RULES AND REGULATIONS
PRISTINE BAY RESORT
RESIDENTIAL LANDOWNERS’ ASSOCIATION

Article 1 – The Pristine Bay Resort Residential Landowners’ Association (hereinafter the “Association”) is a private, apolitical, non religious and not-for profit entity which is comprised by all the owners of units of real estate for private residential purposes (hereinafter “Units”), within the perimeter of the PRISTINE BAY RESORT (hereinafter “The Resort”), accordingly to these Rules and Regulations.

Article 2 – The Association is created for the following purposes, to which the Association has been entrusted with:
a) To exercise the rights which appertain to the Unit owners within the Pristine Bay Resort (hereinafter the “Resort”), with regards to said Units.
b) To manage all common areas within the resort, including private roadways, as well as the administration of water and electricity utilities within the resort and to exercise all property rights related with said areas.
c) To provide and administer the services of potable water, water treatment, security and gate control, electricity, generation and distribution of electricity in case of emergency and waste disposal to all Units, as well as general exterior and public illumination within the resort, the maintenance of roadways and recreational areas of the Resort, and all other activities decided by the Association.
d) To assure that Residential Area of the Resort, as well as each of the Units that comprise them, form a single and uniform style with the rest of the Resort in order to attain and maintain the overall original design of the Resort as a whole.
e) To ensure the compliance of the present Rules and Regulations, as well as all other decisions adopted by the Association.
f) To execute all activities and contracts necessary for attaining said goals.

Article 3 – The members of the Association are all the landowners of one or more residential Units (Unit Owners) within the Resort, except for all landowners which expressly renounce only to their right to be a member to said organization.

Article 4 – All Unit owners within the Resort, including those who have renounced to their right to be a member of the Association are obligated to comply with the present Rules and Regulations and to respect and comply with all other decisions adopted by the Association at any given moment.

Article 5 – All members of the association, because of their membership, possess the following rights:
a) To elect officials and to be elected as officials of the Association.
b) To be able to assist, participate and vote in all matters dealt with by the Association’s General Assembly.
c) Represent other Unit owners in sessions of the Association’s General Assembly.
d) To direct petitions and requests to the organs of the Association.

Article 6 – All Unit Owners and members of the Association are obliged to comply with the following:
a) To comply and make others comply with the present Rules and Regulations, as well as all other decisions adopted by the Association.
b) To attend to all sessions and meeting to which they are summoned to.
c) To execute the duties entrusted to them as officials of the Association with the upmost responsibility.
d) To contribute with all assessments, be them ordinary or extraordinary agreed upon by the Association.
e) To promptly disburse all charges resultant from the services rendered to each unit by the Association, including but not limited to: water and electricity utilities, waste disposal, etc.
f) To cooperate by any and all means to help achieve the goals and purposes of the Association.

GENERAL ASSEMBLY AND BOARD OF OFFICIALS
Article 7 – The functions of direction, management, and supervision of the Association shall be exercised through the General Assembly and Board of Officials.

The General Assembly formed by the members of the Association summoned and gathered, is the supreme body of the Association.

Article 8 – There are two (2) types of General Assembly Meetings: (a) Regular and (b) Special.

Article 9 – The General Regular Assembly Meeting shall gather at least once a year and it shall:
(a) Approve or reject the Balance Sheet and Report of the Board of Officials of the Association;
(b) Appointment and removal of the Officials of the Board (no less than 3 or more than 7 Officials);
(c) Any other matter included in the agenda or proposed by the attending shareholders.

Article 10 – The General Special Assembly Meeting shall gather at all times, and is competent to know the following:
(a) Any amendment to the articles of the Association;
(b) Any other matter for which it is summoned, even if it is of the competence of the Regular Meeting.

Article 11 – The General Regular and Special Assembly Meetings may be summoned by the Board of Officials or by the members of the association representing at least 25% of the members. All Unit Owners and members of the Association shall receive a notice in their unit, at least 15 days before the date it is to be held, plus the agenda for the meeting.

