DECLARATION OF COVENANTS, CONDITIONS
AND RESTRICTIONS, AND

RESERVATIONS OF EASEMENTS FOR
HASLEY HILLS
 

January 26, 2000

 

TABLE OF CONTENTS
ARTICLE 1 DEFINITIONS ……………………………………………………………………………..2

1.1        Annexation Properly ................................................................................................... 2

1.2        Architectural Control Committee (or "ACC") .............................................................. 2

1.3        Architectural Standards …………………………………………………………………... 2

1.4        Articles ....................................................................................................................... 3

1.5        Assessments ................................................................................................................ 3

1.6        Association ................................................................................................................. 3

1.7        Association Maintenance Areas .................................................................................. 3

1.8        Association Management Documents…………………………………………………... 3

1.9        Board ...................................................................................................………......... 4

1.10     Budget ......................................................................................................................... 4

1.11     By-Laws ...................................................................................................................... 4

1.12     Close of Escrow........................................................................................................... 4

1.13     Common Area ............................................................................................................. 4

1.14     Common Expenses ...................................................................................................... 4

1.15     Common Property………………………………………………………………………... 4

1.16     County  ....................................................................................................................... 4

1.17     Declarant ..................................................................................................................... 5

1.18      Declaration ................................................................................................................. 5

1.19     DRE ............................................................................................................................ 5
1.20     Improvements ............................................................................................................. 5

1.21     Lot ..........................................................................………….................................... 5

1.22     Manager .................................................................…………..................................... 6
1.23     Member......................................................................………….................................. 6

1.24     Merchant Builder .....................................................…………................................... 6

1.25     Mortgage ……………………………………………………………………………………. 6

1.26     Mortgagee ..................................................................................................................... 6

1.27     Mortgagor ...................................................................................................................... 6

1.28     Notice and Hearing ....................................................................................................... 6

1.29     Notice of Annexation    ................................................................................................. 6

1.30     Owner ........................................................................................................................... 6

1.31     Phase ............................................................................................................................. 6

1.32     Project ........................................................................................................................... 7

1.33     Project Walls ................................................................................................................. 7

1.34     Public Agencies ............................................................................................................. 7

1.35     Residence  ..................................................................................................................... 7

1.36     Rules and Regulations ................................................................................................... 7

1.37     Tract Map(s) .................................................................................................................. 7

1.38     VA/FHA ........................................................................................................................ 7

1.39     Application of Definitions............................................................................................. 7

ARTICLE 2 INTRODUCTION TO HASLEY HILLS ..........................................................................  8

2.1         Development Plans..................................................................................................... 8

2.2         Membership in Association........................................................................................ 8

2.3         Annexation of Additional Property ............................................................................  8

2.4         Development Control ................................................................................................  8

2.5         Easements Reserved Over Common Property............................................................. 9

2.6         Non-Liability of Declarant .........................................................................................  9

ARTICLE 3 RESERVATION OF EASEMENTS AND OTHER PROPERTY
                   RIGHTS IN THE ASSOCIATION MAINTENANCE AREAS ..........................................  9

3.1         Amendment to Eliminate Easements .........................................................................  9

3.2         Owner’s Easements ................................................................................................... 10

3.3         Limitations on Owners’ Easement Rights.................................................................... 10

3.4         Waiver of Use............................................................................................................ 12

3.5         Easements for Utilities................................................................................................ 12

3.6         Easements for Maintenance of the Association Maintenance Areas........................... 13

3.7         Easements for Drainage.............................................................................................. 13

3.8         Easements in Favor of County.................................................................................... 13

3.9         Easements in Favor of Southern California Edison..................................................... 14

3.10       Easements for Construction and Sales........................................................................ 14

3.11       Easements for Master Antennae and Cable Television............................................... 14

3.12       Project Wall Easements.............................................................................................. 14

3.13       Utilities Shown on the Tract Map............................................................................... 15

3.14       Easement for Public Services..................................................................................... 15

3.15       Easement for Public Utilities...................................................................................... 15

3.16       Support, Settlement and Encroachment...................................................................... 15

3.17       Title to the Common Property.................................................................................... 16

3.18       Declarant Easements.................................................................................................. 17

ARTICLE 4  THE ASSOCIATION …………………………………………………………………………17

4.1         Membership ............................................................................................................... 17

4.2         Classes of Membership............................................................................................... 18

4.3         Class A....................................................................................................................... 18

4.4         Class B....................................................................................................................... 18

4.5         Special Voting Procedures for Election of the Board.................................................. 18

4.6         Voting Rights.............................................................................................................. 18

4.7         Voting: Joint Owners.................................................................................................. 19

4.8         Adjustment of Voting Rights...................................................................................... 19

4.9         Vesting of Voting Rights............................................................................................. 19

4.10       Suspension of Voting Rights....................................................................................... 19

4.11 Transfer.....................................................................................................................19                                                                                                                                                                                              

4.12 Proxies ............................................................................................................................ 20

4.13 Record Dates ................................................................................................................... 20

ARTICLE 5 FUNCTIONS OF THE ASSOCIATION ........................................................................... 20

5.1         Management Body ..................................................................................................... 20

5.2         Powers ....................................................................................................................... 20

5.3         Duties ........................................................................................................................ 23

5.4         Limitations on Board Action ...................................................................................... 28

5.5         Licenses, Easements and Rights of Way .................................................................. 29

5.6         New Improvements ................................................................................................... 29

5.7         Association Rules and Regulations ............................................................................ 30

5.8         Schedule of Fines and Penalties .............................................................................. 30

ARTICLE 6 ASSESSMENTS ............................................................................................................... 30

6.1         Creation of the Lien and Personal Obligation of Assessment ................................ 30

6.2         Purpose of Regular Assessments: Levy and Collection .......................................... 31

6.3         Regular Assessments - Basis .. ................................................................................... 31

6.4         Special Assessments .................................................................................................. 32

6.5         Emergency Situations ................................................................................................ 33

6.6         Compliance Assessments ........................................................................................... 33

6.7         Date of Commencement of Regular Assessments: Due Dates ............................... 33

6.8         Certification of Payment ............................................................................................ 34

