Bylaws

BYLAWS OF GRANDVIEW LANDINGS HOMEOWNERS ASSOCIATION, INC.

A NONPROFIT CORPORATION

ARTICLE 1. NAME AND LOCATION

The name of the corporation is Grandview Landings Homeowners Association, Inc. The initial principal office

of the corporation shall be located at 214 Hillcrest Street, Suite 2, Lakeland, Florida 33815, but meetings of Members

and Directors may be held at such places within the State of Florida as may be designated by the Board of Directors.

The address of the principal office may be changed from time to time by the Board of Directors.

ARTICLE II. DEFINITIONS

2.1. “Declaration” shall mean and refer to Declaration of Covenants, Restrictions, Limitations and

Conditions for Grandview Landings to which these Bylaws are attached recorded in the Public Records of Polk County,

Florida and the terms of which are incorporated hereby by reference.

2.2. “Mortgage” shall mean a Mortgage encumbering a Lot which Mortgage is held either by a bank, life

insurance company, federal or state savings and loan association, real estate or mortgage investment trust, mortgage

company, federal or state agencies, the Developer or such other mortgagee which shall be acceptable and approved by

the Directors.

2.3. “Mortgagee” shall mean the holder of a Mortgage.

2.4. All of the terms which are defined in the Declaration shall have the same meaning in these Bylaws

as such terms have in the Declaration.

ARTICLE III. MEMBERS

3.1. Membership in the Association. Every Owner of a Lot shall be a Member of the Association and

membership shall be established as set forth in the Declaration.

3.2. Voting Rights. If a corporation is the Owner of a Lot or if a Lot is owned by more than one (1)

person, the Association may require prior to any vote by the Members, a voting certificate by which the registered

Owner or Owners of the Lot designates an officer, if a corporation, or designates one (1) of the Owners of the Lot, if

there is more than one (1) Owner, to designate the person entitled to vote at any meeting of the Members of the

Association. The Association shall have two classes of voting membership:

Class A

Class A Members shall be all Owners, with the exception of the Developer and i

shall be entitled to one vote for each Lot owned.

Class B

The Class B Member(s) shall be the Developer and shall be entitled to three votes

for each Lot owned. The Class B membership shall cease and be converted to

Class A membership and the Members, other than the Developer, shall be entitled

to elect at least a majority of the Directors of the Association upon the earlier of the

occurrence of the following events:

(a) When the total votes outstanding in the Class A membership equal the total

votes outstanding in the Class B membership (i.e., when seventy-five percent

(75%) of the Lots in the Subdivision have been conveyed to Members other than

the Developer); or

(b) On the date specified by the Developer in a written notice to be given to all

of the Class A Members.

For purposes of this section of these Bylaws, the term “Members other than the Developer” shall not include builders,

contractors or others who purchase a Lot for the purpose of constructing improvements thereon for resale. So long as

the Developer holds for sale in the ordinary course of business at least five percent (5%) of the Lots in the Subdivision

that are within the jurisdiction of the Association, the Developer shall be entitled to elec t at least one of the Directors.

3.3. Termination of Membership. Membership in the Association terminates when such Member ceases

to be an Owner of a Lot.

3.4. Transfer of Membership. Membership in this Association is not transferable or assignable, but shall

pass with the title to each Member’s Lot.

ARTICLE IV. MEETINGS OF MEMBERS

4.1. Annual Meetings. The first annual meeting of Members shall be held within one (1) year from the

date of incorporation of the Association, which date shall be established by appropriate resolution of the Directors_ At

the first annual meeting of Members, a date and time shall be established for all subsequent annual meetings. If the date

for any annual meeting of Members is a legal holiday, the meeting will be held at the same hour on the next following

day which is not a legal holiday.

