at its principal place of business in the State of North
Carolina. Such consents shall be filed with the minutes of the Association, and shall have the same force
and effect as a vote of the Voting Delegates at a meeting.
Article 3.
Board of Directors Number Powers. Meetings
3.1.Gov-rninu Bodv Composition. The affairs of the Association shall be govemed by a
Board of Directors, each of whom shall have one equal vote. Except with respect to directors appointed
by the Class "B" Member or serving as a representative of the Declarant, the directors shall be eligible
Class "A" Members or residenLs; provided, however, no Mcmbcr and r_sidcnt r-presenting the same Unit
may serve on the Board at the same time. No Member or resident shall be eligible to serve as a director
if any ass--ssmcnt for such Mcmber's or resident's Unit is delinquent. A "resident" shall be any natural
person 18 years of age or older whose principal residence is a Unit within.the Properties. In the case of
a Member which is not a natural person, any officer, director, partner, member, or trust officer of such
Member shall be eligible to serve as a director unless'otherwise specified ;by -written notice to the
Association signed by such Member, provided that no Member may have more than one such
representative on the Board at a time, except in the case of directors appointed by the Class 'B" Member.
3.2. Numb-r of Directors. The Board shall consist of three to seven directors, as provided in
Sections 3.3 and 3.5 below. The initial Board shall consist of three directors and shall be appointed as
provided in Section 3.3.
3.3. Dirt -ctors Durin Class "B' Control Period. Subject to the provisions of Section 3.5, the
directors shall be selected by the Class "B" Mcmbcr acting in its sole discretion and shall serve at the
F:IWP5ItDATA%RLD�LUEr.0.:--Ia YLAM'S.17 4l9M 3

pleasure of the Clzs "B" M:mbcr during the Class "B" Control Period. Directors appointed by the Class
"B" Mcmbcr shall not b: subject to the qualifications for directors set forth in Section 3.1.
.n t. .� .t� •� .
(a) Nomination of Directors. Fxcept with respect to directors selected by the Class "B"
Member, nominations for election to the Board of Directors shall be made by a Nominating Committee.
The Nominating Committee shall consist of a chairperson, who shall be a member of the Board of
Directors, and three or more Members or representatives of Members. The Nominating Committee shall
be appointed by the Board ofDirectors not less than 30 days prior to each election to serve a term of one
year or until their successors are appointed, and such appointment shall be announced at each such elecdon.
The Nominating Committee shall make as many nomirLidons for election to the Board of Directors as it
shall in is discretion determine, but in no event less than the number of positions to be filled as provided
in Section 3.5 below. Nominations shall also be permitted from the floor. The Nominating Committee
shall nominate separate slates for the directors, .if any, to be elected at large by all Class 'A' votes, and
for the director(s) to be elected by the votes within -each Voting Group. In making is nominations, tt r.
Nominating Cornminee shall us: reasonable efforts to nominate candidates repres:nting.the diversity which
exists within the pool of potential candidates. All `candidates shall have a-: reasonable opportunity to
communicate- d:eir qualifications to the Members and to solicit votes.
(b) --:section Procedur"_s. 'Each Voting Delegate may cast all votes assigned to the Units which
it represenis for each position to be filled from the slate of candidates on which such Voting Delegate is
entitled to vote. Trerc shall be no cumulative voting. That number of candidates equal to the number of
positions to be felled receiving the greatest number of votes shall be elected. Directors may be elected to
serve any number of consccutiv: terms. No Class "C" Member shall be entitled to vote on any election
of directors.
3.5. ::I-c ion and T-rm of Office. Notwithstanding any other provision of these By -Laws:
(a) Within 30 days after the tune that Class "A" Members other than Builders own 500 Units,
or whenever tr.: Class "B' Mcmbcr earlier determines, the Association shall hold an cl"ction at which the
Class "A" Members shall :l:ct one of the three directors, who shall be an at -large director and shall serve
a term of two v:ass or until the occurrent: of the event described in-;bs:ction (b), whichever is shop:r.
If such director's :erm cxpires prior to the occurrence of the :vent described in subsection (b), a successor
shall be cl:ct:d for a like term. The remaining two directors shall be appointees of the Class "B' Member.
(b) Within 30 days after the time that Class "A" Members other than Builders own 750 Unis,
or whenever the Class "B" M:mbcr earlier determines; the Board shall be increased to five directors. The
Association shall hold an :bction at which the Class "A" Members or the Voting Delegates, if elected,
shall elect two of the five directors, who shall serve as at -large directors and shall serve a term of two years
or until the occurrence of the -event described in subsection (c) below, whichever is shorter. If such
directors' terms exoire prior to the occurrence of the event described in subsection (c) below, successors
shall be elected for a like term. The remaining three directors shall be appointees of the Class "B"
Member.
(c) Within 90 days after termination of the Class "B' Control Period, the Board shall be
increased to seven directors and an election shall be held. All directors shall be elected by the Voting
Delegates, with an equal number of directors elected by the Voting Delegates representing -each Voting
Group and any re, —wining positions filled at large by the vote of all Voting Delegates. Four directors shall
F:%WP51'MATA%RM'S't:--Z7=1BYLAW3.N7 4.ro'97 4

p1, 1 t t, p�1 ?DJ
serve a term of two years, and thrr_ directors shall setae a ttrrri of one Year, as such directors determine
among themsulvcs.
Upon the expiration of the term of office of each director elected by the Voting Delegates, the
Voting Delegates entiil:d to elect such director shall be entitled to elect a successor to serve a term of two
years. The directors elected by the Voting Delegates shall hold office until their respective successors have
been elected.
3.6. Removal of Directors and Vacancies. Any director elected by the Class "A' Members or
the Voting Delegates may be removed, with or without cause, by thrbote of Voting Delegates holding a— -
Majority of the votes entitled to be cast for the election of such director, but shall not be subject to removal .
solely by the Class "B" Member. Any director whose removal is sought shall be given notice prior to any
meeting called for that purpose. Upon removal of a director, a successor shall be elected by the Voting
Delegates entitled to elect the director so removed to fill the vacancy for the remainder of the term of such
director.
Any directorclected by the Class "A' Members or. the: Voting,Dclegatcs who.has three consecutive
unexcused absences from Board meetings, or who is-,,moretthan 30 days delinquent (or is the resident of
a Unit that is delinquent or is an officer, director„partner, member. or-trust:ofrtcer,.nf a Member who is
delinqucnt) in the payment of any assessment or other-charee. due.the Association; maybe removed by a
Majority of the directors, and the Board may appoint a successor to fill the vacancy until the next annual
meeting, at which time the Voting Delegates entitled to fill such directorship may elect a successor for the
remainder of the term.
In the event of the death, disability, or resignation of a director, the Board may declare a vacancy
and appoint a sucxssor to fill the vacancy until the next annual meeting, at which time the Voting
Delegates entitle-d to fill such directorship may elect a successor for the remainder of the term.
Any director which the Board appoints shall be selected from among Members within the Voting
Group represented by the director who vacated the position.
This Suction shall not apply to directors appointed by the Class "B" Member nor to any director
serving as a represena6ve of the Declarant. The Class "B" Member or the Declarant shall be entitled to
appoint a successor to fill any vacancy on the Board resulting from the death, disability or resignation of
a director appointed by or elected as a representative of the Class "B" Member or the Declarant.
B. Meetines
3.7. Or-anintioml M-•tingc. The Board shall hold its first meeting within.10 days following
each annual meeting of the membership at such time and place as the Board shall fat.
3.8. Regular M--[inec. Regular meetings of the Board may be held at such time and place as
a Majority of the directors shall determine, but at least on: such meeting shall be held during each quarter.
3.9. Special Meetings. Special meetings of the Board shall be held when called by written
notice signed by the President or Vice President or by any two directors.
3.10. Notice. Notice of the time and place of a regular meeting shall be communicated to
directors not lessthan four calendar days prior to the meeting. Notice of the time and place of a special
F:\WP311DATA1RL-D18LUceP=,BYLAM'S.\7 419197

e;x' 1 1 !1 r.r 6 5
meeting shall be communicated to directors not I:ss than 72 hours prior to the meeting. No notice need
be given to any director who has signed a waiver of notice or a written consent to holding of the meeting.
The nbtice shall specify the time and place of the meeting and, in the case of a special meeting, the nature
of any special business to be considered. Notices shall be given to each director by: (i) personal delivery;
(i) first class mail, postage prepaid; (iii) telephone communication, either directly to the director or to a
person at the director's office or home who would reasonably be expected to communicate- such notice
promptly to the director, (iv) telecopier transmission to the director's home or office, with conftrmatio❑
of receipt by the .receiving telecopier; (v) telegram, charges prepaid; or (vi) ovcmight or same day
delivery, charges prepaid. All such notices shall be given.at the director's telephone or telecopier number
or sent to the director's address as shown on the records of the Associaton. Notices sent -by first class mail
shall be deemed communicated when deposited into a United States mailbox. Notices given by personal
delivery, telephone, telecopier, telegraph, or overnight or courier service shall be deemed commuricated
when delivered, telephoned, telecopied or given to the tel graph company.
3.11. Waiver of Notice. The transntions of any meeting of the Board, however called and
noticed or wherever held, shall be as valid as though taken at a meeting duly held after regular call and
notice if (a) a"quorum is present, and (b) either before,orafter.the m::dng.cach.of 1he.directors not present
signs a written waiver of notice, a consent to holding":alto:meeting.or:an:approval..of;.the.minutes. The
waiver of notice or consent need not specify the purpose.of.the meeting. ..Notice ofa=:eting also shall
be deemed given to any director who attends the meeting: withoutprotsting'-bofomorail isT.ommencement
about the lack of adequate notice.
3.12. T-1-phonic Participation in Meetings. Members of the Board or any committee designated
by the Board may participate in a meeting of the Board or commitic: by means of confecnc: telephone
or similar cornmunicatioru equipment, by means of which all persons participating in the meeting can hear
each other. Participation in a meeting pursuant to this Section shall constitute presence in person at such
meeting.
3.13. Norm of Board of Directors. At all meetings of the Board, a Majority of the directors
shall constimte a quorum for the transaction of btsin'ss, and the votes of a Majority of the directors present
at a meeting at which a quorum is present shall constitute the decision of the Board, unless otherwise
specifically provided in these By -Laws or the Declaration. A meeting at which a quorum.is initially present
may continue to transact business, notwithstanding the withdrawal of directors, if any,aciion taken is
approved by at I:asi a Majority of the required quorum for that meeting. If any meeting of the Board
cannot be held because a quorum is not present, a Majority of the directors present at such meeting may
adjourn the meeting to a time not less than five nor more than 30 days from the date of the original
meeting. At the reconvened meeting, if a quorum is present, any business which.might have been
transacted at the meeting originally called may be transacted without further notice.
3.14. Compensation. Directors shall not receive any compensation from the Association for
acting as such unless approved by Voting Delegates representing a Majority of the total Class "A" votes
in the Association at a regular or special meeting of the Association. Any director may be reimbursed for
expenses incurred on behalf of the Association upon approval of a Majority of the other directors. Nothing
herein shall prohibit the Association from compensating a director, or any entity with which a director is
affiliated, for services or supplies furnished to the Association in a capacity other than as a director
pursuanrto a contract or agreement with the Association, provided that such director's interest was mad:
known to the Board prior to entering into such contract and such contract was approved by a Majority of
the Board of Directors, excluding the interested director.
F:Iw PSIV)ATAV.=DVILUEOaE.lBYLAWS.V7 419/77 6

3.15. Conduct of N4c-tin�js. The President shall preside over all meetings of the Board, and the
Secretary shall keep a minute book of Board rncctings, recording all Board resolutions and all transactions
and proceedings occurring at such meetings.
3.16. Open Meetings. Subject to the provisions of Sections 3.12 and 3.17, all meetings of the
Board shall be open to all Voting Delegates and, if required by law, all Owners, but attendees other than
directors may not participate in any discussion or deliberation unless permission to speak is requested on
their behalf by a director. In such case, the President may limit the time any such individual may speak.
Notwithstanding the above, the President may adjourn any meeting of the Board, reconvene in executive
session and exclude persons other than directors, to discuss matters of a sensitive rtamre, such as pending
or threatened litigation, personnel matters, etc.
3.17. Action Without a Formal Meeting. Any action to be taken at a meeting of the directors
or any action that may be taken at a meeting of the directors may be taken without a meeting if a consent
in writing, setting forth the action so taken, is signed by all of the directors, and such consent shall have
the same force and effect as a unanimous votes
C. Powers and Duties.
3,18. Powers. The Board of Directors shall -have all of the powers;and duties .ncccssary for the
administration of the Association's affairs and for performing all rspomibilitics and exercising all rights
of the Association as set forth in the Declaration, these By -Laws, the Articles, and zs provided by law.
The Board may do or cause to be done all acts and things which the Declaration, Articles, these By -Laws,
or North Carolina law do not direct to be done and exercised exclusively by the Voting Delegates or the
membership generally.
3.19. ut^ . The duties of the Board shall include, without limitation:
(a) preparing and adopting, in accordance with the Declaration, an annual budget establishing
each Owner's share of the Common Expenses and any Neighborhood Expenses;
(b) levying and collecting such assessments from the Owners;
(c) providing for the operation, care, upkeep, and maintenance of the Area of Common
Rcsponsibiliry;
(d) designating, hiring, and dismissing the personnel'ncccssary to carry out the rights and
responsibilities of the Association and where appropriate, providing for the compensation of such personnel
and for the purchase of equipment, supplies, and materials to be sed by such.personnel in. the performance
of their duties:
(e) depositing all funds received on behalf of the Association in a bank depository which it
shall approve, and using such funds to operate the Association, provided any reserve funds may be
deposited, in the directors' best business judgment, in depositories other than banks;
(f) making and amending use restrictions and rules in accordance with the Declaration;
(g) opening of bank accounts on behalf of the Association and designating the signatories
required;
F:\WPSMATA%R D\BLUEGIL-�Byl-AWS.�7 "fY7