6.9         Delivery of Statement ................................................................................................ 34

6.10       Reserves .................................................................................................................... 34

6.11       Offsets and Waiver Prohibited .................................................................................. 35

6.12        Exempt Property ....................................................................................................... 35

ARTICLE 7 EFFECT OF NONPAYMENT OF ASSESSMENTS:
REMEDIES OF THE ASSOCIATION ......................................................................... 36

7.1       Effect of Nonpayment of Assessments: Remedies of the Association .................... 36

7-2         Notice of Delinquent Assessments ............................................................................ 36

7.3         Foreclosure Sale ........................................................................................................ 36

7.4         Curing of Default; Release of Lien ............................................................................ 37

7.5         Cumulative Remedies ................................................................................................ 37

7.6         Mortgagee Protection ................................................................................................. 37

7.7         Alternative Dispute Resolution - Assessments ........................................................... 37

ARTICLE 8 USE RESTRICTIONS ....................................................................................................... 38

8.1         Residential Use .......................................................................................................... 38

8.2         Business and Commercial Activity ............................................................................ 38

8.3 Mandatory Installation and Maintenance of Landscaping ................................................ 39

8.4 Common Property Use ..................................................................................................... 39

8.5 Conduct Affecting Insurance ........................................................................................... 39

8.6 Liability for Damage to the Common Property ................................................................. 39

8.7 Signs .................................................................................................……………………………......... 40

8.8 Maintenance of Animals .............................................................................…………………………. 40

8.9 Quiet Enjoyment ....................................................................................…………………………...... 40

8.10 Improvements ................................................................................................................ 40

8.11 Windows ........................................................................................................................ 41

8.12 Parking ........................................................................................................................... 41

8.13 HVAC Equipment ........................................................................................................ 42

8.14 Solar Heating Systems .................................................................................................... 42                  

8.15 Outside Installations ......................................................................…………………………............. 42

8.16 Leasing ........................................................................................................................... 42

8.17 Drilling ......................................................................................................………………………….43    

3.18 Trash; Outdoor Fires ....................................................................................................... 43                      

8.19 Alteration of Drainage Condition ................................................................................... 43                  

8.20 Water Softeners .............................................................................................................. 44                        

8.21 View Restrictions ........................................................................................................... 44

8.22 Antennae ........................................................................................................................ 44

8.23 Prohibition Against Further Subdivision ......................................................................... 45

8.24 Hazardous Waste or Materials ........................................................................................ 45

8.25 Insurance Rates .............................................................................................................. 45

8.26 Exemption of Declarant and Merchant Builders ...............................………………........ 45

Article 9 ARCHITECTURAL AND LANDSCAPING CONTROL ....................................... 47

9.1 Architectural Control of Construction Activities ............................................................... 47

9.2 Declarant Merchant Builder Exemptions .......................................................................... 47

9.3 Architectural Control Committee ...................................................................................... 47

9.4 Meetings of the Architectural Control Committee ............................................................. 47

9.5 Review of Plans and Specifications .................................................................................. 48

9.6 Regulations and Fees for Architectural Review ................................................................ 49

9.7 Review of Plans and Specifications .............................................................................. 49

9.8 Submittal to County - Right of Architectural Control Committee to Review ..................... 50

9.9 Approval of County ......................................................................................................... 51

9.10  Performance of Work .................................................................................................... 51

9.11 Inspection of Work ……………………………………………………………………………......52

9.12 Variances ....................................................................................................................... 53

9.13 Preapprovals.................................................................................................................... 53

9.14 Approval Not waiver ...................................................................................................... 53

9.15 No Liability ……………………………………………………………….…………………....... 53

ARTICLE 10  REPAIR AND MAINTENANCE

10.1 Repair and Maintenance by the Association…………………………………………………54

10.2 Repair and Maintenance by Owner…………………………………………………………….55

10.3 Maintenance of Public Utilities………………………………………………………………..55

10.4  Party Walls…………………………………………………………………………………….56

10.5 Damage and Destruction Affecting a Residence…………………………………………..56

ARTICLE 11  CONDEMNATION

11.1 Distribution of Awards - Common Property……………………………………………………..56

11.2 Board of Directors as Attorney-in-Fact…………………………………………………………..56

11.3 Notice to Owners and Mortgagees…………………………………………………..56 

ARTICLE 12 COVENANT AGAINST PARTITION

12.1  Covenant Against Partition………………………………………………………………………57      

ARTICLE 13 INSURANCE

13.1 Required Insurance Covenant…………………………………………………………………….57

13.2 Overriding Insurance Requirements…………………………………………………………….58

13.3 Other Insurance Coverage……………………………………………………………………58

13.4 Notice of Cancellation of Insurance……………………………………………………………..58

13.5 Annual Review of Coverage………………………………………………………………………59

13.6 Waiver by Owners…………………………………………………………………………………59

13.7 Premiums. Proceeds and Settlement……………………………………………………………….59

13.8 Rights and Duties of Owners to Insure…………………………………………………………….59

13.9 Trustee for Policies…………………………………………………………………………………60

1.3.10 Mortgage Clause………………………………………………………………………………….60

ARTICLE 14  MORTGAGEE PROTECTION

14.1 Mortgagee Protection Provisions…………………………………………………………………..60

14.2 Violation of Mortgagee Protection Provisions……………………………………………………64

ARTICLE 15  ENFORCEMENT OF BONDED OBLIGATIONS

 15.1 Enforcement of Bonded Obligations…………………………………………………64

ARTICLE 16  DECLARANT AND MERCHANT BUILDERS EXEMPTIONS

16.1 Interest of Declarant……………………………………………………………………………65

16.2 Exemptions……………………………………………………………………………………..65

16.3 Assignment of Rights of Declarant and Merchant Builders ............................................. 66

16.4 Easement Relocation ....................................................................................................... 66

ARTICLE 17 ANNEXATION OF ADDITIONAL PROPERTY ............................................................ 67

17.1 Phased Development of the Project ................................................................................. 67

17.2 Annexation Pursuant to Declarant's Development Plans .................................................. 67

17.3 Notice of Annexation ...................................................................................................... 67