Article 12 – The General Assembly, both Regular or Special is deemed as duly gathered, if present at least 50% of members of the Association. Notwithstanding the above, it shall be deemed rightfully gathered all General Shareholders Meeting, regular or special of second summons, with the Unit Owners and members of the Association which are present. The breaking of the quorum shall not be an obstacle for the Assembly to continue and may adopt resolutions.

Article 13 – Both in Regular and in Special General Assembly each member of the Association shall be entitled to one vote. At the Regular and Special meetings of first summons, resolutions shall be adopted by majority of the votes present. In the case of Special meetings of second summons, resolutions shall be adopted by half plus one of the member of the Association present.

Article 14 – The General Assembly General Meetings may be attended, by the Unit Owners and members of the Association themselves or by proxy. One same member of the Association, may exercise the representation of one or several Unit Owners and-or members of the Association through delegation made in proxy.

ASSESSMENTS TO THE ASSOCIATION
Article 15 – Each Unit owner, is obligated to contribute with: (1) All Annual Assessments of charges to be charged in a yearly manner, and (2) All Special Assessments, as agreed upon by the Association, to be established and collected as provided in this document and other further agreements taken by the Association.

Article 16 – The assessments levied by the Association or its assignees shall be used to promote the recreation, health, safety, and welfare of the residents of the Resort and for the improvement and maintenance of the shared exterior space and common areas.

Article17 – The amount of the Annual Assessments to be charged by the Association will be determined by means of an estimate of the expenses to be incurred by the Association to achieve the purpose stated above during the following calendar year. The Association shall maintain an adequate reserve fund out of the annual assessments for the maintenance, repair, and replacement of those elements of the common areas that must be replaced on a periodic basis.

Article 18 – In addition to the Annual Assessments authorized above, the Association may levy, in any assessment year, a Special Assessment applicable to that year only for the purpose of defraying, in whole or in part, the cost of construction, reconstruction, repair or replacement of capital improvements upon the common areas of the Resort, including fixtures and personal property related thereto, provided that any such assessment shall have the assent of the majority of Unit Owners, as decided by the General Assembly of the Association who are voting in person or by proxy at a meeting duly called for this purpose and in accordance with the present Rules and Regulations.

Article 19 – Annual Assessments for will be fixed at a uniform rate for all Units sufficient to meet the expected needs of the Association. Special Assessment amounts may vary according to the particular needs of any individual Unit or Building.

Article 20 – The annual assessments provided for herein shall commence as to all Units at the time of completion of each Unit. The first annual assessment shall be adjusted according to the number of months remaining in the calendar year. Thereafter, owners will be advised and billed prior to January 1 of each year.

Article 21 – Any assessments which are not paid when due shall be delinquent. Any assessment not paid within (30) days after the due date thereof shall bear interest from the due date at the rate of libor plus 3% per year.

COMMON AREAS WITHIN THE RESORT
Article 22 – Each Unit in the Resort shall have the use and enjoyment of the common areas, private roadways, the beach, The Pristine Bay Beach Club and other common facilities. Each Unit owner hereby agrees to pay a pro-rata share of the costs and expenses of maintaining and repair of said Common Areas. All costs and expenses associated with the maintenance and repair of said Common Areas shall be divided equally on a per unit basis within the Resort.

Article 23 – No use shall be made of the Common Areas which would in any manner violate the statutes, rules, or regulations of any governmental authority having jurisdiction over the Common Area. No Owner shall place any structure whatsoever upon the Common Area, nor shall any Owner engage in any activity which will temporarily or permanently deny free access to any part of the Common Area to all Owners. The use of the Common Area and the restrictions of use on any portion of the common Areas shall be subject to such rules and regulations as may be adopted from time to time by the Association. No use shall ever be made of the Common Areas which would deny ingress or egress to those Owners having access to Units only over the Common Areas.

SERVICES TO BE PROVIDED BY THE ASSOCIATION
Article 24 – The Association shall install and maintain electric distribution lines, water lines, sewer lines, and construct access roads for the use and benefit of the Unit Owners. Water will be metered by the Association for the use and benefit of the Unit Owners. Water will be paid for by users based on the amount of water used. Electric service will be metered and billed by Association or the company assigned for that purpose by them. Sewer will be billed quarterly to the users based on a flat rate sufficient to maintain and service the treatment plant and mains.