4.2. Special Meetings. Special meetings of Members may be called at any time by the president or by the

Board of Directors, or upon written request of no less than ten percent (10%) of the total voting interest of the

Association,

4.3. Place of Meetings. The Board of Directors may designate any place within Polk County, Florida as

the place of meeting for any annual or special meeting.

4.4. Notice of Meetings. Written notice of each meeting of Members shall be given by, or at the direction

of, the secretary or other person authorized to call the meeting, by mailing a copy of such notice, postage prepaid, at least

fifteen (15) days before such meeting to each Member entitled to vote thereat, addressed to the Member’s address last

appearing on the books of the Association, or supplied by such Member to the Association for the purpose of receiving

notice. Such Notice shall specify the day, hour and place of the meeting, and in the case of a special meeting, the

purpose of the meeting.

4.5. Quorum. The presence at the meeting in person or by proxy of Members entitled to cast ten percent

(10%) of the votes of the membPrship cnnQtihite quornm for authorization any artinn, exrept as may ntherwi,

be provided in the Declaration, the Articles of Incorporation, these Bylaws or by law. After a quorum has been

established at a Member’s meeting, the subsequent withdrawal of Members so as to reduce the number of Members

entitled to vote at the meeting below the number required for a quorum, shall not affect the validity of any action taken

at the meeting or any adjournment thereof. If a quorum is not present at any meeting, the Members entitled to vote

thereat shall have power to adjourn the meeting from time to time, without notice other than announcement at the

mpeting until a quorum as aforesaid shall he present or he represented.

4.6. Proxies. At all meetings of Members, each Member may vote in person or by proxy in the manner

provided by law. All proxies shall be in writing and filed with the secretary. Proxies shall be revocable, and the proxy

of any Owner shall automatically terminate on conveyance by him of his Lot.

4.7. Waiver of Notice. A written Waiver of Notice signed by a Member, whether before or after the

meeting, shall be equivalent to the giving of such notice. Any certificate to be filed as a result of the Members action

under this Section shall state that written consent was given in accordance with the applicable provisions of Chapter

617 of the Florida Statutes.

4.8 Action Without Meeting. Any action of the Members may be taken without a meeting, without prior

notice and without vote, if a consent in writing setting forth the action so taken and signed by a majority of the Members

of the Association. Within ten days after obtaining such authorization by written consent, notice must be given to those

Members who have not consented in writing. The notice shall fairly summarize the material features of the authorized

action. Any certificate to be filed as a result of the Members action under this section shall state that written consent

was given in accordance with the applicable provisions of Chapter 617 of the Florida statutes.

4.9. Voting Record. If the Association has six or more Members of record, the officers having charge of

the membership records of the Association shall make, at least ten days before each meeting of Members, a complete

list of the Members entitled to vote at such meeting or any adjournment thereof. The list shall be kept on file at the

registered office of the Association or at the principal place of business of the Association, and any Member shall be

entitled to inspect a list at any time during usual business hours. The list shall also be produced and kept open at the

time and place of the meeting and shall be subject to the inspection of any Member at any time during the meeting. If

no such demand is made, failure to comply with the requirements of this section shall not affect the validity of any action

taken at such meeting.

4.10. Absentee Ballots. Absentee ballots will be permitted in connection with votes on such matters as the

Directors shall permit from time to time, including, annual meetings of the Members. In the event absentee ballots are

permitted, they will only be available to those Members who are physically absent from the Subdivision at the time the

meeting is to be held or they have a physical disability or limitation which makes it impossible for them to attend the

meeting. If an absentee ballot is permitted, the secretary of the Association shall mail the ballot to the Member who shall

return the ballot to the secretary no later than three days prior to the meeting. Any absentee ballot may be revoked at

the meeting in the event that the Member voting by absentee ballot is present at the meeting. Absentee ballots may be

considered for purposes of establishing a quonim only on those matters voted on in the absentee ballot.