J4! - J
lt I I _7 '• � -
(h) making or contracting for the making of repairs, additions, and improvements to or
alterations of the Common Area in accordance with the Declaration and these By -Laws;
(i) enforcing by legal meats the provisions of the Declaration, these By -Laws, and the rules
adopted by it and bringing any proceedings which may be itstituted on behalf of or agairst the Owners
concerning the Association;
0) obtaining and carrying property and liability insurance and fidelity bonds, as provided in
the Declaration, paying the cost thereof, and filing and adjusting claims, as appropriate;
(k) paying the cost of all services rendered to the Association;
(1) keeping books:with detailed accounts of the receipts and expenditures of the Association;
(m) making available to any prospective purchaser of a Unit, any Owner, and the holders,
insurers, and guarantors of any Mortgage on any Unit, current copies of the Declaration, the Articles of
Incorporation, the By -Laws, rules and all other books;.records,,and.francial:statemens of the Association
as provided in Section 6.4;
(n) permitting utility suppliers to use portions of the Common Area reasonably necessary to
the ongoing development or operation of the Properties;
(o) indemnifying a director, officer or committee member, or former director, officer or
committee member of the Association to the extent such indemnity is required by North Carolina law, the
Articles of Incorporation or the Declaration; and
(p) assisting in the resolution of disputes between owners and others without litigation, as set
forth in the Declaration.
3.20. Right of Cla« "B" M-mb-r to D;sappmve Actions. So long as the Class "B" membership
exists, the Class "B" Member shall have a right to disapprove any action, policy or program of the
Association, the Board and any committee which, in the sole judgment of the Class "B" Member, would
tend to impair righa of the Declarant or Builders under the Declaration or these By -Laws, or interfere with
development or construction of any portion of the Properties, or diminish the level of services being
provided by the Association.
(a) The Class "B' Member shall be given written notice of all meetings and proposed actions
approved at meetings (or by written consent in lieu of a meeting) of the Association, the Board or any
committee. Such notice shall be given by certified snail,. return receipt requested; or,by:personal delivery
at the address it has registered with the Secretary of the Association, which 'notice complies with
Section 3.10 and which notice shalt, except in the case of the regular meetings held pursuant to the
By -Laws, set forth with reasonable particularity the agenda to be followed at such meeting. The Class "B"
Member may waive its right to receive notice in the same manner as provided in Section 3.11; and
(b) The Class "B" Member shall be given the opportunity at any such meeting to join in or to
have its representatives or agents join in discussion from the floor of any prospective action, policy, or
program which would be subject to the right of disapproval set forth herein.
F:\WPSI%DATAIRMD BLU=GR_-1BYLAWS.\7 4f9/47 8

J1% 1 I - , J - — v
No action, policy or program subject to the right of disapproval set forth h:rein shall become
effective or be impl:m:nted until and unless the requirements of subsections (a) and (b) abovehave b:-n
met
The Class 'B' Member, its representatives or agents may make its conc:ms, thoughs, and
suggestions known to the Board and/or the members of the subject cotnmitte:. The Class 'B' Member,
acting through. any officer or director, agent or authorized representative, may exercise its right to
disapprove at any time within 10 days following the meeting at which such action was proposed or, in the
case of any action taken by written consent in lieu of a me:dng, at any time within 10 days following
receipt of written notice of the proposed action. This right to disapprove may be used to block proposed
actions but shall not include a right to require any action or counteraction on behalf of any committee, or
the Board or the Association. The Class 'B' Member shall not use its right to disapprove to reduce the
level of services which the Association is obligated to provide .or to prevent capital repairs or any
exp:nditure reouir:d to comply with applicable laws and regulations.
3.21. Management. The Board of Directors may employ for the Association a prof:ssionai
manag:m:nt agent or agents at such compensation as: the'Board;may:establish :to.perform such duti:s and
s:rvicts as the Board shall authorize. The Board of Directors -may delegate such pow:rs as are n:c:ssary
to p:rfomt the manager's assign:d duti:s, but shallnotAclegat: policytnaking;authority or thos: duti:s s:t
forth in Sections 3.19(a), 3.19(b), 3.19(f), 3.19(0 and 3.19(i). The Declarant or an affiliat: of the
Declarant may b: employed as managing agent or manager.
Th: Board of Dicctors may, delegate to on: of its members the authority to act on behalf of the
Board on all matt:rs relating to the duti:s of the managing ag:nt or manager, if any, which might aril:
b:tween m::tings of the Board.
3.22. Accounts and R:ports. The following management standards of p:rfomtanc: sha11 b:
follow:d unless the Board by resolution sp:cifically d:t:rmin:s oth:rwis::
(a) ac-n:al accounting, as d:fin:d by azntrally accepted accounting orincipl:s, shall b:
emoloy:d;
(D) accounting and controls should conform to gcn:rally accepted accounting principl:s;
(c) cash accounts of the Association shall not be commingled with any other accouns;
(d) no r:mun:ration shall be accepted by the managing agent from vendors, independent
contractors, or oth:rs providing goods or services to the Association, .whether in.thc form of commssions,
finder's fe-_s, servic: fe-_s, prizes, gifts, or otherwise; any thing of value receiv:d shall b:n:fit the
.Association;
(:) any financial or other interest which the managing agent may have in any firm providing
goods or services to the Association shall be disclosed promptly to the Board of Directors;
(f) commencing at the end of the quarter in which the first Unit is sold and clos:d, financial
r:ports shall be pr_par:d for the Association at least quarterly (such financial statem:ms shall include an
incom: stat:m:nt r:tl:cting all incom: and expense activity for the preceding period on an accrual basis
and may includ: such other reports as deemed n:c:ssary by the Board); and
F:kw!51%Dn7AVL:�DV!Lt:_Gk=,9YUws.V3 419MI 9

(g) an annual financial report shall be made available to all Class W Members within 120
days after the close of the fiscal year. Such annual report may be prepared on an audited, reviewed, or
compiled basis, as the Board determines; provided however, upon written request of any holder, guarantor,
or insurer of any first Mortgage on a Unit, the Association shall provide an audited financial statement.
3.23. Borrowing. The Association shall have the power to borrow money for any legal purpose;
provided however, the Board shall obtain Voting Delegate approval in the same manner provided in
Section 8.6 of the Declaration for Special Assessments if the proposed borrowing is for the purpose of
malting discretionary capital improvements and the total amount of such borrowing, together with all other
debt incurred within the previous 12-month period, exceeds or would exceed 10% of the budgeted gross
expenses of the Association for that fiscal year.
3.24. Right to Contract. The Association shall have the right to contract with any Person for the
performance of various duties and functions. This right shall include, without limitation, the right to enter
:into common management, operational, or otheragreements with trusts, condominiums, cooperatives, or
Neighborhood and other owners or residents associations, within and outside the Properties; provided, any
common management agreement shall require the consent-.of:a°Majorityofthe!total-numbcr of directors
of the Association.
3.25. Enforcement.
(a) 'ce:'Prior to imposition of any sanction requiring compliance with these procedures
as set forth in -the Declaration, the Board or its delegate shall serve the alleged violator with written notice
including (i) the nature of the alleged violation, (ii) the proposed sanction to be imposed, (iii) a statement
that the alleged violator may present a written request for a hearing to the Board or the covenants
committee, if one has been appointed pursuant to Article 5, within 15 days of the notice; and (iv) a
statement that the proposed sanction shall be imposed as contained in the notice unless a request for a
hearing is received within 15 days of the notice. If a timely request is not rcceivtd, the sanction stated in
the notice shall be imposed; provided however, the Board or covenants committee may, out shall not be
obligated to, suspend any proposed sanction if the violation is cured within the 15-day period. Such
suspension shall not constitute a waiver of the right to sanction future violations of the same or other
provisions and rules by any Person. In the event of a continuing violation, each day the violation continues
beyond the 15-day period constitutes a separate offense, and fines may be imposed on a per diem basis
without further notice to the violator. In the event of a violation which recurs within one year from the
date of any notice hereunder, the Board or covenants commince may impose a sanction without notice to
the violator.
(b) Hearing. If a hearing is requested within the allotted 15-dayperiod, the..hcar'ing shall be
held before the covenants cornminee, or if none has been appointed; then before thrBoard in executive
session. The alleged violator shall be afforded a reasonable opportunity to be heard. Prior to the
effectiveness of any sanction hereunder, proof of proper notice shall be placed in the minutes of the
meeting. Such proof shall be deemed adequate if a copy of the notice, together with a statement of the date
and manner of delivery, is entered by the officer, director, or agent who delivered such notice. The notice
requirement shall be deemed satisfied if the alleged violator or its representative appears at the meeting.
The minutes of the meeting shall contain a written statement of the results of the hearing and the sanction,
if any, imposed.
F:IW?SIIDATAVLLDVLVF_Cp EM8YIAWS.\7<l9/97 . 10

(c) Anneal. If a hearing is held before a covenants comminee, the violator shall have the right
to appeal the decision to the Board of Directors. To exercise this right, a written notice of appeal must be
received by the manager. President, or Secretary of the Associaton within 15 days after the hearing date.
Article 4.
Officers
4.1. Officers. The officers of the Association shall be a President, Vice President, Secretary,
and Treasurer. The President and Secretary shall be elected from among the members of the Board other
officers may, but need not be members of the Board. The Board may appoint such other officers, including
one or more Assistant Secretaries and one or more Assistant Treasurers, as it shall deem desirable, such
officers to have such authority and perform such duties as the Board prescribes. Any two or more offices
may be held by the same person, except the offices of President and Secretary.
4.2. El-,ction and Term of Office. The Board shall elect the officers of the Association at.the
first meeting of the Board following each annual meeting of the Voting Delegates, to serve until their
successors are elected.
4.3. Removal and Vacanci-s. The Board may remove -any officcr:whenwcrin`its judgment the
best interests of the Association will be served, and may fill any vacancy in any office arising because of
death, resignation, removal, or otherwise, for the unexpired portion of the term.
4.4. Powers and Duties. The officers of the Association shall each have such powers and duds
as generally pertain to their respective offices, zs well as such powers and duties as may specifically be
conferred or imposed by the Board of Directors. The President shall be the chief executive officer of the
Association. The Treasurer shall have primary rsporsibility for the preparation of the budget as provided
for in the Declaration and may delegate all or pan of the preparation and notification duties to a finance
committee, management agent, or both. The Secr_tary shall be responsible for preparing minutes of
meetings of the Members and the Board and for authenticating records of the Association.
4.5. R-signation. Any officer may resign at any time by giving written notice to the Board of
Directors, the President, or the Secretary. Such resignation shall take effect on the date of the receipt of
such notice or at any later time specified th-rein, and unless otherwise specified therein, the acceptance
of such resignation shall not be necessary to make it effective.
4.6. Avr -menu Contracts De-ds L-as^s Ch-cks Etc. All agreements, contracts, deeds,
leases, checks, and other instruments of the Association shall be executed by. at least. two officers, or by
such other person or persons zs may be designated by Board resolution.
4.7. ComposaiiQn. Compensation of officers shall be subject to the same limitations as
compensation of directors under Section 3.14.
F:1WpSIMATAV M? LU_vA_--,ByLAWS.V7 4N177 11

Article 5.
Committe^s
5.1. General. The Board may appoint such cortunittces as it deans appropriate to perform such
tasks and to serve for such periods as the Board may dsigmtc by resolution. Each committee shall operate
in accordance with the tams of such resolution.
5.2. Covenants Cornmiacc. In addition to any other commines which the Board may establish
pursuant to Section 5.1, the Board may appoint a covenants committee consisting of at least three and no
more than seven members. Acting in accordance with the provisions of the Declaration', these By -Laws,
and resolutions the Board may adopt, the covenants committee, if established, shall be the hearing tribunal
of the Association and shall conduct all hearings held pursuant to Section 3.25 of these By -Laws.
5.3. Neighborhood Committees. In addition to any other conunittccs appointed as provided
above, each Neighborhood which has no formal organizational structure or association may elect a
Neighborhood Committee to determine the nature and extent of services, if any, to be provided to the
Neighborhood by the Association in addition to those provided to all Members of the Association in
accordance with the Declaration. A Neighborhood Committee may advise: the '•Board on;any other issue,
but shall not have the authority to bind the Board. -SuchNeighborhood'.Corrunittecs,:if elected, shall consist
of three to five Members, as determined by the vote of at least a Majority of the Owners of Units within
the Neighborhood.
Nciohborhood Committr_ members shall be elected for a term of one year or until their successors
are elected. Any director elected to the Board of Directors from a Neighborhood shall be an YX offtcio
member of the Neighborhood Committee. The Neighborhood Committee shall elect a chairperson who
shall preside at its meetings and shall be responsible for transmitting any and all communications to the
Board.
In the conduct of its duoes and responsibilities, each Neighborhood Committee shall abide by the
meeting, notice and quorum requiremcns applicable to the Board under Sections 3.8, 3.9, 3.10, and 3.11,
and each Nciohborhood Committee shall elect a chairperson from among its members who shall preside
at its meetings. Mr_tings of a Neighborhood Committee shall be open to all Owners of Units in the
Neighborhood and their represenativcs. Members of a Neighborhood Committee may act by unanimous
written consent in lieu of a meeting.
Article 6.
Miscellaneous
6.1. Fiscal Year. The fiscal year of the Association shall be the calendar year unless the Board
cstablishcs a different fiscal year by resolution.
6.2. Parliamentary Ruls. Except as may be modified by Board resolution, Robert's Rules of
Order Newly Revised (current edition) shall govern the conduct of Association proceedings when not in
conflict w;th North Carolina law, the Articles of Incorporation, the Declaration, or these By -Laws.
6.3. Conflicts. If there are conflicts between the provisions of North Carolina law, the Articles
of Incorporation, the Declaration, and these By -Laws, the provisions of North Carolina law, the
Declaration, the Arocl:s of Incorporation, and the By -Laws (in that order) shall prevail.
F:IWPSItbATAULMIBLb=vP=\BYLAWS.V7 419197 - 12