17.4 Effective Date of Annexation ......................................................................................... 68

17.5 Right of De-Annexation .................................................................................................. 68

17.6 Amendments to Notices of Annexation ........................................................................... 68

17.7 Reciprocal Cross-Easements Between Phases .................................................................. 69

7.8 Failure to Annex Annexation Property ............................................................................ 69

ARTICLE 18 GENERAL PROVISIONS ............................................................................................... 69

18.1 Enforcement .............................................................................................…………...........69

18.2 Dispute Notification and Resolution Procedures  ............................................................ 71

18.3 Severability ..................................................................................................................... 73

18.4 Term ................................................................................................................................ 73

18.5 Construction .................................................................................................................... 74

18.6 Singular Includes Plural ................................................................................................... 74

18.7 Amendments ................................................................................................................... 74

18.8 Encroachments ................................................................................................................ 76

18.9 Notices ....                             ............................................................................................ 76

8.10 Delivery of Association Documents to Prospective Purchasers ....................................... 77

18.11 Conflicts in Management Documents ............................................................................ 77

18.12 Attorneys' Fees .............................................................................................................. 78

18.13 Violation as Nuisance .................................................................................................... 78

18.14 Exhibits ......................................................................................................................... 78

18.15 Indemnification of Corporate Agents ............................................................................ 78

 18.16 Limitation on Liability of Officers, Directors and Committee Members ........................ 78

18.17 Additional Covenants in Favor of VA/FHA .................................................................. 78

EXHIBIT "A" PHASE 1

EXHIBIT "B" ANNEXATION PROPERTY

EXHIBIT "C" ASSOCIATION MAINTENANCE AREA ILLUSTRATION - Phase 1 EXHIBIT "D" PROJECT WALLS - Phase 1

                                                                       

DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTIONS,
AND RESERVATION OF EASEMENTS FOR
HASLEY HILLS


THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS, AND RESERVATION OF
EASEMENTS is made this 13th day of
January , 2000, by KAUFMAN AND BROAD OF SOUTHERN CALIFORNIA, INC., a
California Corporation ("Declarant").
 

RECITALS:

 A.                   Declarant is the owner of that certain real property in the County of Los Angeles, Stare of
California, more particularly described on Exhibit "A" attached hereto and incorporated herein by this
reference ("Phase 1").

 B.                    Declarant is also the Owner of, or has an interest in, that certain real properly located in
the County of Los Angeles, State of California, more particularly described in Exhibit "B" attached hereto
("Annexation Property"), which may, from time to time, he annexed to and become a part of the Project,
in accordance with the Article herein entitled "Annexation of Additional Property."

 C.                    Declarant intends to create a "master planned community" (as defined in Section 2792.32
of Title 10 of the California Code of Regulations), which is also a common interest development as more
particularly described in Section 1351(k) of the California Civil Code. The development of the Project shall
be consistent with the overall plan of development submitted to and approved by the County, the Department
of Real Estate of the State of California ("DRE") and the United States Department of Veterans' Affairs ("VA").

 D.                   Declarant deems it desirable to impose a plan for the development, maintenance, improvement,
protection, use, occupancy and enjoyment of the Project, and to establish, adopt and impose covenants, conditions
and restrictions upon the Project for the purpose of enforcing, protecting and preserving the value, desirability and
attractiveness of the Project.

 E.                    Declarant has determined it desirable for the efficient enforcement, protection and preservation of
the desirability and attractiveness of the Project to create a corporation, to which shall he delegated and assigned
 the powers of: (I) owning, maintaining, managing and operating the Common Area and Association Maintenance
Areas; (2) administering and enforcing the covenants, conditions and restrictions set forth herein; and (3) collecting
and dis­bursing the assessments and charges hereinafter created.

F.                  'HASLEY HILLS HOMEOWNERS ASSOCIATION, a California nonprofit, mutual benefit corporation
("Association"), has been or will be incorporated under the laws of the State of California for the purpose of
exercising the aforesaid powers.

G.                 Declarant intends to convey the Project, and any and all portions thereof, subject to the covenants,
conditions and restrictions set forth here in below.

                           NOW, THEREFORE, Declarant covenants, agrees and declares that it does hereby establish
a general plan for the development, maintenance, care, improvement, protection, use, occupancy, management
nd enjoyment of the Project, and that all or any portion of the Project shall be held, sold, conveyed, encumbered,
hypothecated, leased, used, occupied and improved, subject to the covenants, conditions, restrictions, limitations,
 easements and rights ("Protective Covenants") set forth herein, all of which arc for the purpose of uniformly
enhancing and protecting the attractiveness and desirability of the Project, in furtherance of said general plan
for the maintenance, protection, subdivision, improvement and sale of the Project, or any portions) thereof. Each
and all of the Protective Covenants am hereby imposed as equitable servitudes upon the Property, which shall run
 with and burden the Project and shall he binding upon all persons having any right, title or interest in the Project,
.or any portion thereof, their heirs, successors and assigns, and shall inure to the benefit of and be binding upon
 Declarant, its successors and assigns, all subsequent owners of all or any portion of the Project, together with
their grantees, heirs, executors, administrators, devisees, successors and assigns.

ARTICLE 1   DEFINITIONS

In addition to the capitalized terms and phrases found elsewhere herein, the following terms and phrases shall
have the following meanings whenever used in this Declaration.

1.1 "Annexation Properly" shall mean and refer to that certain real property described in Exhibit "B" attached hereto,
 including all Improvements constructed 'hereon, all or any portion of which may be annexed to the Project and
 become subject to the terms of this

Declaration.

1.2 "Architectural Control Committee"  (or "ACC") shall mean and refer to the architectural committee created
pursuant to the Article herein entitled " Architectural and Landscaping Control."

1.3 "Architectural Standards" shall mean and refer to Hasley Hills Architectural Standards as promulgated and
adopted by the Board of Directors of the Association pursuant to the Article herein entitled "Architectural and
Landscaping Control."

                                                                                   2

1.4 "Articles" shall mean and refer to the Articles of Incorporation of Hasley Hills Homeowners Association, as
filed in the Office of the Secretary of State of the State of California, as such Articles may be amended, from time
to time.