4.11. Order of Business, The order of business at the annual meeting of the Members and as far as

practicable at other meetings, shall be:

call of the roll,

proof of notice of meeting,

reading and disposition of any unapproved minutes,

the report of officers,

report of committees,

appointment of inspectors of election,

election of directors,

unfinished business,

new business,

adjournment.

ARTICLE V. BOARD OF DIRECTORS

5.1. Number. The affairs of the Association shall be managed by a board of three (3) Directors who shall

be Members of the Association, except for those Directors who are elected by the Developer.

5.2. Term of Office. The present members of the Board of Directors or successors of the present members

of the Directors as appointed by them in the event of the removal or disability of one or all of said Directors, shall hold

office until the next annual meeting of the Members, at which time the successors shall be elected. Each Director

thereafter shall hold office until the next annual meeting of the Members and until his successor shall have been elected

and qualified, or until removed by a majority vote of the Members for misfeasance or malfeasance, at a special meeting

of the Members called for that purpose.

5.3. Compensation. No Director shall receive compensation for any service he may render to the

Association. However, any Director may be reimbursed for his actual expenses incurred in the performance of his

duties.

5.4. Election of Directors. After the Class B membership has ceased, the election of the Directors shall

be in the following manner:

(a) No later than four (4) months prior to the annual meeting of the Members, the President shall appoint

a nominating committee consisting of a chair person and four (4) other persons who shall be Members in good standing

of the Association. A report of this committee shall be presented to the Board of Directors at least twenty-one (21) days

before the annual meeting of the Members.

(b) At the annual meeting of the Members, the nominating committee will present their list of qualified

nominees to the membership. To qualify to serve as a Director, the person nominated must have been a Member in good

standing for a period of at least six (6) months prior to the time of the annual meeting, except those designated by the

Developer. Any number of persons may be presented as nominees and nominations may be made from the floor if

properly qualified.

a letter from the nominee accepting the nomination must be submitted to the Secretary before the meeting. At the arunr

meeting, the President shall appoint one (1) of the Members to be a chairperson for the election committee who wi

select other Members to assist with the election process and the counting of ballots.

(d) The election shall be by a majority vote and shall be by secret ballot. Election will be by a plurality

of votes cast, each person voting being entitled to cast his vote for as many nominees as there are vacancies to be filled.

There shall be no cumulative voting.

5.5. Annual Meetings. The Board of Directors shall hold its annual meeting at the sane place as and

immediately following each annual meeting of Members for the purpose of the election of Officers ana the transaction

of such other business as may come before the meeting. If a majority of the Directors are present at the annual meeting

of Members, no prior notice of the annual meeting of the Board of Directors shall be required. However, another place

and time for such meeting may be fixed by written consent of all of the Directors.

5.6. Regular Meetings. Regular meetings of the Board of Directors may be held at such time and at such

place as shall be determined from time to time by the Board of Directors.

5.7. Special Meetings. Special meetings of the Board of Directors may be called by the Chairman of the

Board (if there is one), the President or any Director. The person or persons authorized to call special meetings of the

Board of Directors may fix a reasonable time and place for holding them.

5.8. Action Without Meeting. Any action of the Board of Directors may be taken without a meeting if a

consent in writing setting forth the action so taken signed by all of the Directors is filed in the minutes of the Board of

Directors. Such consent shall have the same effect as a unanimous vote.

5.9. Notice and Waiver. All meetings of the Directors must be open to all Members except for meetings

between the Directors and its attorneys with respect to proposed or pending litigation where the contents of the

discussion would otherwise be governed by the attorney-client privilege. Notices of all meetings of the Directors must

be posted in a conspicuous place in the Subdivision at least forty-eight (48) hours in advance of a meeting, except in

an emergency. In the alternative, if notice is not posted in a conspicuous place in the Subdivision, notice of each Board

meeting must be mailed or delivered to each Member at least seven (7) days before the meeting, except in an emergency.

