Article XV — Declarant Privileges and Exemptions

Section 15.01 — Interest of the Declarant; Material Actions Requiring Declarant Approval

The real property that is initially subject to this Master Declaration constitutes only a portion of the lands that are planned through the phasing and annexation process described in Article XIV, above, to become part of Rio Del Oro. Each Owner of a Lot in the Development acknowledges, by acceptance of a deed or other conveyance therefor, whether or not it shall be so expressed in any such deed or other instrument, that Declarant has a substantial interest to be protected with regard to assuring compliance with and enforcement of the covenants, conditions, restrictions and reservations contained in this Master Declaration and any amendments thereto and any Supplemental Declarations recorded pursuant to this Master Declaration. Notwithstanding any other provisions of the Governing Documents, until such time as the Declarant is no longer entitled to annex any portion of the Subsequent Phase Property by the process of annexation set forth in Article XIV, above, without the vote of the Members, the following actions, before being undertaken by the Members or the Master Association, shall first be approved in writing by the Declarant.

(a) Specified Approvals. Any amendment or action requiring the approval of the Declarant pursuant to this Master Declaration, and any amendment or action requiring the approval of first Mortgagees pursuant to this Master Declaration (the Master Association shall provide the Declarant with all notices and other documents to which a Mortgagee is entitled pursuant to this Master Declaration, provided that the Declarant shall be furnished with such notices and other documents without making written request);

(b) Annexation. The annexation to the Development of any real property that is not included in the description of Subsequent Phase Property by action of the Declarant;

(c) Architectural Rules. Any supplement or amendment to the Architectural Rules, including Architectural Rules applicable to a particular Phase within the Development (see Section 5.06, above).

Section 15.02 — Exemptions from Restrictions Otherwise Applicable

Nothing in the Governing Documents shall limit and no Owner, the Master Association, or any Sub-Association shall do anything to interfere with the right of the Declarant or any Merchant Builders, either directly or through their respective agents and representatives, to subdivide, re-subdivide, sell, resell, rent or re-rent any portion of Development, or the right of the Declarant or a Merchant Builder as to any Phase that a Merchant Builder is developing to complete excavation, grading, construction of Improvements or other development activities to and on any portion of Rio Del Oro that is owned by the Declarant or a Merchant Builder or to alter the foregoing and its construction plans and designs, or to construct such additional Improvements as the Declarant or the Merchant Builder deems advisable in the course of development of the residential Phases of Rio Del Oro so long as any Lot, Separate Interest or Parcel within Rio Del Oro is owned by the Declarant or by a Merchant Builder.

The rights reserved to the Declarant and to Merchant Builders pursuant to this Section 15.02 shall include, but shall not be limited to, carrying on by the Declarant or any Merchant Builder and their respective agents and representatives of such grading work as may be approved by the City Department of Public Works or other agency having jurisdiction, and erecting, constructing and maintaining on Development such structures (including, without limitation, temporary sales and construction offices or trailers, sales offices or model homes), signs and displays as may be reasonably necessary for the conduct of its business of completing the work and disposing of the same by sale, lease or otherwise. Notwithstanding the foregoing, any signage, banners, model homes and other marketing programs or activities of a Merchant Builder within Rio Del Oro must be approved in advance by the Declarant and said approval may be included in the documentation by which a Merchant Builder acquires a Phase of Rio Del Oro from the Declarant for development and resale.

Each Owner, by accepting a deed to a Lot or Separate Interest, hereby acknowledges that any construction or installation by the Declarant or by a Merchant Builder may impair the view of such Owner, and hereby consents to such impairment. Merchant Builders shall have the right to apply to the City for special use permits needed in connection with their Lot sales activities.

Section 15.03 — Exemptions from Restrictions Otherwise Applicable

Nothing in the Governing Documents shall limit and no Owner or the Master Association shall do anything to interfere with the right of Declarant or any designated Merchant Builder, either directly or through their respective agents and representatives, to subdivide, re-subdivide, sell, resell, rent or re-rent any portion of the Development, or the right of Declarant or a Merchant Builder to complete excavation, grading, construction of Improvements or other development activities to and on any portion of the Development owned by Declarant or Merchant Builder or to alter the foregoing and its construction plans and designs, or to construct such additional Improvements as Declarant deems advisable in the course of development of Rio Del Oro so long as any Lot or any portion of the Development is owned by the Declarant or by a Merchant Builder with respect to its Phase of development. Such rights shall include, but shall not be limited to, carrying on by Declarant, and Merchant Builders, and their respective agents and representatives of such grading work as may be approved by the City or other agency having jurisdiction, and erecting, constructing and maintaining within the Development such structures, signs and displays as may be reasonably necessary for the conduct of its business of completing the work and disposing of the same by sale, lease or otherwise. Each Owner, by accepting a deed to a Lot, hereby acknowledges that any construction or installation by Declarant or a Merchant Builder may impair the view of such Owner, and hereby consents to such impairment.

Section 15.04 — Extension of Privileges and Exemptions to Merchant Builders

A Declaration of Annexation or Supplemental Declaration signed and Recorded by the Declarant may extend all of some of the privileges and exemptions of this Article XV to the Merchant Builder who acquires a Subsequent Phase.

Section 15.05 — Amendment of Plans

Subject to approval, as necessary, by the County of Sacramento, Declarant may, from time to time as it deems fit, amend its plans for the Rio Del Oro development, combine or split Lots, Separate Interests, or Parcels, and apply for changes in the entitlements for the Development, changes in zoning, use and use permits for any property within the Development.

Section 15.06 — Right to Enforce Design Review and Approval Requirements

For so long as the Declarant has the right to appoint any members of the Architectural Review Committee, the Declarant shall have the right to initiate action to correct or prevent any activity, condition or Improvement that is not in substantial compliance with approved plans and specifications to the same extent as the Master Association if: (a) the Committee has issued a Notice of Noncompliance; and (b) the Master Association, after having a reasonable opportunity to do so, is unable or unwilling to initiate enforcement action. In the event that such action is initiated by the Declarant and it is later determined by an arbitrator or a court of competent jurisdiction that the Owner of the subject Lot was, in fact, proceeding in violation of the approved plans and specifications, any reasonable costs incurred by the Declarant in initiating enforcement action, including reasonable attorney’s fees, which are not the subject of an award of fees and/or costs against the offending Owner, may be charged to the Master Association.

Section 15.07 — Termination of Any Responsibility of Declarant

In the event the Declarant conveys all of its rights, title and interest to any partnership, limited liability company, individual or individuals, corporation or corporations, in and to the Development, and the acquiring person or entity is designated as a successor Declarant as to all the property conveyed, then and in such event, Declarant shall be relieved of the performance of any further duty or obligation hereunder, and such partnership, individual or individuals, corporation or corporations, shall be obligated to perform all such duties and obligations of Declarant. This Article shall not terminate any responsibility of the Declarant for acts or omissions occurring prior to the conveyance to such partnership, individual or individuals, corporation or corporations. However, this shall not limit Declarant’s right to enter into a contract or agreement dealing with such acts or omissions, provided the contract or agreement is enforced by Declarant, if necessary.

Section 15.08 — No Amendment or Repeal

So long as the Declarant owns any Lots or Separate Interests within the Development, the provisions of this Article may not be amended or repealed without the consent of the Declarant.