   1.5 "Assessments" shall be used as a generic term which shall mean and refer
to the following:

                            a. "Regular Assessment" shall mean and refer to the charge against each Owner and his
respective Lot representing a portion of the Common Expenses of the Association, which are to be paid by
each Owner to the Association in the manner and in such proportions as set forth in the Article herein entitled
"Assessments";

b. “Compliance Assessment” shall mean and refer to the charge against an Owner representing the costs incurred
by the Association in the repair of any damage to the Common Property which such Owner was responsible, the
costs incurred by the Association in bringing such Owner and his Lot into compliance with this Declara­tion, or any
amount due the Association based upon disciplinary proceedings against an Owner in accordance with this
Declaration; and

                               c. "Special Assessment" shall mean and refer to the charge against an Owner and his respective
Lot representing a portion of the cos of reconstructing any damaged or destroyed portion or portions of all Community
Property, of constructing or installing any capital improvements to the Community Property, of taking any extraordinary
action for the benefit of the Community Property or the membership of the Association pursuant to the provisions of this
Declaration.

1.6 "Association" shall mean and refer to Hasley Hills Homeowners Association, a California nonprofit mutual benefit
corporation, formed under the Nonprofit, Mutual Benefit Law of the State of California, in which all Owners shall have a
membership interest, as more particularly described hereinbelow; provided that membership shall be limited to Owners.

1.7 "Association Maintenance Areas" shall mean and refer collectively co all real and personal property, and Improvements
located thereon, which are owned in fee simple by the Association or over which the Association has rights or obligations
by easement, license, permit or other agreement. The Association Maintenance Areas may also include off-site landscape
maintenance areas, private streets, certain landscaped parkways and medians, Project Walls. other real and personal property.
The Association Maintenance Areas in Phase 1 are shown and described in Exhibit "C" attached hereto and incorporated
herein by this reference. Additional Association Maintenance Areas may be designated by Declarant and annexed to the
Project, from time to time, in accordance with the Article herein entitled "Annexation."

1.8 "Association Management Documents" shall mean and refer collectively to the Articles, By-Laws, this Declaration,
Notices of Annexation, Architectural Standards and Rules and Regulations, and amendments to any of the foregoing.

                                                                                                            3

1.9           "Board" shall mean and refer to the Board of Directors of the Association, elected in accordance with the
By-Laws of the Association and this Declaration.

1.10         "Budget" shall mean and refer to the pro forma Operating Statement - adopted by the Association which
sets forth in writing the estimated annual income and Common Expenses of the Association prepared pursuant to
this Declaration.

 1.11          "By-Laws" shall mean and refer to the By-Laws of the Association which have been, or will be, adopted by
the Board, as such By-Laws may be amended, from time to time.

 1.12          "Close of Escrow" shall mean and refer to the date on which a Deed to a Lot is recorded in the Official Records
of Los Angeles County, California. Close of Escrow shall not refer to (i) deeds between Declarant and any affiliate of Declarant,
(ii) any Merchant Builder, or (iii) deeds between Merchant Builders.

 1.13        "Common Area" shall mean and refer collectively to all real and personal property, and Improvements located
thereon, which are owned in fee simple, from time to time, by the Association. The Common Area in Phase I is designated in
Exhibit "A" attached hereto and incorporated herein by this reference. Additional Common Area shall be designated by
Declarant and annexed to the Project, from time to time, in accordance with the Article herein entitled "Annexation."

 1.14         "Common Expenses" shall mean and refer to the actual and estimated costs to be paid by the Association
for the following: (a) maintaining, managing, operating, improving, painting, repairing and replacing the Common Property,
as more fully set forth herein; (h) funding reserve accounts for the periodic replacement and repair of Improvements to the
Common Property; (c) managing and administering the Association, including, but not limited to, compensation paid by
the Association to managers, accountants, attorneys and any Association employees; (d) providing utilities, landscaping
and other services to the Common Property; (c). providing insurance, as provided for herein; (f) paying that portion of any
Assessment attributable to Common Expenses not paid by the Owner responsible for payment; (g) paying taxes levied
against the Association, including real property taxes, if any; (h) funding reserves of the Association; (i) discharging any
liens or encumbrances levied against the Common Area, or any portion thereof; and (I) paying for all other goods and
services designated by, or in accordance with, other expenses incurred by the Association for the benefit of all Owners

1.15         "Common Property" shall mean and refer collectively to the Association Maintenance Areas and Common Area.

1.16        "County" shall mean and refer to the County of Los Angeles, California, and its various departments, divisions,
employees and representatives.

                                                                                  4

  1.17         "Declarant" shall mean and refer to Kaufman and Broad of Southern California, Inc. California corporation, its
successors and assigns, and to any parson or entity - acquiring all, or any portion, of Declarant's interest in the Project
(including all, or any portion, of Declarant's rights and obligations as created and established herein) pursuant to a written
assignment from Declarant which is recorded in the Office of the County Recorder. As used in this Section, the term
"successor" means a person or entity who acquires Declarant, or substantially all of its assets, or who merges with Declarant
by sale, merger, reverse merger, consolidation, operation of law or otherwise. Declarant is a builder as described in California
Civil Code Section 1375.

                           1.18      "Declaration" shall mean and refer to this Declaration of Covenants, Conditions and Restrictions,
and Reservation of Easements recorded on the Project, and to all amendments to this Declaration recorded in the Office of the
County Recorder.

  1.19         "DRE" shall mean and refer to the Department of Real Estate of the State of California, which administers the sale
of subdivided lands in the State of California.