Assessments may not be levied by the Directors unless the notice of the meeting includes a statement that assessments

will be considered at such meeting, specifying the nature of the proposed assessments. Notice to the Directors of any

special meeting of the Directors shall be given at least three (3) days prior thereto by written notice delivered personally,

by mail or by telegram to each Director at his address. If mailed, such notice shall be deemed to be delivered three (3)

days after being deposited in the United States Mail with postage prepaid. If notice is given by telegram, such notice

shall be deemed to be delivered when the telegram is delivered to the telegraph company. Any Director may waive

notice of any meeting, either before, at, or after such meeting by signing a waiver of notice. The attendance of a

Director at a meeting shall constitute a waiver of notice of such meeting and a waiver of any and all objections to the

place of such meeting or the manner in which it has been called or convened, except when a Director states at the

beginning of the meeting any objection to the transaction of business because the meeting is not lawfully called or

convened.

5. I4. Quorum and Voting. A majority of Directors in office shall constitute a quorum for the transaction

of business. The vote of a majority of Directors present at a meeting at which a quorum is present shall constitute the

action of the Board of Directors. If less than a quorum is present, then a majority of those Directors present may adjourn

the meeting from time to time without notice until a quorum is present.

5,11. Vacancies. Any vacancy occurring in the Board of Directors may be filled by the affirmative vote

of a majority of the remaining Directors even though it is less than a quorum of the Board of Directors, unless othenvise

provided by law or the Articles of Incorporation. However, any Director which the Developer selected pursuant to the

Declaration shall be replaced by a person designated by the Director. A Director elected to fill a vacancy shall hold

office only until the next election of Directors by the Members. Any directorship to be filled by reason of an increase

in the number of Directors shall be filled by election at an annual meeting of Members or a special meeting of Members

called for that purpose.

5.12. Removal. At any meeting of Members called expressly for that purpose, any Director or Directors

may be removed from office, with or without cause, by vote of a majority of both classes of the Members then entitled

to vote at an election of Directors. New Directors may be elected by the Members for the unexpired terms of Directors

removed from office at the same meetings at which such removals are voted. If the Members fail to elect persons to

fill the unexpired terms of removed Directors, and if the Members did not intend to decrease the num er of Directors

to serve on the Board, then the vacancies unfilled shall be filled in accordance with provisions in t ese Bylaws for

vacancies.

5.13. Resignations. Any Director may resign at any time by submitting a written resignation which shall

take effect at the time and as specified in the notice of resignation or if no time is specified, at the time of receipt by the

President. The acceptance of a resignation shall not be necessary to make it effective.

5.14. Presumption of Assent. A Director of the Association who is present at a meeting of the Board of

Directors at which action on any Association matter is taken shall be presumed to have assented to the action taken

unless he votes against such action or abstains from voting because of an asserted conflict of interest.

5.15. Increase of Number of Directors. The number of Directors may be increased by amendment to these

Bylaws by the affirmative vote of a majority of the Members at the annual meeting or at a special meeting called for that

purpose. The additional Directors may be chosen at such annual meeting by a majority vote of each class of the

membership. Such new Directors shall hold office until the next annual meeting and until the election, qualification

and taking of office of their successors.

5.16. Powers. All corporate powers shall be vested in and exercised under the authority of the Board of

Directors and the management and affairs of the Association shall be controlled by the Board of Directors. The Board

ofDirectors shall have all powers given to the Directors by the Articles of Incorporation, these Bylaws, the Declaration

and the Florida Not For Profit Corporation Act and in addition shall have powers to:

(a) Suspend the voting rights of a Member during any period in which such Member shall be in default

in the payment of any assessment levied by the Association;

(b) Exercise on behalf of the Association all powers, duties and authority vested in or delegated to the

Association and not specifically reserved to the membership by the Declaration, Articles of Incorporation or by other

provisions of these Bylaws.

is absent from three (3) consecutive regular meetings of the Board of Directors; and

(d) Employ a manager, independent contractors, and such other employees as they may deem necessary,

and to prescribe their duties.