6.4. Books and Records.
(a) I=tction by Members and Mon-a-ecs. The.Board shall make available for inspection
and copying by any holder, insurer or guarantor of a First Mongage on a Unit, any Class "A" Member,
or the duly appointed representative of any of the foregoing at any reasonable. time and for a purpose
reasonably related to his or her interest in a Unit the Declaration, By -Laws, and Articles of Incorporation,
including any amcndmtns, the rules of the Association and the minutes of meetings of the Members, the
Board, and committees. The Board shall provide for such inspection to take place at the office of the
Association or at such other place within the Properties -as the Board shall designate.
(b) Rules for 1=ection. The Board shall establish rules with respect to:
(i) notice to be given to the custodian of the records;
(ii) hours and days of the week when such an inspection may be made; and
(iii) payment of the cost of reproducing documents requested...,
(c) lamcction by Directors. Every directorshall have:the absolutt-right:atany-reasonable time
to inspect all books, records, and documents of the Association and the physical properties owned or
controlled by the Association. The right of inspection by a director includes the right to make a copy of
relevant documents at tie expense of the Association.
6.5. Notices. Except as otherwise provided in the Declaration or these By -Laws, all notices,
demands, bill, statements, orother communications under the Declaration or these By -Laws shall be in
writing and shall be deemed to have been duly given if delivered personally or if sent by United States
mail, First class postage prepaid:
(a) if to a Member or Voting Delegate, at the address which the Member or Voting- Delegate
has d_siorattd in writing and tiled with tht Secretary or, if no such address has been designated, at the
address of tht Unit of such Member or Voting Dticgate; or
(o) if to the Association, the Board, or the managing agent, at the principal office of the
Association or the managing agent or at such other address as shall be designated by notice in writing to
the Mtmbtrs pursuant to this Section.
.. t t0u t
(a) By Declarant. Until termination of the Class "B' mtmbcrship, Declarant may unilaterally
amend these By -Laws for any purpose. 'Thereafter, the Declarant may unilaterally amend these By -Laws
at any time and from time to timt if such amendment is necessary (i) to bring any provision into
compliance with any applicable governmental statute, rule, regulation, or judicial determination; Q to
triable any reputable title insurance company to issue title insurance coverage on the Units; (iii) to enable
any institutional or governmental lender, purchaser, irsurpr or guarantor of Mortgage loans, including,
for example, the Fedcral National Mortgage Association or Federal Home Loan Morteage Corporation,
to make, punch sc, insure or guarantee Mortgage loans on the Units; or (iv) to satisfy the requirements of
any local, state, or federal governmental agency. However, any such amendment shall not adversely affect
the rid: to any Unit unless the Owner shall consent thereto in writing. In addition, so long as the Declarant
owns any property which is subject to the Declaration or which may be unilaterally subjected to the
F:\wpS1\DATAVtED'.SLUEGP-- yLAWS.Vr 4f9M 13

Declaration by Declarant, it may unilaterally amend these By -Laws for any other purpose, provided the
am:ndment•hzs no material adverse effect upon any right of any Member.
(b) By Members. 'Except as provided above, these By -Laws may be amended only by the
affirmative vote or written consent, or any combination thereof, of Voting Delegates representing 67 % of
the total Class "A" votes in the Association, and the writen consent of the Declarant, so long as Declarant
owns any property which is subject to the Declaration or which may be unilaterally subjected to the
Declaration by Declarant. Except as may be otherwise provided in these By -Laws, no Class "C" Member
shall be entitled to vote on any amendment to the By -Laws.
Notwithstanding the above, the percentage of votes necessary to amend a specific clause shall not
be less than the prescribed percentage of affirmative votes required for action to be tak:n under that clause.
(c) Validityyand Effeclive Date. Any amendment to these By -Laws shall become effective
upon recordation in the Public Records, unless a later effective date is specified in the amendment. Any
procedural challenge to an amendment must b: made within six months of its recordation or such
amendment shall be presumed to have been validly adopted: n-no 'event shall;a•change of conditions or
circumstances operate to amend any provisions of these By -Laws.
No amendm:nt.may remove, revoke, or modify any righror privilege'of the Declarant or the
Class "B" Member without the written consent of the Declarant, the Class "B' Member, or the assign-_:
of such right or privilege.
:kWMI1DA-,AVk-M%BLU=:.i1BYLAWS.V7 09M 14

ua I I Du;=L•U 168
After recording return to:
M. Maxinc Hicks, Esq.
Cofer, Beauchamp, Stradiey & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Adana, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
iliEC .-Mir
„I$ln
91 JUL 21 PM 21319
1t0EyAi•J. RuBINSON..
-AEGMES WEEDS:- Reference
BRUNSWICK GOMM N:P
li• • ymi• . • • • • 1 •
Isar
Deed Book 1143
Page 197
THIS SUPPLEMENTAL DECLARATION. is,made this-2L..day-of :.::`: 1997,
by Bluegreen Carolina Land, Inc., a Delaware corporatioh (hereinafter referred to - 'Declarant").
WITNESSETH:
WHEREAS,:Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions; and Restrictions for Winding River Plantation.in Deed Book 1143, Page 197, et sea.,.in Public
Records of Brunswick County Registry, North Carolina (herein referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, lte Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS,.the Additional Property is a portion of that property described on Exhibit 'B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of die
Declaration;
NOW, THEREFORE, pursuant to the powers retained: by Declarant under -the Declaration,
Declarant hereby subjects the real property described:oh Exhibit "A' 'hereof to the provisions of the
Declaration and this Supplemental Declaration, which shall apply to such property in addition to the
provisions of the Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and
mortgaged or otherwise encumbered pursuant to the provisions of this Supplemental Declaration and the
Declaration, both of which shall run with the title to such property and shall be binding upon all persons
having any right, title, or any interest in such property, their respective heirs, legal representatives,
successors, successors -in -title, and assigns. The provisions of this Supplemental Declaration shall be
binding upon Winding River Plantation Community Association, Inc. in accordance with the terms of the
Declaration.
F9 W P5 nDATA\RLMBLUEG R EMSU PP. DEC
REI. 'U
70T,a 1 �4
7C .9— f?c .
Pict iti—
CK:i'.:;;_ 00

UK 1159 FUU IbJ
ARTICLE I
lie dcfinitiotu set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE II
Declaration
. . Except asspecifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
the day and year first above written.
DECLARANT:
s
Secretary
NORTH CAROLINA
COUNTY OF NEW HANOVER
BLUEGREEN.CAROLINA, LAND; INC., a Delaware
corporation.qualifiedao do:businessAn'the;State of North
Carolina
By:[SEAL]
Its: �GCG fiuo�i�/_
I, a Notary Public of the County and State :aforesaid; certify 'that 6b& mUJOyii&-,
personally came -before me this `day <acknowledged rthat i&/she: is ()SSr. Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delawaretcorporation;'and.thaGby-authodtyaduly given and
as the act of the corporation, the, foregoing instrument was signed in its name by its k)Im _
-President, sealed with its corporate seal and attested by @lin/her as its a'�St. Secretary.
Witness my hand and official stamp or seal,
My commission expires: �'or Z44- 7" 00
ff7�
F.:Mn I kDATAUIEDXBLV EGRMSUPP.DEC
this 21 day of J LA LY 1997.
otaryPub!J'G
r •`�� ENT AL49Az
�'•.
` y NOTARY
Z ' ? PUBLIC ' cf .

SK 1 159 PG0790
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
MORTGAGEE CONSENT
Be: Register of Deeds
Brunswick County
Branch Banking & Trust Company, ('BB&T') beneficiary under a Deed of Trust dated April 25,
1997, and recorded on April 25. 1997. in the Public Records at Book 1143, Page 148 (as amended from
time to tirre, the 'Security Deed'), for itself and its successors and assigns, consents to recordation of the
foregoing Supplemental Declaration of Covenants, Conditions, and Restrictions for Winding River
Plantation (the 'Declaration'), and BB&T agrees and acknowledges that, upon recordation of the
Supplemental Declaration, the restrictive covenants containedin the Declaration and the Supplemental
Declaration.will run with the land which. serves is security for the debt evidenced by the Security. Deed
•and further agrees that any foreclosure or enforcement of any other remedy available to BB&T under the
Security Deed will not render void or otherwise impair the validity of the Declaration or the Supplemental
Declaration.
Dated — 1997.
BB&T: BRANCH'.BANKING:'&.TRUST.COMPANY.- -s
_. BY;.
. Title: ✓.., G .;,�0� T
(CORPORATE SEAL)
o«
(,ra.Notary-Publie of, the Counry, and.State aforesaid, certify that 10o I[ - �i
personally camc before me this day. acknowledged that hetshe is h Secretary of BRANCH
BANKING & TRUST COMPANY, a North Carolina corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by is V, [
President, sealed with its corporate seal and arrested by him/her as its V Secretary.
Witness my hand and official stamp or seal, this � day of . 1997.
f(
,.... us
Notary Public
:`•,1��A�vfyEommissionexpires:
ovo.
G,
V D :- FAW npAIrA [ %w[GerFsurr.orc 3
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoirg(or annexeig Certjf ale(s)of il��' `ems —T—. A I ba
Notary(ies) Public is (are) Certified to be Correct. qq
This lnsimment was filed for Registration on this Day of i r- `
in the Book and Page shown on the First Page hereof.
B(rwc
ROBERT J. RGBII%SGNI Register of Deeds

SKI 159 FGO79 1
EXHIBIT "A"
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick
County, North Carolina, including all improvements, fixtures, rights, privileges,
hereditaments, andappurtenances thereto belonging, being more particularly
described on. that .certain Map.for Record for Winding River Plantation, Section J
recorded on July 10,.1997, in Map Cabinet 18, Pages 493494, Brunswick County
.Registry, prepared for Bluegreen Carolina Land, Inc. by Michael Underwood and
Associates, PA.
TOGETHER WITH:
All those certain parcels, pieces and tracts of -land lying -and: beingin:Brunswicks
.. County, North Carolina, including all improvements, fixtures, rights, privileges,
hereditaments, and appurtenances thereto belonging, being more particularly.
described on that certain Map for Record for Winding River Plantation,
Riverhouse Road recorded on July 10, 1997, in Map Cabinet 18, Page 492,
Brunswick County.Registry,.prepared for Bluegreen Carolina Land, Inc. By
Michael Underwood and Associates, PA.

After rocording rosuro to:
_.1 Cooun P. flay—ood. Esq.
Cofer. BnucharW. Stmdlry do lticks. LLP
99 West Pacts Fury Road. N. W.
suke 200 Book Page
Ad&=.Ocw& 30305 1.182 1083
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
(Sections,
FILED
BRUHSVICK COUHTT RC
11/12 97 4:08.ell
ROBERT J. ROBIXSOH
Register Of Deeds
Reference: Deed Book 1143
Page 197
tL A'
TINS SUPPL.EMENTALDECLARATION is made thisla dayof M0 X'Y1trLQA , 1997,
by Bluegmm Carolina Land, Inc., a Delaware corporation qualified to do business in North Carolina
(hereinafter referred to as 'Declarant"). Document Q
WITNESSETH: 0000107
. WHEREAS. Declarant prepared and filed of record that certain Declaration of Covenants.
Conditions, and Restrictions for Winding River Plantation in Book 1143. Page 197. ct sea.• in the public
land records of Brunswick County, North Carolina (such instrument as supplemented and amended is
herein referred to as the -Declaration'); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, die Declarant may submit
certain additional property described on Exhibit 'B' of the Declaration to the terms of the Declaration; and
WHEREAS. Declarant is the owner of the real property described on Exhibit 'A' attached hereto
('Additional Property'); and
WIiEREAS, the Additional Property is a portion of,that property described on Exhibit 'B' to the
Declaration; and
WHEREAS. the Declarant desires to "submit .the .AdditionalrProperty to the terms of the
Declaration;
NOW. THEREFORE, pursuant to the powers retained by Declarant under the Declaration.
Declarant hereby subjects the real property described on Exhibit -A- hereof to the Provisions of the
Declaration and this Supplemental Declaration, which shall apply to such property in addition to the
provisions of the Declaration- Such property shall be sold, transferred, used, conveyed. ocatp-lodi and
mortgaged or otherwise encumbered ptuivam to the provisions of this Supplemental Declaration and the
Declaration, both of which shall run with the tide to such property and shall be binding upon all persons
having any right, title, or any interest in such property, their respective heirs, legal ieprescatatives.
successors, successors -in -tide, and assigns. The provisions of this Supplemental Declaration shall be
r-. nowrw�rr .DEC
1