1.20         ''Improvements" shall mean and refer to:

a.                   All structures and appurtenances thereto of every kind, including, but not limited to, Residences, buildings,
recreational areas, parks, parkways, swimming pools, spas, garages; open parking areas, pavement, sidewalks, private streets,
driveways, theme walls and landscaping, perimeter Walls, retaining walls, detention basins, drainage swales, slopes, berms,
monument signs, patios and patio fencing, decks and deck railings, exterior air conditioning, soft water fixtures, landscaping,
irrigation equipment and all related facilities, drainage swales, landscaped street medians and parkways, exterior lighting of Lots
or Association Maintenance Areas, hedges, trees, poles and signs;

b.                  The demolition or destruction by voluntary action of any structure or appurtenance thereto of every type and kind;

c.          The grading, excavation, filling or other modification to the established grade of a Lot or of a portion of the Association
Maintenance Areas; and

 d. Any modification or alteration of any previously approved Improvements, including any change of exterior appearance and
color of a Residence, and any appurtenance thereto.

1.21         "Lot" shall mean and refer to a plot of land as shown upon the.  
             recorded subdivision map affecting all or any portion of the Project, and to all
             Improvements, including the Residence, constructed thereon. Only those plots of land
             which are designed and intended for the construction of a Residence and ownership by an
             individual Owner shall be deemed "Lots." "Lot" shall not mean or refer to any Common
            Area in the Project.   

                                                                                   5

1.22      "Manager" shall mean and refer to the individual, corporation, partnership or any other entity or agent employed
as an independent contractor by the Association to perform the functions of the Association, as limited by the Declaration
and the terms of the management agreement between the Association and such individual or entity.      -

 1.23      "Member" shall mean and refer to every person or entity who holds membership in the Association, as more
particularly set forth in the Article herein entitled "The Association," including Declarant, so long as Declarant qualifies
for membership pursuant to said Article.

 1.24     "Merchant Builder" shall mean and refer to any individual, corporation, limited partnership, joint venture, limited
liability company or other entity who or which acquires a portion of the Project for the purpose of developing such property
for resale to the general public; provided, however, that the term "Merchant Builder" shall not mean Declarant.

1.25      "Mortgage" shall mean and include a duly recorded deed of trust, as well
as a mortgage encumbering a Lot.

1.26     "Mortgagee" shall mean and refer to a person or entity to whom a
Mortgage is made, and shall include the beneficiary of a deed of trust.

 1.27      "Mortgagor" shall mean and refer to a person or entity who mortgages his or its property to another, i.e., the maker
of a Mortgage, and shall include the trustor of a deed of trust.

 1.28     "Notice and Hearing" shall mean and refer to written notice and a hearing before the Board or the ACC of the Association,
at which the affected Owner shall have an opportunity to be heard in the manner provided herein and in the By-Laws.

 1.29        "Notice of Annexation" shall mean and refer to that certain instrument utilized to annex all or ally portion of the Annexation
Property, in accordance with the provisions of this Declaration, and to subject such property to the Protective Covenants set forth in
this Declaration and to the jurisdiction of the Association.

 1.39       "Owner" shall mean and refer to the record owner, or owners, including Declarant, or the purchaser under a conditional sales
contract of fee title to, or an undivided frac­tional fee or leasehold interest in, any Lot in the Project. Declarant is an Owner, as more
particularly set forth throughout this Declaration. The foregoing is not intended to include persons or entities who hold an interest in a
Lot merely as security for the performance of an obligation.

1.31       "Phase" shall mean and refer to one or more Lots, Common Area and/or Association Maintenance Areas within the Annexation
Property which are simultaneously annexed to die Project by the recordation of a Notice of Annexation in the Official Records of Los
Angeles County, and for which a Final Subdivision Public Report has been issued by the DRE.

                                                                                      6

  1.32     "Project" shall mean and refer to Phase I and to all Improvements,
including the residences constructed thereon, the Common Area and the Association Maintenance  Areas and all Annexation Property
which is made subject to this Declaration in accordance with the provisions of the Article herein entitled "Annexation of Additional
Property."

 1.33     "Project Walls" shall mean and refer any wall or fence which is designated as such either in Exhibit 'D" to this Declaration or in
a Notice of Annexation. The Association will be responsible for the structural integrity of each Project Wall as well as the exterior
surfaces of such Project Wall. Each Owner of a Lot adjacent to a Project Wall will be responsible for maintaining the interior surfaces of
such Project Wall which face such Owner's Lot. Project Walls arc deemed to be Association Maintenance Areas.

 1.34           "Public Agencies" shall mean and refer collectively to one (I) or more of the various local and State governmental agencies
having jurisdiction over the Project, including the County.

 1.35       "Residence" shall mean and refer to the individual single-family dwelling and die related Improvements which am constructed
upon the same or a separate Lot, and which are designed and intended for use and occupancy as a single family dwelling, including
the garage.

 1.36        "Rules and Reputations" shall mean and refer to the Rules and Regulations adopted by the Board pursuant to the By-Laws
and this Declaration, as they may be amended, from time to time.

 1.37             "Tract Map(s)" shall mean and refer to any final subdivision map or parcel map, as those terms are defined in the California
Subdivision Map Act, recorded in the Office of the County Recorder of Los Angeles County, California.

 1.38          ''VA/FHA" shall mean and refer individually or collectively, as applicable, to the United States Department of Veterans Affairs
and/or the Federal Housing Administration of the United States Department of Housing and Urban Development, and any department or
agency of tie United States government which succeeds to the functions of either or both organizations.

 1.39          Application of Definitions. The aforesaid definitions shall be applicable to this Declaration and to any supplements or
amendments hereto, fled or recorded pursuant to the provisions of this Declaration, unless the context shall prohibit such application.
                                                                                

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ARTICLE 2  INTRODUCTION TO HASLEY HILLS

 2.1 Development Plans. Hasley Hills will be developed as a Masterplanned residential development. If developed as proposed, the
Project will consist of as many as 739 residential Lots, Common Area and Association Maintenance Areas, as more specifically
described in this Declaration, and in recorded Notices of Annexation. .

 2.2 Membership in Association. The Association shall be the management body for the Project, and shall own, maintain, operate,
repair, replace and inspect Improvements to the Project to the fullest extent permitted specifically in this Declaration. As more
particularly set forth in this Declaration, each Owner of a Lot in the Project shall automatically become a Member of the Association,
and shall be obligated for the payment of Assessments to the Associa­tion. In addition, each Owner, his family members, lessees,
tenants, guests and invitees, will be entitled to the use and enjoyment of the Common Property within the Project, in accordance with
this Declaration, the By-Laws and Rules and Regulations adopted by the Board.