5.17. Duties. It shall be the duty of the Board of Directors to:

(a) Cause to be kept a complete record of all its acts and corporate affairs and to present a statement

thereof to the Members at each annual meeting or at any special meeting at which such a statement is requested in

writing by a majority of the membership entitled to vote thereat;

(b) Supervise all officers, agents, and employees of the Association and see to it that their duties are

properly performed;

annual assessment period;

(d) Send written notice of each assessment to every Owner subject thereto at least thirty (30) days in

advance f each annual assessment period; and

(e) Foreclose the lien against any Lot for which assessments are not paid within thirty (30) days after the

due date, or to bring an action at law against the Owner personally obligated to pay the same.

(f) Issue, or cause an appropriate officer to issue, on demand by any person, a certificate setting forth

whether or not any assessment has been paid. A statement in a certificate to the effect that an assessment has been paid

shall constitute conclusive evidence of such payment. The Board of Directors may impose a reasonable charge for the

issuance of these certificates;

(g) Procure and maintain adequate liability and hazard insurance on all property owned by the

Association;

(h) Cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate;

(1) Perform the maintenance required to be performed by the Association as provided in the Declaration.

ARTICLE VI. OFFICERS AND THEIR DUTIES

6.1. Officers. The Officers of this Association shall be a President, Vice President, Secretary and

Treasurer, each of whom shall be elected by the Board of Directors. A Chairman of the Board, and such other officers

and assistant officers as may be deemed appropriate may be elected by the Board of Directors from time to time. Any

two or more offices may be held by the same person. A failure to elect a President, Secretary or Treasurer shall not

affect the existence of the Association.

6.2. Election and Term of Office. The Officers of the Association shall be elected annually by the Board

of Directors at its meeting after each annual meeting of Members. If the election of Officers shall not be held at such

meeting, such election shall be held as soon thereafter as conveniently may be. Each Officer shall hold office until his

successor shall have been duly elected and shall have qualified, or until his death, or until he shall resign or shall have

been removed in the manner hereinafter provided.

6.3. Removal. Any Officer may be removed from office at any time, with or without cause, on the

affirmative vote of a majority of the Board of Directors whenever, in its judgment, the best interests of the Association

will be served thereby. Removal shall be without prejudice to any contract rights of the person so removed, but election

of an Officer shall not of itself create contract rights.

6.4. Vacancies. Vacancies in offices, however occasioned, may be filled at any time by election by the

Board of Directors for the unexpired terms of such offices.

6.5 Duties. The Chairman of the Board, or the President if there is no Chairman of the Board, shall

preside at all meetings of the Board of Directors and of the Members. The President shall be the chief executive officer

of the Association and shall, in general, control all of the business and affairs of the Association. The Vice President

shall, in the case of the absence or disability of the President, perform all of the duties of the President. The Vice

President shall perform such other duties as may be assigned by the Board of Directors or the President. The Secretary

shall keep a record of the proceedings of the meetings of the Board of Directors and the meetings of the Members of

the corporation. The Secretary shall also keep an accurate record of the attendance at meetings and shall have charge

of the corporate seal and shall affix the corporate seal to such instruments as are authorized by the Board of Directors.

The Treasurer shall have charge of the funds of the Association and shall keep a correct account of all monies received

and disbursed by the corporation. The Treasurer shall present a financial report to the Board of Directors at each regular

Board meeting for the period since the date of the last Board meeting. The Treasurer shall also present a report of the

Owner accepts the obligation to pay assessments and as provided in the Declaration covenants and agrees to pay such

assessments by the acceptance of such Owner’s deed:

8.1 Purpose of Annual Assessments. The annual assessments levied by the Association shall be used

exclusively to promote the health, safety, welfare, recreation, common benefit and enjoyment of the Owners and other

Residents in the Subdivision and for the purposes specified herein and in the Declaration. Annual assessments shall

include, and the Association shall expend out of the funds derived from the annual assessments, the following costs and

expenses:

(a) The cost of performing the maintenance required by or permitted by the Declaration to be performed

by or at the direction of the Association.