Book Page
1182 1084
binding upon Winding River Plantation Community Association. Inc. in accordance with the terms of the
Declaration.
ARTICLE 1
Definitions
The definitions set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
-the day"and year first above written.
T: BLUEGREEN CAROLINA 1.AND. INC., a Delaware
corporation qualified to do business in the State of North
Carolina
NORTH CAROLINA
COUNTY OF NEW HANOVER
I, a Notary Public of the County and State .aforesaid, certify that- .SAu
personally came before me this day acknowledged that 'Wshe-is Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority (110 du�l�y� Mgiven and
d m as the aof the corporation, the foregoing instrument was signed in its name by its .
President, sealed with its corporate seal and attested by )�tiu/her as its (2SSI:. secretary.
n .. n 1 . 1 . .. . u • . 1 • • � � rilW'
f.A r 1W%TAVV WEO r]Fmurf Dcc
OFi1CUV. BFJ1l.
•wr nw�c-r.wcr.e+
... New Hanover county
Stephen T.Albachlen
1.......,-�- W Cara.,"d n r)V&M W 4W"

COUNTY OF BRUNSWICK
MORTGAGEE CONSENT
Re: Register of Deeds at
Brunswick County
Branch Banking tit Trust Company, ('BB&T") beneficiary under a Deed of Trust dated April 25.
1997. and recorded on April 25. 1997. in die Public Records at Book 1143. Page 143 (as amended from
time to time, the 'Security Deed'). for itself and its successors and assigns, consenm to recordation of the
foregoing Supplemental Declaration of Covenanu. Conditions, and Restrictions for Winding River
Plantation (the 'Declaration'), and BB&T.agrees and acknowledges that, upon recordation of the
Supplemental Declaration, the restrictive covenants contained in the Declaration and the Supplemental
Derlmdon will run with the land which serves as security for the debt evidenced by the Security Deed
and further agrees that any foreclosure or enforcement of any other rerncdy available to Ba&T under the
Security Deed will not render void or otherwise impair the validity of the Declaration or the Supplemental
Declaration -
Datca: ////'Z .1997.
BB&T: BRANCH BANKING &-.TRUST COMPANY
= lot
— --winxi" �--
I, a Notary Public of the County and Sate aforesaid, certify that YQII fLIA �: � IV -
personally came before me this day acknowledged that he/she is Ai51'zk x•* Secretary of BRANCH
BANKING &. TRUST COMPANY, a North.Carolina corporation; and that by authority duly given and
as the act of the corporation, the foregoing-insaumcnt was signed .in its -name -by its ffr
I S{a tut-.
sealed with its corporate seal and attested by h' SCAiu:as:ici: (� Secretary.
my hand and official stamp or seal.
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificatc(s) of
this day of 000VA20 . 1997.
Notary Public
Notarystru Public is (are) Certified at be Correa. ���rn1 �
This Instrumentwas tiled for Registration on this �oL,-,- Day of C�l�
in the Book and Page shown on the First Page hereof. t � • /'

Book Page
1182 1086
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditamcats,
and appurtemaccs thereto belonging, being more particularly described on that certain
Map for Record for Winding River Plantation. Section L recorded on October 27, 1997.
in Map Cabinet 19, Page 130. Brunstrick County, North Carolina records, picpared for
Blucgrccn Carolina Land, Inc. by Michael Underwood & Associates, P.A.
All those certain parcels. pieces and tracts of land lying. and being -in Brunswick County.
North Carolina, including all improvements; fizuurs. rights,.pri flegesi.hercdiumenu,
and appurtenances thereto belonging, being more particularly Acscnbcd on that certain
Map for Record for Winding River Plantation. Section M recorded on October 27. 1997.
in Map Cabinet 19. Pages 131-132. Brunswick County. North Carolirn records. prepared
for Bluegreen Carolina Land. Inc. by Michael Underwood & Associates. P.A.
mem Va. 1 n•
All those certain parcels, pieces and tracts of land lying and being in Brunswick County.
North Carolina, including all improvements, f0dures. rights. Privileges, hereditaments,
and appurtenances thereto belonging. being more particularly described on that certain
Map for Record forRivahmse Road recorded on October 27,1997, in Map Cabinet 19,
Page 129.. Brunswick County. North Carolina records, prepared for Bluegreen Carolina
Land. Inc. by Michael Underwood & Associates, P.A.

13K1 193PGI JOB
After recording return to:
^� Constance P. Haywood, Esq.
Cofer. Beaudutnp, Stradky & Hicks. L1P
99 west Pace$ Ferry Road. N.W.
Suite 200
Adana, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
l,!Sir \illoff
cq JAB -1 PM 2' 21
HWA
*WRI I R0 14-)b-'
RE ed Book 1143
BRUN GHly. , .Q. Page 19.7
THIS SUPPLEMENTAL DECLARATION is made this `i`�`\ day of
19%; by Bluegreen Carolina Land, Inc., a Delaware corporation qualified to do business in North
Carolina (hereinafter referred to as "Declarant").
000069
WITNESSETH:
VMEREAS. Declarant prepared and filed of record that certain Declaration of Covenants.
Conditions, and Restrictions for Winding River Plantation in Book 1143. Page 197. Sil_=., in the public
land records of Brunswick County. North Carolina (such instrument as supplemented and amended is
herein referred to as the 'Declaration'); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "Bo of the Declaration to the tams of the Declaration; and
WHEREAS. Declarant is the owner of the real property described on Exhibit 'A' attached hereto
('Additional Property); and
WHEREAS, the Additional Property is a portion of that property described on Exhibit 'B' to the
Declaration; and
WHEREAS; the Declarant desires to submit the Additional Property to the terms of the
Declaration;
NOW, THEREFORE. Pursuant to the powers retained by Declarant under the Declaration,
Declarant hereby subjects the real property described on Exhibit -A' hereof to the provisions of the
Declaration and this Supplemental Declaration, which shall apply to such property in addition to the
provisions of the Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and
mortgaged or otherwise encumbered pursuant to the provisions of this Supplemental Declaration and the
Declaration, both of which shall run with the title to such property and shall be binding upon all persons
having any right, title, or any interest in such property, their respective heirs, legal representatives,
successors, successors -in -title, and assigns. The provisions of this Supplemental Declaration shall be
F:\ W r3I\DATA\FFITDI.V FAItFMil/f K.ICO.DEC
TOM REI TC8 g,
- BY
Uv
Cf,SH—REF
o

STATE OF NORTH CAROLINA
Re: Register of Deeds at
COUNTY OF BRUNSWICK Brunswick County
MORTGAGEE CONSENT' -
Branch Banking & Trust Company, ('BB&T') beneficiary, under a Deed of Trust dated April 25.
1997. acid recorded on April 25. 1997. in the Public Records at Book 1143, Page 148 (as amended from
time to time, the 'Security Deed'), for itself and its successors and assigns, consents to recordation of the
foregoing Supplemental Declaration of Covenants. Conditions, and Restrictions for Winding River
Plantation (the 'Declaration'), and BB&T agrees and acknowledges that, upon recordation of the
Supplemental Declaration, the restrictive covenants contained in the Declaration and the Supplemental
Declaration will run with the land which serves as security for the debt evidenced by the Security Deed
and further agrees that any foreclosure or enforcement of any other remedy available to BB&T under the
Security Deed will not render void or otherwise impair the validity of the Declaration or the Supplemental
Declaration.
Dated: --.17 , 19 9 Y-
&T: BRANCH BANKING & TRUST. COMPANY
I, a Notary Public of the County and State aforesaid, certify that fd 1U� Q - IJuNt`�
personalhr came before me this day acknowledged that -he/she is Secretary of BRANCH
BAAM &TRUST COMPANY. a North Carolina corporation. and, that by authority d given and
r,-.
as_tii f_ the corporation, the foregoing instrument was signed is its :uamc.by.. its
ed with its corporate seal and attested by him/her as its Q/SQi• Secretary.
my hand and official stamp or seal,
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificatc(s) of
this day of . 19 48 .
Notary Public
Notary(ics) Public is (are) Certified to be Correct. Q nIAQ ( 9(
This Instrument was filed for Registration on this _Airy of -��
in the Book and Page shown on the First Page hereof. Iry oar

OKI1 9 3 PG 11 0 9
binding upon Winding River Plantation Community Association, Inc. in accordance with the terms of the
Declaration.
ARTICLE 1
Definitions
The definitions set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this -Supplemental Declaration
the day and year fast above written.
DECLARANT: BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
<. Carolina
By_ Ol. SEAL]
Its:
Secretary
NORTH CAROLINA
I, a Notary Public of the County and State aforesald,-certify diAN5, A
personally came before me this day acknowledged that Wshe is 05 E Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority dul given and
as the act of the corporation, the foregoing inmument•was signed in its [came by itsQ_
President, sealed with its corporate seal and attested by QigJher as its Q Secretary.
Witness my hand and official stamp or seal, this of —1440 2 , 19
My commission expires: /v'rz?Z1
FAWt3 i%DATAWEI LUEGPTXE SVrrG KO.DEC 2
} OFF MAL
.. trawfiorov.rCouliy
Slaphen T. Albachlen

Ph( 1 193 PG I I I I
0a-HBIT "A"
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments,
and appurtenances thereto belonging. being more particularly described on that certain
Map for Record for Winding River Plantation, Section Q recorded on
_IAnunrq 9 Ig98 . 1919. in Map Cabinet,_, Pagesasr_x9 Brunswick
County, North Carolina records, prepared for Bluegreen Carolina Land, Inc. by Michael
Underwood & Associates, P.A.
TOGETHER WITH:
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures: rights; privileges, hereditaments,
and appurtenances thereto belonging, being more particularly described :onthat certain
Map for Record for Winding River Plantation; Section K rccordcd;oncirxrD
19,$ . in Map CabinA la_, Pageina _• Bnmswick County. North Carolrecords,
prepared for Bluegreen Carolina Land, Inc. by Michael Underwood & Associates, P.A.
TOGETHER WITH:
All those certain parcels, pieces and tracts of land lying and being in Brunswick County.
North Carolina, including all improvements, fixtures. rights, privileges, hereditaments;
and appurtenances thereto belonging, being more particularly described on that certain
M p for Record for Winding River Plantation, Secti ❑ O recorded on
Atltl4l '<I 19�, in Map Cabinet Lq_. Page.. Brunswick County,
North Carolina records, prepared for Bluegreen Carolina Land. Inc. by Michael
Underwood & Associates, P.A.

M-1200 PG 1096
After recording rctum to:
Constar« P. Haywood, Esq.
Cofcr, Beauchamp. Stradtey & Hicks. LLP
99 West Pacer Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
FILED FpA PE --
TIME
""FEB13 A11:51
R03ER T ,T_ R0^
ORUM!WTER OF DEED N
i l(clf&@UHTY. 1p Book 1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS CONDITIONS.
AND RFST ri ONS )FOR WIIVDING RIVER PLANTATION .
(Section N, Phases A and C)
THIS SUPPLEMENTAL DECLARATION is made this l 3 day of ra .19W
by Bluegreen Carolina Land, Inc., a Delaware corporation qualified to do burin in North Carolina
(hereinafter referred to as "Declarant").
000036 WITNESSETH: C� _L
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et sw~ in the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the tams of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is -a portion of that property described on Exhibit "B" to the
Declaration; and
WREAS, the Declarant desires to submit the Additional Property to the terns ofthe Declarati
TIEon;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the.
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
�W-),�
8
F1MnnDATAVCIDUaWrARELXSU""AC.DM(o (yj
,pnr§!ft
RM-_gyG5
CAffip; p C—

BK'I 200 PG 1097
ARTICLE I
definitions
The definitions set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the.Declaration and all terms thereof shall remain. in full
force and effect.
WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
the day':an..��d Zear first. above written.
QA(�s^ NcV' DECLARANT:
:soffit -C
NORTH CAROLINA
COUNTY OF NEW HANOVER
BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do:business in the State of North
Carolina
M
•.•• I.LL\\.
I, a Notary Public of the County and State aforesaid.� -certify that /iti wrd tl JU4UAt
personally came before me this day acknowledged that he/t_he is . V. Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware, corporation,:and that:by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by its
President, sealed with its corporate seal and attested by him/her as its Secretary.
Witness my hand and official stamp or seal, this 1,-�"Iday of �p�rtl n 1 19J
Notary Public
My commission expires: M14 a001—
F.AWPII%DATA%REL"LUEGREFSUPMAC.DEC.(.
c>~ ? by
s
PUBUO
_ ♦ ��'� I tOt ER t;Ov��♦♦

COUNTY OF BRUNSWICK
MOYtTGAGEB CONSENT
Brunswick County
Branch Banking & Trust Company, ('BB&T') beneficiary under a Deed of Trust dated April 25.
1997, and recorded on April 25, 1997, in the Public Records at Book 1143, Page 148 (as amended from
time to time, the 'Security Deed"), for itself and its successors and assigns, consents to recordation of the
foregoing Supplemental Declaration of Covenants. Conditions, and Restrictions for Winding River
Plantation (the 'Declaration"), and BB&T agrees and acknowledges that, upon recordation of the
Supplemental Declaration, the restrictive covenants contained in the Declaration and the Supplemental
Declaration will run with the land which serves as security for the debt evidenced by the Security Deed
and further agrees that any foreclosure or enforcement of any other remedy available to BB&T under the
Security Deed will not render void or otherwise impair the validity of the Declaration or the Supplemental
Declaration.
Dated: 1;L --, 19-f—S-.
cT: BRANCH BANKING &TRUST COMPANY
1, a Notary Public of the County and State aforesaid, certify that W,7Qht�--
personally came before me this day acknowledged that he/she is Sri secretary
of BRANCH.
BANKING &.TRUST COMPANY, a North Carolina corporation, and that by authority duly given and
m . its name by its Vi_ e_ �
as the act of the corporation, the foregoing instrument was signed Secretary.
President. sealed with its corporate seal and attested by.himTher as its SS/ '
Witness my
�rlia:ilr
NOSARY
My commission expires.- Pyi
F:\WP311DATAVtFD\BL.UCARF�4l1P7WaCU'E.(`.(.m . ................
'.
SLATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificatc(s) of
pr seal, this day of C r ' 19 9g .
U tt N ry Ptiblic
z=
Notary(ies) Public is (are) Certified to be Correct. Da of
This Instrument was riled for Registration on this �_ y p
in the Book and Page shown on the First Page hereof.
ROBE J. ROB1t ON Reglsler or D eds