 2.3 Annexation of Additional Property. At such time, if ever, as future Phases are developed by Declarant or Merchant Builders,
Declarant shall subject such Phase to the Protective Covenants of this Declaration pursuant to the provisions for annexation set
forth in the Article herein entitled" Annexation of Additional Property." A Notice of Annexation shall be recorded in die Official Records,
which shall serve to impose the Protective Covenants set forth herein upon such property and to subject such property to the jurisdiction
of the Association. The voting rights in the Association and the Assessments levied by the Association shall be adjusted as set forth
herein. The Annexation Property may be developed in one (I) or more Phases. Upon annexation, each Phase shall become a part of the
Project and shall be made subject to the Declaration.

 2.4 Development Control. Nothing in this Article or elsewhere in this. Declaration shall limit the right of Declarant or Merchant Builders:
(a) to complete construction of any Improvements in the Project, (b) to redesign or otherwise alter the style, size, color or ap­pearance
of any Improvements in any portion of the Project owned by Declarant and Merchant Builders, (c) to construct additional Improvements
on any portion of the Project owned by Declarant and Merchant Builders, and/or (d) to otherwise control all aspects of constructing the
Improvements in the Project, and of marketing and conveying Lots in the Project. In furtherance thereof, Declarant hereby reserves, unto
itself and its successors and assigns until the Close of Escrow for the sale of the last Lot in the Project to be offered for sale pursuant to
a Final Subdivision Public Report issued by the DRE: (a) a nonexclusive casement for ingress and egress on, over and across the Project
as necessary to construct the Common Area and the Association Maintenance Areas and all other Improvements, (b) the exclusive right
to maintain a sales office, model complex, interior design and decorator center, and parking area for employees, agents and prospective
buyers, (c) the exclusive right to place reasonable signs, flags, banners, billboards or other forms of advertising on any portion of the
Project owned or controlled by Declarant, and

                                                                                8

(d) a nonexclusive right to utilize the Common Area and Association Maintenance Areas and any unassigned open parking spaces in
connection with its program for the sale of Lots in the Project.

 2.5    Easements Reserved Over Common Property. At such time as the Common Property conveyed by Declarant to the Association,
an easement shall be deemed automatically reserved over the Common Property so conveyed in favor of Declarant, and for the benefit
of the remaining Annexation Property as not yet annexed, for ingress, egress, and access, and for the construction and completion of
utility hookups, landscaping and amenities included in Plans approved by the County, and for the construction use, maintenance and
operation of Annexation Property not yet annexed to the Project as of the date of conveyance to the Association, and are pert of the
future Phase of the Project. Such nonexclusive easements are appurtenant to the Annexation Property and are reserved for a period
of twelve (12) years from the date of the first Close of Escrow for the sale of Lots in Phase I for die benefit of Declarant, Merchant
Builders and their respective authorized agents and representatives and their successors and assigns, and Declarant reserves the
right to grant such easements to owners and lessees of property in the Annexation Property. Exercise of the nonexclusive easements
and the rights over the Common Property reserved to Declarant under this Declaration shall not unreasonably interfere with the use and
enjoyment of the Common Property by the Owners.

 2.6 Non-Liability of Declarant. The purpose of this Article is merely to describe Declarant's proposed plans for the development of the
Project. Without limiting the generality of the foregoing, nothing in this Section 2A or elsewhere in this Declaration shall limit the right
of Declarant, its successors and assigns, to complete construction of the Project, to alter same, or to construct such additional
Improvements as Declarant shall deem advisable prior to the completion, sale and disposition of all Lots and other property in the
Project and within the Annexation Property. Declarant may assign any or all of its rights under this Declaration to any successor to
all or any part of Declarant's interest in and to the Project, by an express written assignment recorded in the Office of the County
Recorder.

ARTICLE 3 RESERVATION OF EASEMENTS AND OTHER
PROPERTY RIGHTS IN THE ASSOCIATION MAINTENANCE AREAS

 3.1         Amendment to Eliminate Easements. As long as Declarant is an Owner, or has an interest in any portion of the Annexation
 Property, this Declaration cannot be amended to modify or eliminate any casements created, established and reserved herein in favor
of Declarant without the prior written approval of Declarant, and any attempt to do so shall have no effect. Any attempt to modify or
eliminate the easements created, granted and reserved herein shall likewise require the prior written approval of Declarant and the County.

                                                                                9

3.2 Owners' Easements. Every Owner shall have a nonexclusive right and casement of access, use and enjoyment in and to the
Common Area. Said right and easement shall be appurtenant to and shall pass with title to every Lot, subject to the limitations set
forth in Section 3.3 below.

 3.3 Limitations on Owners' Easement Rights. The rights and casements of access, use and enjoyment set forth in Section 3.2 above
shall be subject to the provisions of this Declaration, including, but not limited to, the following:

a. The right of Declarant or Merchant Builders to designate additional Common Area and additional Improvements to be annexed to the
Project by recordation of one (I) or more Notices of Annexation, pursuant to the provisions of the Article herein entitled "Annexation of
Additional Property";

b. The right of the Association to suspend the voting rights and rights and casements of use and enjoyment of the common Property
(if applicable) of any Member, and the persons deriving such rights and easements from any Member for any period during which any
Assessment against such Member's Lot remains unpaid and delinquent; and after Notice and Hearing, to impose monetary penalties
or suspend such rights and easements for a period not to exceed thirty (30) days for any non-continuing use infraction of the Rules
and Regulations, it being understood that any suspension for either nonpayment of any Assessments or breach of such restrictions
shall not constitute a waiver or discharge of the Member's obligations to pay Assessments as provided herein;

c.  The right of the Association, in accordance with its Articles, By-Laws and this Declaration, to borrow money for the purpose of
improving the Common Property and related Improvements with the assent of sixty-seven percent (67%) of the voting power of the
Association and/or, subject to the terms and provisions of the Article herein entitled "Mortgagee Protection," to mortgage, pledge,
deed in trust or otherwise hypothecate any or all of its real or personal property, as security for money borrowed or debts incurred;

d. Subject to the terms and provisions of the Article herein entitled "Mortgagee Protection," the right of the Association to dedicate
any Common Area or transfer all or any part of the Association Maintenance Areas to any Public Agency, private party, authority or
utility for such purposes and subject to such conditions as may be agreed to by the Owners. No such dedication or transfer shall be
effective unless: (1) an instrument approving said dedication or transfer is signed by two authorized officers of the Association attesting
that Owners representing at least sixty-seven percent (67%) of the voting power of the Association, excluding Declarant, approved such
action and is recorded in the Office of the County Recorder, and (2) a written notice of the proposed dedication or transfer is sent to
every Owner not less than fifteen (15) days nor more than thirty (3D days in advance: provided, however, that the dedication or transfer
of easements for utilities or other public purposes consistent with the intended use of the Common Property shall not require the prior
approval of the Members of the Association;