(b) The costs and expenses incurred in fulfilling the obligations and responsibilities of the Association

specified in the Articles of Incorporation of the Association and the Declaration.

any Owner, or to any invitees or tenants of the Owner arising out of any of the activities or responsibilities of the

Association. The policy limit shall be set by the Directors and shall be reviewed at least annually and increased or

decreased in the discretion of the Directors.

(d) The cost of workers’ compensation insurance to the extent necessary to comply with Chapter 440 of

the Florida Statutes and any other insurance deemed necessary by the Board of Directors of the Association.

(e) The cost of a standard fidelity bond covering all Directors and all other employees of the Association

in an amount to be determined by the Directors.

(f) The cost of any other materials, supplies, furniture, labor, services (including professional services

such as legal, accounting, engineering and architectural), maintenance, repairs, structural alterations, insurance, taxes

or assessments which the Association is required to secure or pay pursuant to the terms of the Declaration or by law or

which shall be necessary or proper in the opinion of the Directors for the operation of the Association, for the benefit

of the Owners or for the enforcement of the provisions of the Declaration.

8.2 Maximum Annual Assessment. So long as the Developer is in control of the Association and entitled

to elect a majority of the Directors, the Developer guarantees to the Members that the annual assessment for each Lot

for each fiscal year shall not exceed one hundred fifteen percent (115%) of the annual assessment for the immediately

preceding fiscal year of the Association. The Developer agrees that so long as the Developer is in control of the

Association and is entitled to elect a majority of the Directors, the Developer will not be obligated to pay assessments;

provided however, that the Developer obligates itself to pay any operating expenses incurred by the Association that

exceed the assessments receivable from Members other than the Developer, together with other income of the

Association. The Developer shall have the right to be released from the foregoing obligation to pay any shortfall or

deficit occurring or arising after the Developer gives notice of its desire to turn over, and does turn over, control of the

Association to the Members other than the Developer.

8.3 Procedure for Adoption of Assessment. Written notice of any meeting of the Directors called for the

purpose of adopting any budget and annual assessment, together with a copy of the proposed annual budget for the

Association shall be sent to all Members not less than thirty (30) days nor more than sixty (60) days in advance of the

meeting. Mailing of such notice and copy of the budget shall be deemed sufficient if deposited in the United States mail

and addressed to the address of each Owner of each Lot as shown on the records of the Office of the Polk County

Property Appraiser. No vote of the members is required to adopt a budget or approve an annual assessment. Such

budget meeting shall be held at least sixty (60) days prior to the commencement of the next fiscal year of the

receipts and disbursements for the previous year and a budget for the upcoming year at each annual meeting of the

Association. Subject to the foregoing, the Officers of the Association shall have such powers and duties as usually

pertain to their respective offices and such additional powers and duties specifically conferred by law, by the Articles

of Incorporation, by these Bylaws, or as may be assigned to them from time to time by the Board of Directors.

6.6. Delegation of Duties. In the absence or disability of any Officer of the Association or for any other

reason deemed sufficient by the Board of Directors, the Board may delegate his powers or duties to any other Officer

or to any other Director.

6.7. Compensation. Officers of the Association shall not receive any compensation for acting as such but

nothing herein contained shall be construed to preclude any officer from serving the Association in any other capacity

and receiving compensation therefor.

ARTICLE VII. COMMITTEES

7.1. Creation of Committees. The Board of Directors may, by resolution passed by a majority of the whole

Board, designate an Executive Committee and one or more other committees.