Book Page
1182 108G
i:a:a:nm a
;.. MI..: i •t. e
All those certain parcels. pieces and tracts of land lying and being in Brunswick County.
North Carolina, including all improvements, fi aures. rights, privileges, hcrcditaments,
a0 appurtenances thereto belonging, being more particularly described on that certain
Map for Record for Wutding River Plantation, Section L recorded on October 27. 1997.
-in Map Cabinet 19. Page 130. Brunswick County, North Carolina records, prepared for
Bluegteen Carolina Land, Inc. by Michael Underwood do Associates, P.A.
�. as to ' Ir�It
All thou certain parcels, pieces and tracts of land lying:and being in Brunswick Coumy.
North Carolina, including all Improvements, fixtures. rights.%Pririlegesi:hercdimmcats,
and appurtenances thereto belonging. being more partiadariy described on that certain
Map for Record for VYamdmg River Plantadon. Section M recorded on October 27. 1997.
In Map Cabinet 19. Pages 131-132, Brunswick County. North Carolina records, prepared
for Bluegreea Carolina Lard. Inc. by Michael Underwood do Associates, P.A.
TOGETIHER VnM:
All those terrain parcels, pieces and tear of land lying and being in Brunswick County.
North Carolina, including all improvements, fixm=. rights, privileges, hereditamenu,
and appurtenanccs thereto belonging, being more particularly described on that certain
Map for Record for Riverhouse Road recorded on October 27. 1997. in Map Cabinet 19,
Page 129,.Brunswick County. North Carolina records, prepared for Bluegreen Carolina
Land, Inc. by Michael Underwood. do Associates, PA.

--� Attar r.omdiaa rcwm to:
0matrom P. IlOwuod, Esq.
Color, 8. M&-vp, Saadkr a FU&A U.P
" West rac" Pony FAad. Kw.
Salim- "a
Admit. Cw%j& 30305
STATE OF NORTH C4ROUM
COUNTY OF BRUNSWICK
BK 1223 PG074.9
(Section P. Phases d and 2)
Reference: Deed Book 1143
Pogo 197
QQ0(
THISSUPPLFMENTALDEC[ARATION.I enadotf�ist�•dnyof
by Land. Ina; a Dolawam.corpmC m qualified to.do buiiao s I4 North Carolina(iher9 tt
ebixfer cd to as "Decluarrt^).
WITNESSETH:
WiiEREAS, Doclatant prcparod and filod of record that certain Declaratm of Covensats,
CoadiUom, and Restrictions for WvOicigRLvorPtxntahm inBook 1143,Pagc l97,ctoea_ inthopub8claod
tueords of Brunswick County, North Carolina (such fwM=cmt as supplemented and amended is heron
adored to as the *Declaration"); and
WHEREAS, pursuant to the teems of Section 7.1 of the Declaration, the Declarant may submit
ecruln additional property described on Exhibit'Bi of the Declaration to the terms of the Declaration; and
VM3REAS. Doclarant is the owner of the teal property desmbod on Exhibit "A" attached hereto
("Additional Pcopetty"x and
WHEREAS, the Additional Property Is a portion of that property desonbed on F-Au`blt'W to the
Declaration; and
WFIERF.AS, the Declarant d«Ira to submitthe Additional Propatytothetemu of 0" Daelaaatioo;
NOW. TIIEREPORB.purntenttothepowrr><teAlAod.byDodstaMavActtbeDoduabou. D=Iarent
hereby cubjoda the real ptopotgr dwaibod on Exhrbit "A" hereof to the pcovlsiats of tho Declaration and
this Supplaacobl Declaration. which shall apply to such Ftvpaty in addltion to the provisions of die
Dociaatton.SuchpcopmtysWtbesoKftnsfeaed,used,convaycokomupletaWmmtge oro&trwW
encumbered pursuant to the provisions of this Supplemental Declaration and tho Declaatio%both of-,"
"run with tho titlo to such property and shall be binding upon all parsons having any tom, titles or any
insert is rich property, their respective licks, Legal representativessmooct=s, sv°°esson'In-tMe. and
assiEns. The ptvvlsloas of this Supplemeatal Doclaratim shall be binding upon Winding River PIENW10n
Community Astoclation; then. to a000rdsnoc with die terms of the Doclatadom.
� :�►. is ,t s' 6;
;r .t-

6k1223 PG0750
ARWUX1
Ilofioltlops
The defuritiens act forth in Artick I of the Deetaration a relncorporatod hereia by refer_
1.,.,M r,
Except as specifically smca&d hereby, the Declaration and all teems thereof shall remain is full
force and c33bct.
IN WITNESS VMEREOF, the undersigned Declarant has exoanod this Supplemental Declaration
the day and year fast above written.
I- r1ElR • o A Wi
NORM CAROLINA
COUNTY OF NEW IIANOVER
BLUEGRFBN CAROLINA LAND, INC., a Dclawam
corporation qualified to do busthcss in the State of North
Carolina
L a Notary Public of the Cmmty and State aforesaid, cerdfy UM &MDRA -WAW
pmonally before me 1. Secretary
C t :qr a 1LAND. INC.. •. , • and that oh, t ry
as O bcorporation. it .mrrJo.ruits; its
Preddem sealed
....r by bku%er as its
PublicV-m= my bud and official sump or seal, dds
Hatay
my commission exp1m: zffz®r
OFFICIALOGAL
:.1 «:
Nvot"Ies) Public Is (arc) Ccrtllled to be Correa.
This InUmment was tiled for Registration on this 0L I Day of f'Y1
is life Book and Page S1%M ort the F rst Pago hereof. - Q_
Vv

Mill BK1223 P60751
��n =Is. Pieces
eces and t actg of land dying and being to Bnmswlck CO1 nty.
North B tmProvements. rudutc3, rights. Privihegea, hgvdi<amcats, and
OMMU"ooes %=W belonging, beingmom particularly dev"'Wrion thateetta4t
Record for inWindingRiverpl,aut.�SecdcaP,Phasehrecordedoa Map for
19-M Map Cabinet 19 . Page txywwick Cot , NoAh Uaa records. Pr Pared for Bluegreen Carolina Land, In --. by Michael Underwood & Assocites, PA
TOGETFIER Willi
An North dwse �m Pis. P1e= and tracts of Land 1ying and being in Bnumvick CooafY.
�4 including all iwprvvrtnaats. fncituns, rights, Privileges, h%vditameats, sad
thereto bclOQZiag.beiagn+amputlwlariydei;enbcd oti that aitainMap for
19 6 - in Map t�bia� Svc("P. Phase 2 seceded va
ps-9-'K for A Cato
-Page T•Bmaswickooimry'Naith
oUaa Land. Ise- by Michael Uadcewood & Associates, P.A.
o/KS1�DwrA1RSDtY.iRDREb�ctlrr)yl���
9

UPON RECORDING. PLEASE RETURN YULQATE I R REGISTAVON
Coostsoce P. Haywood. Esq-
eofet, Bcaudw, w. Snadley & flicks. ur 98 SEP — I P1{ 1 t 53
Suite 200
99 west Pans r-Crq Road. N.W. .ROOERT J. ROBINSON
Adacw. Goorgia 30305 REGISTER OF DEED$
BRUR ICK COUNTY- 1LC.
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
BK 1 245 PGO874
REFERENCE: DEED BOOK 1143
PAGE 197
AMENDMENT TO THE DECLARATION OF COVENANTS, CONDMONS, AND
RESTRICTIONS FOR WINDING RIVER PLANTATION
" THIS AMENDMENT is made this 915" day of 1900 by.Bluegreen Carolina
Land, Inc., a Delaware corporation qualified to do business inN orth Carolina (hereinafter referred to as
'Declarant'):
WITNESSETH 000051
WHEREAS, Declarant filed that certain Declaration of Covenants. Conditions, and Restrictions
for Winding River Plantation which was recorded on April 25. 1997. in Deed Boole 1143. Page 197. q
M. in the Office of the Register of Dads of Brunswick County, North Carolina (such document as
amended and supplemented is herein referred to as the 'Declaration'); and
WHEREAS, pursuant to the terns of Section 15.2(a) of the Declaration, the Declarant may
unilaterally amend the Declaration so long as the Class 'B' membership exists; and
WHEREAS, the Class 'B' membership still exists; and
WHEREAS, the Declarant deems it appropriate to amend the Declaration as set forth below;
NOW, THEREFORE. pursuant to the powers retained by -Declarant under. the Declaration,
Declarant hereby amends the Declaration of Covenants, Conditions; and Restrictions for Winding River
Plantation by deleting Section 10.23 in its entirety and substituting therefor thee-following:
10.23 Irrigation .Systems and Wells. Sprinkler or irrigation systems or wells of
any type shall not be permitted within the properties without the prior written approval of
the ARB; provided however. Declarant shall have the right to install sprinkler or irrigation
systems or wells within or abutting the Properties which draw upon water from lakes,
streams, rivers. ponds, wetlands, canals. or other ground or surface waters within the
Properties and the Declarant and the owner of any golf course shall have the right to draw
water from such sources within the Properties.
RU
TOTAL Rau `Tea-11
RSCI ��C%AMf"--gYC'.ft
CA8!! ICE, RHF

8K 1 245 PGO875
The definitions provided in Article I of the Declaration are incorporated herein by reference.
IN WITNESS WHEREOF, Bluegreen Carolina Land, Inc., as the Declarant, hereby executes this
d through its authorized representative on the date and year first above written.
DECLARANT: BLUE-GREEN CAROLINA LAND, INC., a .
Delaware corporation qualified to do business
in the State of North Ca 1' a
By:
Its: a ¢mil
(CORPORATE SEAL)
a �!
�1� •C
NORTH CAROLINA
I, a Notary Public of the County and State aforesaid, certify that tW -L, �, ,.,, personally came
before me this day acknowledged that he/she is ck5-,7 e� Secretary of BLUE-GREEN CAROLINA
LAND, INC., a Delaware corporation, and that by authority duly given and as the act of the corporation,
the foregoing instrument was signed in its name by its y:ce— President, sealed with its corporate
seal and attested by him/her as its ck-, � Secretary.
Witn= my hand and official stamp or seal, this '�j_ day of film —ST
Notaq Public
My commission expires: ►fYWIesS5tON0�t(�ESttast tool
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Ccrtifiicate(s) of
W
Notary(ics) Public is (are) Certified to be Correct , Day of ���e �
Ibis instrument was filed for Registration on this
in the Book and Page shown on the First Page herhof.
ROBERT J. ROB�uy —4 n = arw

OK 1 249 PG 1321
UPON RECORDING. PLEASE RETURN TO:
CoasUnm P. Haywood. Esq.
tbfa, licaudmV. Stmacy & Kids, LLP
Sake 200
99 West Pains Fcny Road, N.W.
Adaau, Goorgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
FILED FOR REGISTIRAEION
93 SEP 22 PM 3: 53
ROpERT J. i:01AK:iOtl
REGISTER Of DEEDS
BRUNSWICK COUNTY. N C. R13PERMCB: DBBD BOOK 1143
PAGE 197
AMENDMENT TO THE DECLARATION OF COVENANTS, CONDITIONS, AND
RESTRICTIONS FOR WMING RIVER PLANTATION
THIS AMBNDMENT is nude thisajLt day.of .. 199 by Bluegreen Carolina
Land, Inc., a Delaware corporation qualified to do business in North Carolina (hereinafter referred to as
'Declarant'):
WITNESSETH
WHEREAS. Declarant filed that certain Declaration of Covenants. Conditions, and Restrictions
for Winding River Plantation which was recorded on April 25, 107, in Deed Book 1143, Page 197, 9—
M. in the Office of the Register of Deeds of Brunswick County, North Carolina (such document as
amended and supplemented. is herein referred to as the 'Declaration'); and
WIDEREAS, pursuant to lire terms of Section 15.2(a) of the Declaration, (lie Declarant may
unilaterally amend the Declaration so long as the, Class 'B' membership exists: and O
WHEREAS, the Class 'B' membership still exists: and
WHEREAS, the Declarant deems it appropriate to amend the Declaration as set forth below;
NOW. THEREFORE. pursuant to. the powers retained by Declarant under the Declaration.
Declarant hereby amends Article 10 of the Declaration of Covenants. Conditions, and Restrictions for .
Winding River Plantation by deleting Section 10.21 in its entirety and substituting.therefor the following:
1021. Temporary and Prefabricated +Structures: :::Except'as maybe permitted. by the
Declarant during initial construction, or the ARE thereafter, no temporary house, dwelling, garage,
barn or out building shall be placed or erected on any Unit.
No mobile home, trailer home; travel trailer, camper or roctnational vehicle shall be stored,
parked or otherwise allowed to be placed on a Unit as a temporary or permanent dwelling. The 0
recreational vehicles shall be subject to the restrictions set forth in Section 10.5 of the Declaration.
In addition, no modular home or manufactured home shall be placed, erected. construoted
or permitted within the Properties. "Modular home and manufactured home" shall include any
prefabricated or pre -built dwelling which consists of one or more transportable sections or
components and shall also be deemed to include manufactured.building, manufactured home.
7ET T RBV _ T'CF.l6 J (:Q
RCCtCiC AMT_
:.1RN R" B