                                                                       10

e. The right of Declarant and Merchant Builders (and their employees, sales agents, perspective purchasers, customers and
representatives) to enter upon the Common Area, for the benefit of Declarant or the Merchant Builders or the Annexation Property,
or any combination thereof, to complete the construction of any landscaping or other Improvements to be installed thereon, as well
as the right to non-exclusive use of the Common Property and the facilities thereof, without charge, for sales, display, access, ingress,
egress, exhibition and occasional special events for promotional purposes, which right Declarant hereby reserves; provided, however,
that such use rights shall terminate on the date on which neither Declarant nor any Merchant Builder owns a Lot in the Project and
all of the Annexation Property has been added to the Project. Such use shall not unreasonable interfere with the rights of enjoyment
of the other Owners as provided herein.

f. The right of the Association, acting by and through its ACC, to enact uniform and reasonable Architectural Standards, in accordance
with the Article herein entitled "Architectural and Landscaping Control";

g. The right of the Association to fulfill its obligations for maintenance, operation, repair and replacement of all Common Property under
its jurisdiction.

h. The right of the Association to reasonably restrict access to the Common Property;

i.  The right of the Association to perform and exercise its duties and powers as set forth herein;

j. Other rights of the Association, the ACC, the Board, the Owners and Declarant with respect to the Association Maintenance Areas
as may be provided for in this Declaration;

k. The right of Declarant to grant and transfer casements on. over and across all portions of the Project and the Annexation Property
for the development, installation, construction and maintenance of electric, telephone, cable television, water, gas, sanitary sewer lines
 and drainage facilities, as shown on any recorded subdivision map covering the Project, and as may be reasonably necessary for the
proper maintenance, development and conveyance of Lots, Common Area and/or Association Maintenance Areas; and

l. Any limitations, restrictions or conditions affecting the use, enjoyment or maintenance of the Common Area and/or Association
Maintenance Areas imposed by Declarant or Public Agencies, or such other governmental agency having jurisdiction to use their
vehicles or appropriate equipment over those portions of the Common Area and/or Association Maintenance Areas designed for
vehicular movement to perform municipal functions or emergency or essential public services. Such

                                                                                    11

limitations, restrictions or conditions affecting the use, enjoyment or maintenance of the Common Area Association Maintenance
Areas shall include, without limitation, the County's rights over the Association Maintenance Areas imposed by the County in its
approval of the Project.

m.    The Association's right, acting through the Board, to reasonably restrict access to slopes and other sensitive landscaped areas,
maintenance facilities, open space areas and similar areas of the Common Property. The Association shall have exclusive control
over all of the Common Property, subject to the powers and rights of the Public Agencies.

 3.4       Waiver of Use. No Owner may exempt himself from personal liability for Assessments duly levied by the Association, nor
release his Lot or other property owned by him from the liens and charges imposed by the Association by waiver of the use and
enjoyment of the Association Maintenance Areas, and any facilities thereon. or by abandonment of his Lot or any other property
in the Project.

 3.5          Easements for Utilities. The rights and duties of the Owners of Lots within the; Project with respect to sanitary sewer,
water, electricity, gas and telephone lines, cable television (or CATV) lines and other facilities shall be governed by the following:

a.       Each respective utility company shall maintain all utility facilities and connections on the Project owned by such utility
company; provided, however, that if any company shall fail to do so, it shall he the obligation of each Owner to maintain those
facilities and connections located upon such Owner's Lot, and it shall be the obliga­tion of the Association to maintain those
facilities and connections located upon the Association Maintenance Areas;

b.                     Wherever sanitary sewer, water or gas connections, television cables, electricity or telephone lines are installed
within the Project, and it becomes necessary to gain access to said connections, cables and/or lines through a Lot owned by
someone other than the Owner of the Lot served by said connections, cables and/or lines, the Owner of the Lot served by said
connections, cables and/or lines shall have the right, and is hereby granted an easement to the full extent necessary there for,
to enter upon such other Lot or to have the utility companies enter upon such other Lot to repair, replace and generally maintain
said connections, cables and/or lines:

c.                     Whenever sanitary sewer, water or gas connections, television cables, electricity or telephone lines are installed
within the Project, and said connections, cables and/or lines serve more than one (1) Lot, the Owner of each Lot served by said
connections, cables and/or lines shall be entitled to the full use and enjoyment of such portions of same as service his Lot;

                                                       12

d. In the event of a dispute between Owners respecting the repair or rebuilding of the aforesaid connections, cables and/or lines,
or the sharing of the cost thereof, upon written request of one (I) of such Owners addressed to the Association, the matter shall
he submitted to the Board who shall decide the dispute, and the decision of the Board shall be final and conclusive on the Owners;
and

e. Easements over the Project for the installation and maintenance of electric and telephone lines, water, gas, drainage and sanitary
sewer connections and facilities, and television antenna cables and facilities, as shown on the recorded map of the Project or
otherwise of record, and as may be hereafter required or needed to sent the Project, are hereby reserved by Declarant, together
with the right to grant and transfer the same.                                                           

 3.6   Easements for Maintenance of the Association Maintenance Areas.
             In the event it becomes necessary for the Association to enter upon any Lot for purposes of: (a)
             maintaining the Association Maintenance Areas and Project  Walls; or (b) bringing an Owner and/or
             his/her Lot into compliance with the Declaration, the Association, and its duly authorized agents and
             employees, shall have the right, after reasonable notice to the Owner and at a reason-able hour of the
            (lay, to enter upon such Owner's Lot for the performance of such work. Such entry shall be made with
            as little inconvenience to the Owner as is practicable, and in the event that any damage shall be
             proximately caused by such entry, the Association shall repair the same at its expense.   
             Notwithstanding the foregoing, in the event of an emergency, such right of entry shall be immediate.