7.2. Executive Committee. The Executive Committee (if there is one) shall consult with and advise the

Officers of the Corporation in the management of its affairs and shall have and may exercise, to the extent provided in

the resolution of the Board of Directors creating such Executive Committee, such powers of the Board of Directors as

can be lawfully delegated by the Board.

7.3. Other Committees. Such other committees shall have such functions and may exercise such power

of the Board ofDirectors as can be lawfully delegated and to the extent provided in the resolution or resolutions creating

such committee or committees.

7.4. Meetings. Regular meetings of the Executive Committee and other committees may be held without

notice at such time and at such place as shall from time to time be determined by the Executive Committee or such other

committees, and special meetings of the Executive Committee or such other committees may be called by any Member

thereof upon two (2) days’ notice to the other members of such committee, or on such shorter notice as may be agreed

to in writing by each of the other members of such committee, given either personally or in the manner provided in these

Bylaws pertaining to notice for Directors’ meetings.

7.5. Vacancies. Vacancies on the Executive Committee or on other committees shall be filled by the Board

of Directors then in office at any regular or special meeting of the Board of Directors.

7.6. Quorum. At all meetings of the Executive Committee or other committees, a majority of the

committee’s members then in office shall constitute a quorum for the transaction of business.

7.7. Manner of Acting. The acts of a majority of the members of the Executive Committee or other

committees present at any meeting at which there is a quorum shall be the act of such committee.

7.8. Minutes. The Executive Committee (if there is one) and the other committees shall keep regular

minutes of their proceedings and report the same to the Board of Directors when required.

ARTICLE VIII. ASSESSMENTS

For the operation of the Association and performance of the maintenance obligations of the Association and for

the purpose of complying with the other terms, conditions and provisions imposed upon the Association by the

Declaration, it is necessary to require the Owners of Lots to pay annual assessments in the manner specified below, each

8.4 Uniform Rate of Assessment. Annual assessments must be fixed at a uniform rate for all Lots and may

be collected on a monthly, quarterly or annual basis, as determined by the Directors.

8.5 Commencement of Annual Assessment. Except with respect to Lots owned by the Developer, the

annual assessment provided for above shall commence on the date of the sale of each Lot by the Developer. Written

notice of the annual assessment shall be sent to each Owner and the due date shall be established by the Directors. The

Association shall, upon demand of a Lot Owner, and for a reasonable charge, furnish a certificate signed by an officer

of the Association setting forth whether the assessments on a specified Lot have been paid. A properly executed

certificate of the Association as to the status of assessments on a Lot is binding upon the Association as of the date of

its issuance.

8.6 Interest on Assessments. All Assessments and installments of such assessments paid on or before

thirty (30) days after the date when due shall not bear any interest. However, all assessments and installments of

assessments specified in this Article VIII, which are not paid on or before thirty (30) days after the date when they are

due shall bear interest at ten percent (10%) per annum from and after such thirty (30) days until paid. All payments

toward the assessments shall be applied first to interest and then to the assessment payment first due.

8.7 Lien for Assessments. The Association shall have a lien on a Lot for all unpaid assessments

applicable and chargeable to the Owner of such Lot, together with interest thereon and cost of collection specified

below. The Lien shall be superior to all other liens and encumbrances on the Lot, except for the liens for ad valorem

taxes and the liens for all sums which the Owner of such Lot is obligated to pay under any Mortgage encumbering such

Lot duly recorded in the public records of Polk County, Florida. All other persons acquiring liens or encumbrances on

any Lot after this Declaration shall have been recorded in the public records, shall be deemed to consent to the liens and

assessments of the Association and such other liens and encumbrances shall be inferior to future liens for assessments

of the Association whether or not prior consent is specifically set forth in the instruments creating such liens or

encumbrances. The Association may, but is not obligated to as a prerequisite to enforcing its lien rights, record in the

public records of Polk County; Florida, a notice of the lien setting forth the amount of any delinquent assessment. A

sale or transfer of any Lot shall not affect the assessment lien.