tlnIL`::;prutoc.r_
modular bulldiag, modular home. modulo construction, and prefabrkatod eonstruedoo as defined
by the North Carul na Stab Building Code 1994 Edition pabiishod by The Noah Caroihu State
• Banding code .CouneB.luplaoemcatofPiet.6tkabd&adtraaspoe4blowUloasonto apamaoent
foundation and the Lupoction of the resulting Structure by the banding Inspector under the North
Carolina State Battling Code dull not exempt surdi atrtiUure film this Prohibition. Peefabricstod
a000rdanoe
. aeassoryttrueduxs,wchassbodsand gaumr
bot,mustbekwodsadapprovedInetrict
with Article 9 of the Datantka
Notwithstanding anything herein b the eoatrary, anymodularbome OF maauGcturadbome
existing within the properties cc aplxovod by the ARD prior to the adopdoa and tecordation of this
Amendment d" be'yuidfWicred' and sball be exempt from this prohibkkon.
The definitions provided to Article I of the Doduation are lacorponted herein by reference.
IN Q!I ITiPSS VJfiERF.Op. Bluegreea Cu*Un, i Sad, inn, as the Doclarant. hereby executes this
Amendment by and dirough its authorized representative on the date aad year first above written.
DECLARANT* BLUBaKEEH CAROLINA LAND, INC.. a
Ddxwue corporation ti nfified to do bdsiaess
in the State of Noth G1ro(
IIy:
Ita:
(CORPORATE SEAL)
AT rMl`
NORTH CAROLINA
OOUNI'Y OP r'�J2••",,:�k
L a NotaryPubrbc of the CountyaM State aforesakd, ecrfify that Ze.v.><��a. Pe"anady ame
before me dds day acknowledged that belshe Is A _ _ f scl; ta of BWBGREEN CAROLINA
LAND, INC., a Ddxwue corporation. and that by authority duty gi = and as tux ad of the torporatiM
die foregoing bntrumeat wasdVwd inks axmeby Its yt rim President, «akd wid! its omponte
sec( and attested by hfm/her as Us A -;tom i _ Scactdy
W gnat my band and ameW tamp or teal, this ,ll�
My commission expires: K(taSas9d tuaasrrail.t W
rxmrDATA -o
S'f'AIEOFNQRR�T'IIQCAROIINA
COUNTY Olt T38URMCK
M,eForegoing(oraoamed).CcWfiute(e)of nn R- O ld► b
NWary�r� Public ta are) Qcrtified b be Coast. ' .�'n 1996.
itils(-arcatWas ded[ocRegisuarbaoathis ga" Dayof `�"-' 1'
hi the Boob and Page down on the First Page herco�-
ROBE 7. 06B O - Ira

After recording return to: -
Consw+ P. Haywood, Esq. FI _ED FOR REGISTRATION
Coto, Bcwchunp, SDadlry & Hicks, L.aDATE TIME
99 West Pam Fe
rry Road N.W.- 9'I SEP -I PH I t 53
Adana, Georgia 30305
FEGI iER'OF OLEOS
STATE OF NORTH CAROLB rONSWICK COUNTY. N.C.
COUNTY OF BRUNSWICK
BK1245P601370
Reference: Deed Book 1143
Page 197
SUPPLEMENTAI, DECLARATION OF COVENANTS, CONDITIONS,.
AND RES=!-.77ONS FOR WINDING RIVER PLANTATION
(Seaside: at Winding River Plantation - Beach Club)
TIIISSUPPLEMENTAL DECLARATION ismade thif3VdayoC AE4.410A19�6
by Blucgrccn Carolina Land, Inc., a Delaware coq*mtion..qualified to:do..b siness.in.North Carolina
(hereinafter referred to as "DeclarnnN).
WITNESSETH: 0000so
WHEREAS. Declarant pr•.parcd and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, ct scn~ in the public land
records of Brunswick County, Nc•: h Carolina.(such instrument as supplemented and amended is herein
referred to as the "Declaration"); t.id
WHEREAS, Declarant is :I:c owner of the real property described on Exhibit "A" attached hereto
(the "Beach Club Property"), which was previously subjected to the Declaration by that certain Supplemental
Declaration ofCovenants, Conditions, and Restrictions for Winding River -Plantation recorded in Book 1166.
Page 1107 et see. of the aforesaid i-mords; and
WHEREAS, pursuant to tt -terms of Section 7.4 of the Declaration, the Declarant may unilaterally
subject any portion of the Properti:s to additional covenants; and
WIIEREAS. Declarant imends to subject the Beach Club Property to the additional covenants
contained in this Supplemental Declamtion;
NOW, THEREFORE; pursr_ rrrt to the powers retained by Declarant under the Declaration, Dcclaiarrt
hereby subjects the real property e 5'scribed on Exhibit "A" hereof to the provisions of this Supplemental
Declaration, which shall apply to wch property in addition to the provisions of the Declaration. Such
property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise encumbered .
pursuant to the provisions ofthis su_)plemental Declaration and the Declaration, both ofwhich shall run with
the title to such property and shall be binding upon all persons having any right, title, or any interest in such
property, their respective heirs, It 1a1 representatives, successors, successors -in -titre, and assigns. The
provisions of this Supplemental Declaration shall be binding upon Winding River Plantation Community
Association, Inc. in accordance wici the terms of the Declaration.
rivrsnDATA%R1D%8 1JV3RM8FAC1r . .w.&,
TOTV-.0sm
CKI
C& BYCAS�56

Article 1
BK 1245 PG 0 81 1 DEFMgrMNS
'Me definitions set forth it Article I of the Declaration are incorporated herein by reference.
Article 2
if TERTY RIG M AND LIMITATIONS
The maximum built -upon. nrea within the Beach Club Property, inclusive of all rights -of -way, shall
be 18,033 square feet of impervious surface area, such as pavement, structures, and walkways ofbrick, stone,
slate, but excluding wood dcekiag. Construction ofadditional impervious area will require the modification
of Stormwater Management Pertr. it No. SW8-980419 dated June 17. 1998 and issued by the State of North
Carolina, Department of Enviror Inent and Natural Resources. Filling in or piping of any vegetative
conveyances (ditches, swales, etc,-4 except for driveway crossings, shall be strictly prohibited. In the event
that the Beach Club Property.is v._thin the Area of Environmental Concern (".AEC") of the Coastal Area
Management Association ("CAM.'t'), the permitted amount of built-upooarea shatlbe subject to reduction
by CAMA due to CAMA's jurisdi ;tion within the AEC.
Article 3
AMENDM:ANT TO SUPPLEMENTAL DECLARATION
This Supplemental Declaration for the Seaside at Winding River Plantation = Beach Club may be
unilaterally amended by Declarant in accordance with Section 15.2(a) of the Declaration; provided however,
any such amendment shall have, t: to prior written consent of the State of North Carolina, Department of
Environment and Natural Resoun;:s or the successor thereof responsible for regulation of stormwater
management permits.
Article 4
DECLARATION
Except as specifically amcrided hereby, the Declaration and all terms thereof shall remain in full
force and effect
IN WITNESS WHEREOF, -fie undersigned Declarant has executed this Supplemental Declaration
the day and year first above writte L
.DECLARANT- BLUEGREEN.CAROLINA;LAND,.INC., a Delaware
corporation qualified to do:busihess'in-the State of North
Carolina
g �� SEAL]
Y' /
I V i, 1 Vysi�Orv.l
NNNNKVV_VRKVy�
FAWrSnDATAVMBLLIMRMBEAC3t% pW." M

NORTH CAROLINA
Imns W; e'k
COUNTY of#ATCt3i:; OKI245 P'G 0 6 7 2
I, a Notary Public of C•Ie County and State aforesaid, certify that '. n. 1r• (�Y(_ r_
personally came before me this day acknowledged that he/she is nss;�Q.. _ Secretary of
BLUEGREEN CAROLINA I. . D, INC., a Delaware corporation, and that by authority duly given and
as the ad of the corporation, 1:ie foregoing instrument was signed in its name by its V -r,
President, sealed with its corpon:ee seal and attested by him/her as its a--sy _ �- Secretary,
Witness my lard and official stamp or seal, this -Si day of 194g.
My commission expires: 1tYlalt+asrott17ff1RiswW7 M
SEVIE OF NORTH CAROLINA.
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Ccrtific etc(s)
Notary(ies) Public is (are) Certified t7 be Cored.
This instrument was filed for Registation on this _ Day e f
in the Book and Page shown on the First Page hereof.
ROBERIP J. ROB14SONI Register bt Dedis
F.%WPSI%DATAWJFMBLUMRMBrAar.pp.r fa-

EHIMBf""A' BK 1 2 4 5 PG O 8 7 3
peach Club Property
All that certain parcel, p.-.cc or tract of land lying, being and located in Brunswick County, North
Carolina, including all improvernimts, fixtuccs, rights, privileges, hereditamcnts, and appurtenances thereto
belonging, as described on that certain Final Plat of Survey for Seaside at Winding River, Holden Beach,
North Carolina recorded in the pee oI is records of Brunswick County, North Carolina in Map Cabinet I8, Page
511 (the "Plat"). more particularl;- set forth and described the Plat as follows:
BEGINNING at the northeastern most comer of said tract of land located at the intersection
of Ocean View Boulevard a st and the northwestern right-of-way ofOld Ferry Road thence
running along said Old Ferry Road south 01 degrees 56 minutes 36 seconds west for a
distance of 155.83 feet tc a point, thence, turning and running along said parse{ south 82
degrees, 53 minutes 28 sccands west for a distance of 431.18 feet to a point; thence, turning
and running north 02 degrees 28 minutes 10 seconds cast for a distance of 126.86 feet to a
Point at the southern riglluof-way of Ocean View Boulevard East; thence, turning and
running along said right-ol=way north 79 degrees 06 minutes 03 seconds west for a distance
of 43554 feet to the poi it of BEGINNING and .noted on the Plat as "Reserved Area
Recreation".
FAWFS I%DATAWfD1�RMDY Ctr" .r.."

6H 123.7 P60537
After recording return to:
Constance P. Haywood, Esq.
Cofu, Beauchamp, Stradlry & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
FILED FOR REGISTRATION
DATE
99 JUL 22 PH 101
REGISTER ROBINSON _
BRUNSWICK COUNTIYf. N.C.
Reference: Deed Book 1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS, CONDMONS, Q)
AND RESTRICTIONS FOR WINDING RIVER PLANTATION yY
(Section P, Phase 3) O�
O
THIS SUPPLEMENTAL DECLARATION. is made thisL$-day of 19-0161.
by Bluegrcen Carolina Land, Inc., a Delaware corporation qualified to do btu ness in North Carolina -
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain.Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seg. in the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration'); and
WHEREAS; pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS; the Additional Property is aportion of that property described on Exhibit "B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, TIIEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to.the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which ,
shall nut with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
F:\WPSIDATAVIIDnaLUFLR.FE�TUPP.PJ.hm RET G1CS nie QP n _
TOTALYAQ-2REV _T('R9aqq
RECU C-4 CK AMT__, C Y
CASH rEF f li

un t ci / rbuz)j8
ARTICLE 1
Definitions
The definitions set forth in Article I of the Declaration arc incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
the day and year first above written.
LNT: BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
By.. ` r SEAL)
Its: Y ica— 1 D YeS;dent
NORTH CAROLINA \\
�L7rztino w.cl�
COUNTY OF NCR
I, a Notary Public of the County and State aforesaid, certify that ScnN:eis�er„n
personally came before me this day acknowledged that he/she is Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation; and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by its
President, sealed with its corporate seal and attested by.himlher as.its..g,<ss • .�- Secretary.
Witness my hand and official stamp or seal, this P_ day of Ste, 19,
A
Notary Public
My commission expires: 1
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s) of
Notary(ics) Public is (are) Certified to be Correct. 1998
This Instrument was filed for Registration on this a Day of _ �.
in the Book and Page shown on the First Page hereof.
ROBERT J.ROBI N Redster of Deeds

OK 123-7 PGO539
EXIIIIBTT "A"
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section P, Phase 3 recorded on
lVL8 in Map Cabinet 1, Pagel39- Ir{3 Brunswick County, North tarolina records,
prepared for Bluegreen Carolina Land, Inc, by Michael Underwood & Associates, P.A.
FAWPS I�ATAULMBLUEGRFRTUPP.r1. hm 3

After recording return to:
Constance P. Haywood, Esq.
Cot«, Beauchamp, Stradley & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
BK 12.55 PG O 19 0FILED FOR REGISTR_QET ION
DE T
98 OCT 16 AM 11 t 25
REGNITER.Of OESO
V
09UNSWICK COUNTY. �.C.
Reference: Deed Book 1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS, CONDITIONS,
AND RESTRICTIONS FOR WINDING RIVER PLANTATION
(Section P3)
00o05z
THIS SUPPLEMENTAL DECLARATION is made thisttday.of- Gdtlg tr ,19-CE
by Bluegreen Carolina Land, Inc., a Delaware corporation qualified to do business in North Carolina
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seoin the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is a portion of that property:described on Exhibit "B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
F:%VM V)ATA�WaO PIM%SUPP.ucPr. 4m
RET
TOTAL � _TCi«�7,1.0
REC>fCK AMT_ CK
rAASW� RBP Bl�

M 1255 PGO 191
ARTICLE 1
Definitions
The defmitions set forth in Article 1 of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby. the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS,WHEREOF, the nndcmigned Doctaraat has executed this Supplernmtel Declaration
the day and year fast above written.
Nf: BL UEGREEN CAROLINA LAND; INC. a Delaware.
corpoation qualified to do business in the State of North
Carolina
t
NORTH CAROLINA
(Ralik 1k O}U:I*VIA. L1:(1911Ati7
1, a Notary Public of me County and State aforrsaid. certify that J",
pemmily tame before me this day acknowledged that be4gRAd Au.:c —! Secretary of
BL.UEGREW CAROLINA LAND. INC., a Delaware corporation. and that by authority duly given and
as the act of the corporation. the foregoing hntrument was dgnod in its tame by its V t w
President. sated with Its corporate sal aA aucstod by birrlg�:as its Ax: Am 'Secretary•
Witness my hand and official Stamp or seal. this —L_ Aay of e9elUznp—_• 19 .
Notary Public
My commission espLes: rya pr
HFTr IbATAYt W IUIBOa�11 V IFa•JI.a�
SPe E OF NORTH CAROLINA
COUNCYOFBRUNSWICK 1'�-
The Foregolag (or annexed) Cortlfiatt(s)of LurYl wigIdrovr )
Tblt t'nstrtrmeat was flled�for eeAtradm oa dd a ^` -v�`i
Rn the M oa on a hcmt of tJ�. t99g�
m the Book and Page {frown on the fArat Page 6cre0 . �.

gK 1255 PGO 192
EX11MIT "A"
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section P3 recorded on September23, 1998, in Map
Cabinet 20, Page M-257, Brunswick County, North Carolina records, prepared for
Bluegreen Carolina Land, Inc. by Michael Underwood & Associates, P.A.
FAWN I IDATAMLE[ABLUCORPWUPP.wrPM.

BK 1255 PG0193
ARer recording return to:
Constance P. Haywood, Esq.
Cora, Beauchamp, Stradley R dicks, LLP
99 West Paws Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
FILED FOR REGISj�MATION
98 OCT 16 AM 11125
J. ROQuI�SppON
BRINSWIO0.
CK CUNT1r.
Reference: Deed Book 1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS, CONDITIONS,
AND RESTRICTIONS FOR WINDING RIVER PLANTATION
(Section 1)
THIS SUPPLEMENTAL DECLARATION is madethiseday of--. iJA- &Arn ,195
by Bluegreen Carolina Land, Inc., a'Delaware corporation qualified to do business in North Carolina
(hereinafter referred to as "Declarant').
WITNESSETH:
000053
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seoin the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"); and
. WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is a portion of that Property described on Exhibit "B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
eimumbered pursuant to the provisions of this Supplemental Doclaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
F%\ I%DATA�LVaOrir WU"..`!-h
JQ
MRD QRHiBY
CAS.-

©K1255PG01y4
ARTICLE I
Definitions
The definitions set forth in Article I of the Declaration are incorporated he by reference.
ARTICLE 2
Ieclaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
above written.
DECLARANT: BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
ATTEST:
NORTH CAROLINA
COUNTY OF NEW HANOVER
e ,..
/ ./�1��
i ..
I, a Notary Public of the County and State aforesaid, certify that -e Secretary of
personally came before me this day acknowledged that h f e is fit: s �a_�
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by its --V f—
President, sealed with its corporate seal and attested by hinO as its &A slA i . Secretary.
Secretary-
Witness my hand and official stamp or seal, this
4 of 19,
µp1t,1GW r' 0 Notary Public
My commission ekpires:
P1WPSI%DATAV M\8LUWREW.`d-(M
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificatc(s) of

BK 1 255 PGO 198
EXHIBIT "A"
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section I recorded on "bw Ito , 193L
in Map Cabinct LQ , Page 3O-), Brunswick County, North Carolina records, prepared for
Bluegreen Carolina Land, Inc. by Michael Underwood & Associates, P.A.
PAWPS IVJATAVtMD LUBUFPLISUPP., Lrim

BK 1 265 PG 124 1
Ana recording return to:
Constance P. Haywood, Esq.
Cofer, Beauchamp, Stradley & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
FILED FOR REGISTR ION
DATE
98 DEC -8 AH I1: 42
ROBERT J. R03INSON
REGISTER OF DEEDS
BRUNSYICK COUNTY. N.C.
Re erence: Deed Book 1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS, CONDITIONS,
AND RESTRICTIONS FOR WINDING RIVER PLANTATION
(Section P6)
THIS SUPPLEMENTAL DECLARATION is made this 3 day ofl),EVJ" r . 192$,
by Bluegreen Carolina Land, Inc., a Delaware corporation qualified to do business in North Carolina
(hereinafter referred to as "Declarant").
W ITNESSETH: �Uv
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River -Plantation in Book 1143, Page 197, et seg., in the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is a portion of that property described on Exhibit "B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW,THEREFORE, pursuant to the powers retained by Declarant undertheDec: tion, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of Declaration and
this Supplemental Declaration, which shall apply to such property in addition to t provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
F:\WP51\DATA\RED\BLUEGREL1SUPP.0 P6.r"" RFT ,
TOTA C REV — TC6 Q`�--
RECkQQ%-1K A TX&6K4
16 CASHI d n- REF BY

Definitions
The definitions set forth in Article 1 of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
the day and year first above written.
DECLARANT: BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina _ n
By: [SEP
Its: v, ca- Pre-s;dcr,-r
F, o
NORTH CAROLINA
COUNTY OF NEW HANOVER
I, a Notary Public of the County and State aforesaid, certify that
personally came before me this day acknowledged that he/she is gs �s Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by its vice
President, sealed with its corporate seal and attested by him/her as its Secretary.
Witness my hand and official stamp or seal, this 3rL day of 19 4g .
� Notary Public �y� '• '/jp',,.
My commission expires: WCOatMS"Dt V'S'W31.M =`.v .` � � •. <
V', Pp l%nATA%RrD\RLUEGREE\SUPP.0 P6.Gm 2
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Cerlificatc(s) of
Notary(ics) Public is (are) Certified to be Correct.
This Instrument was filed for Registration on this Day of mil/ • 199
in the Book and Page shown on % First Page hereof.
Rllpco • ono. r....r_

BK 1 265 PG 1243
EXHIBIT "A"
Additional Properly
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly describTed on that certain Map for
Record for Winding River Plantation, Section P6 recorded on Dvy-mbaY 8, 1998 , in
Map Cabinet ao Page g6cl 5 410 , Brunswick County, North Carolina records,
prepared for Bluegreen Carolina Land, Inc. biMichael Underwood & Associates, P.A.
FAWPS 1\DATA\RED%BLUFG REMUPP..K. 1.
®'

Auer recording return to:
Constance P. Haywood, Esq.
Cofer, Beauchamp, Stradley & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
Brunswick County --Register of.Deeds
Robert J_ Robinson
Inst #7575 Book 3
128>3p e1325
03/23/1999 11:32aw Rectt as
Reference: Deed Book 1143
Page 197
SUPPLEMFNTAL DECLARATION OF COVENANTS, CONDITIONS,
AND RESTRICTIONS FOR WINDING RIVER PLANTATION
(Sections T3, U2 and V)
THIS SUPPLEMENTAL DECLARATION is made this&day of ma rk , 1999,
by Bluegreen Carolina Land, Inc., a Delaware corporation qualified to do business in North Carolina
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page'197, et seq., in the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is a portion of that property described on Exhibit 'B" to the
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
F:%WP51V)ATA%RM%BLUEGR1MSU MU2V.Bm
RETJ-Q2 CL r''
titi
TOTAL ,ob REV
TCN
RECN « CK AMT
CASHREF_
EF
CK#�
BYiJ'S'1F

Inst k 7575 Book 128BPage: 1326
assigns. The provisions of this Supplemental ucclarauon shall oe omamg upon winding xrver rlantation
Community Association, Inc. in accordance with the terms of the Declaration.
ARTICLE 1
Definitions
The definitions set forth in Article l of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
INN�,* ITNESS WHEREOF, the undersigned Declarant has executed this Supplemental Declaration
the day.Bn �V: first above written.
BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
By: S ` [SEAL]
Its. yjt o P"-'Aaent
Secretary
NORTH CAROLINA
COUNTY 00NEW HANOVER
I,. a Notary Public of the County and State aforesaid, certify that i r N\a v, In ,
personally came before me this day acknowledged that he/she is A,:Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument. was signed in its name by its V;, ,-
President, sealed with its corporate seal and attested by himther as its Ax e} Secretary.
Witness my hand and official stamp or seal, this day of
Notary Public
My commission expires:
WOOMMIS90H EVIRES MAY 31, 2003
F %W PS MATAUtEDW LUEGREMUPMUMr m
1999.

Inst # 7575 Book 12881'age: 1327
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
Ile Foregoing (or annexed) Certificate(s)of TYNN R WALDRON
Notary(ies) Public is (are) Certified to be Correct.
This Instrument was filed for Registration on thisg -jr,t Day of Ma rrh .1999
in the Book and Page shown on the First Page hereof.
0livov^--
ROBE J. ROBI SON Register o D s
FAW P51\DATA\RED\BLUEG REE=PF0 MI.

Iost tt 7575 Book 1288Page: 1328
EXHIBIT "A'
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section T3, recorded on MOB MK a 3 1999, in
Map Cabinet �I , Page Jq 4-55' , Brunswick County, North Carolina records;
TOGETHER WITIi:
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section U2, recorded on (Yja*r6 ' 2 3 ,
1999,inMap Cabinet' 1. Page 54+51 Brunswick County, North Carolina records;
TOGETIfER WITH:
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section V, recorded on CYloxr.�� 123
1999,inMap Cabinet�Page SB BnmswickCounty, North Carolina records.
FAW PSI\DATA\R EDT LU W REENSUPM U2V J.

10/20/99 WED 15:58 FAX
Q 012
After recording return to:
Constance P. Haywood, Esq.
Cofer, Beauchamp, Stradley & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE.OF NORTH CAROLINA
COUNTY OF BRUNSWICK
Brunswick County --Register of Deeds
Robert S. Robinson
Irt_st #25852 Book 1331Page 838
09/24/1999 10:29aa Rectt�
Reference:..,. Deed Book.1143
Page 197
SUPPLEMENTAL DECLARATION OF COVENANTS;(CONDITIONS:
AND RESTRICTIONS FOXWINDING PLANTATION
(Section U1)
THIS SUPPLEMENTAL DECLARATION is made this 1day.ofdi�6u_ ,.1999,
-: ;::; c;•by Bluegreen Carolina Land,.Inc., a Delaware. corporation,qualified.to do business in -North Carolina_;_ c:
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration. of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seo., in the public land
records of Brunswick County, North Carolina (such instrument as.supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section.7.1 of the Declaration, the Declarant may submit
:certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration;.and ..
WHERL'-AS, Declarant is the'owner'of the real property. described on Exhibit "A" attached:hereto
("Additional Property"); and
WHEREAS, the Additional Property is a:portion of that: property:deseribed':onBxhibit "B" to the
Declaration; and
.. WHEREAS, the Declarant desires to submit the Additional Property tothe terms ofthe Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant,.
hereby.subjects the real property described on Exhibit "A" hereof to the provisions of. the. Declaration and:...
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the
Declaration. Such property shal I be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
OE n n t p
F%WPSnDATA%KEU\aLUEGa EE UPP.tcvULlnn REVS
TOTn
RECN CK AMT. CK
rASH
REF — BY

10/20/99 WED 15:58 FAX
Q 013
Inst 1 25852 .Book 1331Page: egg
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
ARTICLE 1
Definitions
The definitions set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby,' the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned;Deelarant,has executed-this:Supplemental Declaration
the day and year first above written.
C. •, DECLARANT:
"3�t>.
c
O 0
00
ATTEST:
$A5t.4Sccretar�
NORTH CAROLINA
COUNTY OF NEW HANOVER
BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
BY [SEAL]
Its: Viy- Presiders(,
I, a Notary Public of the County and State aforesaid; certify that GOXWG?;blelnj\—
personally came before the this day acknowledged that he/she is Secretary of
BLUEGREEN CAROLINA LAND, INC., a DeIaware, corporation, and that by authority dilly, given and
as the act of the corporation, the foregoing instrument was signed in its name by its Gtt'
President,. sealed with its corporate seal and attested by him/her as its Secretary.
Witness my hand and official stamp or seal, this
My commission expires: QUWvSL 15 200
FF.IWP51\DATA%REDIULUEGREE UPP,-,UI.fm,
1 day of 1999.
Notar b is 0.„� 11 ✓�'
SS
t4at1111 ::

10/20/99 WED 15:59 FAX
Q] 014
Inst 1 25852 Book 1331Page: 900
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
STATE OF. NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s)of MELISSA L ROURK
Notary(ies) Public is (arc) Certified to be Correct.
This Instrument was filed for Registration on this 29th•.Dayof I.September 1999
in the Book and Page shown on the First Page hereof.
ROBERT J. ROBIIJSONJ Register o eds
FA W P5I ID.TMREMDLUEGF EMS U PP.—U L(nn 3