 3.7  Easements for Drainage. There are hereby created and reserved over
            each Lot in the Project easements for drainage according to the patterns for  drainage created by the
            approved grading plans for the Project, as well as according to the actual, natural and existing
            patterns for drainage. In addition, the approved grading plans make provisions for "cross-lot drain-
            age,"  whereby water runoff from one (I) or more contiguous Lots might drain across an Owner's
            Lot.  Each Owner covenants and agrees that such Owner shall not obstruct or otherwise interfere
            with said drainage patterns of waters from adjacent Lots in the Project over such Owner's Lot, or, in
            the alternative, that in the event it is necessary and essential to alter said drainage pattern for the
            protection and use of the Lot, such Owner shall submit all plans and specifications therefore to the
           ACC for prior review and approval. In the event that damage of any nature and kind to the               
           Association Maintenance Areas or any Lot is caused, directly or indirectly, by the actions of an
           Owner to restrict or alter the drainage patterns of his Lot, such Owner shall bear the  sole cost of all   
           such damage. Easements created and reserved herein shall at all times be subject to the Covenants
            created in this Declaration, and such Architectural Standards and Rules and Regulations as may be
           adopted, from time to time, by the Board.

 3.8             Easements in Favor of County. Some or all of the Lots and
            Association Maintenance Areas in the Project will be subject to permanent nonexclusive
            easements in favor of the County for the various purposes discussed below, as indicated on
             the recorded subdivision map for Tract No. 36668. The easements are as follows:

                                                                                        13

                                    a.  A permanent, nonexclusive easement in favor of the County for
                   emergency vehicular ingress and egress purposes, and for maintenance of publicly
                   owned facilities.

                                     b.        A permanent, nonexclusive easement for landscape maintenance

                    and related purpose, and for sidewalks affecting Lots 1 through 11, inclusive, and Lots

                    48 through 57, inclusive, of Tract No. 36668, as shown on the recorded Subdivision

                    Map for said Tract.

                                       c.          A permanent, nonexclusive easement for public utility purposes, as

                    shown on the recorded subdivision map for the Tract.

                   3.9          Easement in Favor of Southern California Edison. Certain Lots within the Project shall be subject to
permanent, nonexclusive easements in favor of Southern California Edison Company for aboveground and underground
conduits or both, as described in instruments recorded in the Official Records of Los Angeles County, and as depicted on the
recorded subdivision map for the Tract.

                   3.10        Easements for Construction and Sales. Declarant hereby creates and reserves for itself, and Merchant
Builders, and their respective employees, agents, representatives, successors and assigns, until all Lots in the Project and in
the Annexation Property are sold (and escrow is closed), nonexclusive casements for ingress, egress and access on, over and
across the Common Property and other portions of the Project and the Annexation Property to carry on normal construction
and sales activity, including the operation of models, complexes and sales offices; and the display of promotional signs, flags,
exhibits and other marketing activities in order to develop, market, sale, lease or otherwise dispose of the Lots in the Project
and in the Annexation Property.

                    3.11             Easements For Master Antennae And Cable Television. There are hereby reserved for the benefit of
Declarant. and its subsidiaries. transferees, successors and assigns, nonexclusive easements of access, ingress and egress
to the Project for purposes of installation, operation, maintenance, repair, inspection, replacement and removal of master antennae,
cable television service lines, alarm system cabling and all related facilities and equipment. Such easements shall be freely
transferable by Declarant to any other person or entity for the purpose of providing such services. All such master antennae, cable
television service lines and alarm system cabling shall remain the property of Declarant, its subsidiaries, transferees, successors
and assigns. The exercise of all rights reserved hereunder shall not unreasonably interfere with the reasonable use and enjoyment
of the Project. Declarant, or its successors and assigns, shall he responsible for any damage in any way arising out of, or in
connection with, the rights and activities reserved hereunder.

                     3.12         Project Wall Easements. Declarant reserves for the benefit of the Association (l) an easement over
those portions of the Lots and Common Property located within three (3) feet of the common property line separating Common
Property from the Lots for the purpose of accommodating footings and other structural components of any Project Wall located                                            

                                                   14

on or immediately adjacent to such Common Property or boundary line, including any encroachments thereof onto the Lots; and
(ii) an easement for access, ingress and egress over the Lots and Common Property as may be reasonably necessary for the
maintenance, repair and replacement of such Association Property Walls and related Improvements.

 3.13           Utilities Shown On The Tract Man. Easements have been created and reserved over all or pertinent portions of the
Project, as applicable, for the construction, installation, maintenance, operation, repair and replacement of electric, telephone,
cable television, water, gas, sanitary sewer and drainage facilities shown either on the recorded tract map or by instrument recorded
in the Office of the County Recorder.

 3.14          Easements For Public Services. fn addition to the foregoing easements over the Lots and the Common Property,
Declarant hereby creates, establishes, grants and reserves easements for, including, but not limited to, the right of police, fire,
ambulance and other public services and agencies to enter any part of the Project for purposes of serving the health, safety and
welfare of all Owners in the Project.

 3.15       Easements For Public Utilities. Certain Lots on the Project may be subject to permanent, nonexclusive easements for
public Utility purposes in favor of the County, as shown on the recorded subdivision map for the Project- The easements are intended
to establish the right to install, maintain, inspect, repair and replace as and when necessary, electricity lines, transformers and/or
service junction boxes, telephone lines, cable television lines, street light standards, mailboxes, tire hydrants, utilities and other equipment
designed to serve the Project.

  3.16        Support, Settlement And Encroachment. There is hereby reserved to Declarant, together wi