8.8 Enforcement of Lien and Collection. The Directors may take such action as they deem necessary to

collect delinquent assessments, by legal proceedings personally against an Owner or by prdceedings to enforce and

foreclose the lien for the assessments and may settle and compromise such amounts that are due, if deemed by the

Directors to be in the best interests of the Association. Each Owner by the acceptance of the deed to such Owner’s Lot

vests in the Association or its agents the right and power to bring all actions against such Owner personally for the

collection of the assessment as a debt or to foreclose the lien in the same manner as other liens for improvement of real

property are foreclosed. The lien provided for in this article shall be in favor of the Association and shall be for the

benefit of all Owners. No Owner may waive or otherwise escape liability for the assessments provided for in this Article

VIII by abandonment of such Owner’s Lot. At any foreclosure sale held pursuant to a foreclosure of the lien, the

Association shall be entitled to bid at such sale and to apply as a cash credit against the Association’s bid all sums due

the Association covered by the lien being foreclosed.

8.9 Riehts of Mortga Rec. Notwithstanding anything to the contrary contained in this Declaration, when

a Mortgagee acquires title to a Lot as a result of the foreclosure of a Mortgage or when the Mortgagee accepts a deed

to the Lot in lieu of foreclosure, such Mortgagee, its successors and assigns, shall not be liable for the assessments by

the Association pertaining to such Lot which become due prior to acquisition of title as a result of such foreclosure or

acceptance of a deed in lieu of foreclosure unless a notice of !is pendens was filed in connection with a foreclosure of

a lien for assessments prior to the recording of the foreclosed Mortgage. Such unpaid assessments shall be deemed to

be common expenses collectable from all of the other Owners, including such entity acquiring title as a result of such

foreclosure or deed in lieu of foreclosure. The new Owner by virtue of acquiring such title shall forthwith become liable

for payment of assessments.

ARTICLE IX. BOOKS, RECORDS AND REPORTS

9.1. Report to Members . The Association shall send an annual report to the Members of the Association

not later than sixty (60) days after the close of each fiscal year of the Association. Such report shall include a balance

sheet as of the close of the fiscal year of the Association and a revenue and disbursement statement forithe year ending

on such closing date. Such financial statements shall be prepared from and in accordance with the books of the

Association, in conformity with generally accepted accounting principles applied on a consistent basis.

9.2. Inspection of Corporate Records. Any person who is a Member of the Association shall have the

right, for any proper purpose and at any reasonable time, on written demand stating the purpose thereof, to examine and

make copies from the relevant books and records of accounts, minutes, and records of Members of the Association.

Upon the written request of any Member, the Association shall mail to such Member a copy of the most recent balance

sheet and revenue and disbursement statement. If such request is received by the Association before such financial

statements are available for its last fiscal year, the Association shall mail such financial statements as soon as they

become available. In any event, the financial statements must be mailed within sixty (60) days after the close of the last

fiscal year. Additionally, balance sheets arid revenue and disbursement statements shall be filed in the registered office

of the Association in Florida, shall be kept for at least five (5) years, and shall be subject to inspection during business

hours by any Member, in person or by agent.

ARTICLE X. CORPORATE SEAL

The it’issociation shall have a seal in circular form having within its circuniference the name of the Association

and the words “corporate seal 2002.”

ARTICLE XI. FISCAL YEAR

The fiscal year of the Association shall end on December 31 of each year, except that the first fiscal period shall

begin on the date of incorporation and shall end on December 31 of the year of incorporation.

ARTICLE XII. AMENDMENTS

These Bylaws may be amended at a regular or special meeting of Members by a vote of a majority of the

Members present in person or by proxy.

ARTICLE XIII. CONFLICTS

In the case of any conflict between the Articles of Incorporation and these Bylaws, the Articles of Incorporatic

shall control; in the case of any conflict between the Declaration and these Bylaws, the Declaration shall control.