10/20/99 WED 15:59 FAX
f21015
�) EXHHIIT "A" Inst 125652 Book 1331Page: 9o1
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging; being more particularly described on that certain Map for
Record for Winding River Plantation,.Section U1, recorded on 6v a-'4 1999, in
Map Cabinet o11 Page ba Brunswick County, North Carolina records.
F %WP51(DATAIFED\a LUEGREE\SUPP.tnUi.(m,

10/20/99 WED 15:54 FAX
Q o01
After recording return to:
Constance P- Haywood, Esq.
Cofer. Beauchamp. Stradiey Be Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
(Section SI)
Bnlrtswick County --Register of Deeds
Robert J. Robinson
Inst 126308 Book 1332Page 995
09/29/1999 01-05pn Reek `aSZA'Dto
Reference: Dced Book 1143
Page 197
THIS SUPPLEMENTAL DECLARATION is made this29 day of jG,&, 1999,
byBluegreen•Carolina .'Land, Inc.; a.Delaware corporation .qua] ified to do,business in North Carolina
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seq., in the public land
records of -Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"): and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS; Declarant is the owner of the real,property described on.Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is -a portion:of thathproperty.described:on Exhibit "B" to the
Declaration; and
W HEREAS,the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the'real property described on Exhibit '.'A" hereofto.the provisions, of the Declaration and
this Supplemental Declaration, which shall apply to such property in addition to the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors,
successors-in-title, and
PET—, )V 1 Il-. l9'Ie,Yi n
F:%W F5I%DnTMREMSLUCGREEZSUPP.,caS I.t"" '
TOTAL _ REV__ TC
REC4 CK AMT CKtt1._
CASH REF BY

10/20/99 WED 15:SS FAX
Inst 1 26308 Book-1332Page: 996
U 002
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terns of the Declaration.
ARTICLE 1
Definitions
The definitions set forth in'Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby, the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned Declarant has executed this.Supplemental Declaration
the day and year first above written.
' "" DECLARANT:
ATTEST:
i > Secretary
NORTH CAROLINA
COUNTY OF NEW HANOVER
BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
By: [SEAL]
Its: VIA PY2Siclen-L
1, a Notary Public of the County and State aforesaid,ycertify%:tltat''f gle-an
personally came before me this day acknowledged that he/she is Secretary of
BLUEGRE-EN CAROLINA LAND, INC., a Delaware corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed i its name aaby its Vicr,
President,, sealed with..its'corporate•seal and attested by him/her as its tDl� Secretary.
Witness my hand and official stamp or seal, this 2-61 day of 1999.
0�.1 '�m�b� ) •''1-lllfl'p�'
/t
My commission expires: IMA 6A5,L 1`J.�'D,4
Fa W P5 [\DATA\REDl9LlIEOREE\SUYP.,¢SI. fnn 2

10/20/99 WED 15:55 FAX
U 003
Inst ! 26308 Book 1332Page: 997
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
STATE OF NORTH CAROLINA Q
COUNTY OFBRUNSWICK �QIISSCL L r IDS
The Foregoing (or annexed) Certificate(s) of l
Nolary(ies) Public is (are) Certified to be Correct. CRv'� . Da of 1999
This instrument was filed for Registration on this Y
in the Book and Page shown on the First Page hereof.
ROBE R :J::ROBIJSONJRegister dtWeds
EXIHBIT"A"
Additional Properly
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section S 1, recorded on 0—'13�1 , 1999, in
Map Cabinet � I , Page 53 _13runsw.ick County,.North Carolina records.
F:\ W P51\DATA\RED\aLUEGREE\SUPP.,aSI.fm,

10/20/99 WED 15:55 FAX
Q 004
ARcr recording return to:
Constance P. Haywood, Esq.
Cofer, Bwuchamp, Stradtey & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK
tlrlrns"'1cK count-Ke915T-er or toms
Robert 1. RobirLsOo
Book 1324Page 399
I8/ /19997 Dla��I ^
OB/17/1999 03:04pa Reel iY
(Sections Tl and T2)
Reference: Deed Book 1143
Page 197
THIS SUPPLEMENTAL DECLARATION,is made this Iq"day of 1999,
by Bluegreen Carolina Land, Inc.,.a Delaware corporation qualified to.do business in North.Carolina
(hereinafter referred to as "Declarant").
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for Winding River Plantation in Book 1143, Page 197, et seo_, in the public land
records of Brunswick County, North Carolina (such instrument as supplemented and amended is herein
referred to as the "Declaration"), and
WHEREAS; pursuant to the teens of Section 7:1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Properiv" ); and
WHEREAS, the Additional Property is a:portion:ofthat propertydescribe&on Exhibit.IB" to the.
Declaration; and
WHEREAS, the Declarant desires to submit the Additional Property to the terms of the Declaration;
. NOW;THEREFORE, pursuant tothe powcrs retained by Declarant under the Declaration, Dcclarant
hereby subjects the real property described on Exhibit "A".hereof to.the provisions of the. Declaration and
this Supplemental Declaration,. which shall apply to such property in addition to the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
F \WPS I\DATMREDUILUEGRELASUPPT ITI.FRM
. -T [s7. ti+`�ti 1 t'tf3
TOTAL t�' AREv TCIt
RECH17 CKAMTCb7-%,,
CASH - REF BY+,.. 2c

10/20/99 "ED 15:56 FAX
16005
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
ARTICLE I
Definitions
The definitions set forth in Article I of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby; the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersignedDeclaranrhas executcd;this Supplemental Declaration
the day and.year first above written.
DECLARANT: BLUEGREEN CAROLINA LAND, INC., a Delaware
corporation qualified to do business in the State of North
Carolina
By: + S [SEAL]
�%
Its: Yft_e.. President
resident
ssoa cLrt U Secretary
Inst 122637 hook 1324Page: 395
NORTH CAROLINA
COUNTY OF NEW HANOVER
1, a Notary Public of the County and State; aforesaid; .,certify::Lhat._ ,4!J/E. 9/EP%�
personally came before me (Iris day acknowledged that he/she is A-ss, Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name by its V ICE
.:President, sealed with its corporate seal and.attested by him/her as its 455157'w.r-rSecretary.
Witness my hand and official stamp or seal
My commission expires:
My COMNS" EXPKS IUA 4, 2UW
F %WP51\DATA\RED\BLUEGREE\TUPPT?1.FRM 2
this I 1 day of !` LA�Lw sT 1999.;
J'
Notary Public_
Fm

10/20/99 WED 15:56 YAd t®006
Inst # 22637 Book 1329Page: 396
STATE OF NORTIJ CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s)of_ JUNE M HEWITT
Notary(ics) Public is (are) Certified to be Correct.
This Instrument was filed for Registration on this 17t h Day of August
in the Book and Page shown on the First Page hereof. 1999
M-
RvtSEMRA J. ROB11PONi Register of Dee�L
Deputy/Assistant Register of Deeds
F9W P5lkDATA\RED\RLUEGREE\SUPnin.FRM

10/20/99 WED 15:56 FAX
16007
EXHIBIT "A"
Additional Property
Inst 122G37 Book 1324Page: 397
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
:...c. appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Section TI, recorded on &qtAsi. rJ 1999, in
.Map Cabinet A 1 Page 4 I G Brunswick County, Nortii Carolina records;
TOGETHER WITH:
All those certain. parcels, pieces and tracts.of land lying and.being in Brunswick County,
North Carolina, including all improvements,,fixtures;rightsiprivileges;hereditaments, and
,appurtenances thereto belonging, being.rnore.particularly described.onthatcertain Map for
Record for Winding River Plantation, Section-T2;-recorded on ::Au t> s.+L i.`l
1999,inMapCabinct_41Pagc tiljtq18 ,Brunswick County, orth Carolina records.
F %WPS I\DATA\RED\RLDEGREEIRIPPT I n.FRM

10/20/99 WED 15:57 FAX U 008
Brunswick County —Register of Deeds
—'t Robext J_ Robinson
Inst 126783 Book 133 3Page 1361
Aflcr recording return to: 10/05/1999 09:OOata Reci
(. 1
Constance P. Haywood, Esq.
Cofer. Beauchamp, Stradley & Hicks, LLP
99 West Paces Ferry Road, N.W.
Suite 200
Atlanta, Georgia 30305
STATE OF NORTI-I CAROLINA Reference: Deed Book 1143
Page 197
COUNTY OF BRUNSWICK
SUPPLEMENTAL DECLARATION:OF COVENANTS2'CONDMONS,
AND RESTRICTIONS FORWINDING'RIVF.R PLANTATION: "
(Section TI, Lots.21-53)
THIS -SUPPLEMENTAL DECLARATION is made thisa!nay of \1ep bPi— , 1999,
by Bluegreen Carolina Land,.lnc.,.a Delaware corporation qualified to, do business in North Carolina
(hereinafter referred to as "Declarant').
WITNESSETH:
WHEREAS, Declarant prepared and filed of record that certain Declaration of Covenants,
Conditions, and Restrictions for W inding River Plantation in Book 1143, Page 197, et seq., in the public land
records.of Brunswick County,, North Carolina (such. instrument as.supplemented and amended is herein
referred to as the "Declaration"); and
WHEREAS, pursuant to the terms of Section 7.1 of the Declaration, the Declarant may submit
certain additional property described on Exhibit "B" of the Declaration to the terms of the Declaration; and
WHEREAS, Declarant is the owner of the real property described on Exhibit "A" attached hereto
("Additional Property"); and
WHEREAS, the Additional Property is a- port ion -oPthat:property:described. unrExhibit "B" to the
Declaration: and
. WHEREAS; the Declarant desires to submit the Additional Property to the terms of the Declaration;
NOW, THEREFORE, pursuant to the powers retained by Declarant under the Declaration, Declarant
hereby subjects the real property described on Exhibit "A" hereof to the provisions of the Declaration and
this Supplemental Declaration, which shall apply to such property in.addition to. the provisions of the
Declaration. Such property shall be sold, transferred, used, conveyed, occupied, and mortgaged or otherwise
encumbered pursuant to the provisions of this Supplemental Declaration and the Declaration, both of which
shall run with the title to such property and shall be binding upon all persons having any right, title, or any
interest in such property, their respective heirs, legal representatives, successors, successors -in -title, and
FAW "I %DATAAREDNBLUEG R EELSU PPT 1.71 d), fmi
SET 1,fk 1J
TOTAL REV_..__ TC11-
RECN ,CKAMT CK
CASH -
ASH Jam- REF BY

10/20/99 WED 15:57 FAX
Q009
assigns. The provisions of this Supplemental Declaration shall be binding upon Winding River Plantation
Community Association, Inc. in accordance with the terms of the Declaration.
ARTICLE 1
Definitions
The definitions set forth in Article 1 of the Declaration are incorporated herein by reference.
ARTICLE 2
Declaration
Except as specifically amended hereby; the Declaration and all terms thereof shall remain in full
force and effect.
IN WITNESS WHEREOF, the undersigned=Declaranthasexeputed this;Supplemental Declaration
the'day and year first above written.
.. „annu..I'll
::,
C 4 f- DECLARANT: BLUEGREEN CAROLINA LAND, INC., a Delaware
�"...... d' corporation qualified to do business in the State of North
9;'
:.•^�� N��u'- Carolina
- :n•� rat -
y` .. �� ;, BY. (SEAL)
J�. ..
It : _�� PrCSidPnt
ATTEST
• �1• wf� Secretary
Inst / 26783 Book 1333Page: 1362
NORTH CAROLINA
COUNTY OF NEW HANOVER
1, a Notary Public of the County and State aforesaid., certify that lcQ c— Gimn
personally came before me this day acknowledged that he/she is A4,je(SkIrLt Secretary of
BLUEGREEN CAROLINA LAND, INC., a Delaware corporation, and that by authority duly given and
as the act of the corporation, (lie foregoing instrument was signed in its name by its Vice,
President, sealed with its corporate seal and attested by him/her as its &k Qrll Secretary.
Witness my hand and official stamp or seal, thi
My commission expires: - 15 O
F,'WP51\DATA\RED\ULUEGREE UPI' 1-21"53.f...
s
24 day of �, 1999.
l L.(, ira. l . �_ �x�
Notary Public

10/20/99 WED 15:57 FAX
16010
Inst / 26783 Book 1333Page: 1363
STATE OF. NORTH CAROLINA
COUNTY OF BRUNSWICK
The Foregoing (or annexed) Certificate(s)of
SPATE OF NORTH CAROLINA
COUNTY OF BRUNSWICK MELISSA L ROURK
The Foregoing (or annexed) Certificates) of
Notary(ics) Public is (are):Ccttified-to bc:Correct.. 5th October _ -
This Instrument was filed.forRegistration on this Day of 1999
in the Book andTage-shown on the FirstYagc bereof.
119frwoo."��epH ROBE J- ROBI SON Register of D s
rAWP5 MATMRMBLUEGRCE UP"l-]633.Gm 3

10/20/99 WED 15:58 FAX
[aoll
EXHIBIT "A"
Additional Property
All those certain parcels, pieces and tracts of land lying and being in Brunswick County,
North Carolina, including all improvements, fixtures, rights, privileges, hereditaments, and
appurtenances thereto belonging, being more particularly described on that certain Map for
Record for Winding River Plantation, Lots 21-53, Section T1, Phase 3 recorded on
DO i 1�5 , 1999, in Map Cabinet c2l , Page 5c/,S-
_ Brunswick County,
North Carolina records.
Inst # 26783 Book 1333PaQe: 1364
F.1w PSI (DATA%REDIULUEGREE3SU1'PT I-21.53.lrnn