CONSTRUCTION AND USAGE REGULATIONS OF UNITS WITHIN THE RESORT
Article 25 – All Units in the Resort shall be used exclusively for private residential purposes. No dwelling within the Subdivision shall be used or occupied for any purpose other than for a single-family dwelling. No business, profession or other activity, except rental conducted for gain, shall be carried on or within any Unit. No unit shall be further subdivided or partitioned.

Article 26 – For the purposes of determination of Construction Regulations of the Units within the Residential Area of the Resort, the Units can be divided into the following groups:
a) Villas designed and constructed by the Developer of the Pristine Bay Resort.
b) Residential Lots, with no previous construction of any sort.

Article 27 – Owners of Residential Lots, before initiating any construction and during the time it takes place, must comply with the following rules:
a) Owner of Unit must have contributed with all Assessments to the Association to date, be them Annual or Special.
b) A project of the construction to be undertaken in the Unit must be previously submitted to Board of Officials of the Association for the approval of its construction. Said approval is necessary prior to any works regarding construction, such project has to comply with the construction guidelines, dictated by the developers, and any modification to such guidelines will have to be approved by the Association General Assembly.
c) No construction will be permitted without the appropriate water meter having been adequately installed.
d) A temporary party wall may be constructed for the purposes of controlling building materials and personnel, as long as said wall is not notoriously unsightly.
e) Temporary constructions for building purposes are authorized, as long as they are confined within the area of the Unit being constructed and that the Unit Owner assumes responsibility of damages caused to existing drainage systems, water mains, electricity transmission structures, low voltage electricity cables, etc.
f) Temporary loading and unloading zones are authorized in common areas, as long as pedestrian traffic is not obstructed.
g) Private roadways must always be kept free and clear of all construction vehicles and materials in order to prevent obstruction of road traffic within the resort.
h) No cement mixing or preparation is allowed directly on the resort’s roadways.
i) Each construction must exercise control of its building materials from any sort of delinquent activities, liberating the Association from any liability due to misplaced items.
j) Unit owners and their contractors are responsible for the behavior of the employees, workers and any other persons involved in the construction.
k) The entrance and continuing presence of construction vehicles and workers are limited to the hours of 7:00 a.m. to 5:00 p.m. week day’s, no work will be permitted on weekends and holydays except with the written approval of the Board officials.
l) Construction vehicles and workers are subject to the Resort’s entrance and gate control system.

The Villas designed and constructed by the Developer of the Pristine Bay Resort must also comply with the aforementioned regulations, except those stipulated in subsections a), b) and c).

Article 28 – No building materials shall be stored in or around any Unit except temporarily during continuous construction of a structure or its alteration or improvement.

Article 29 – Any Unit or structure which may be destroyed in whole or in part by fire, windstorm, flood or for any other cause or act of God, must be rebuilt, or all debris must be removed and the Unit restored to a sightly condition, such rebuilding or restoration to be completed with reasonable promptness and in any event within nine (9) months.

Article 30 – All Unit Owners shall not be allowed to alter the exterior appearance of their Unit, in any manner, except with prior approval by the Board of Officials of the Association.

Article 31 – All units shall be maintained in a neat and attractive manner by its Owner.

Article 32 – The exterior of the building, landscaping, walkways, and staircases shall be maintained in good condition and shall be repaired as the effects of damage or deterioration become apparent. Exterior building surfaces and trim shall be repainted periodically and before the surfacing becomes weather-beaten or worn off. Periodic exterior maintenance also includes repair and maintenance of gutters, downspouts, roofs, walls, cisterns, shrubs, trees, other landscape material, and outdoor lighting. The expense of said maintenance shall be borne by the Unit Owner.

Article 33 – In the event that the need for maintenance or repair of a Unit or to the improvements thereon is caused through the willful or negligent acts of its Owner, or through the willful or negligent acts of the family, guests or invitees of the Owner of the Unit needing such maintenance or repair, the cost of such repair or maintenance shall be added to and become part of the assessments to which such Unit is subject.

Article 34 – For the purpose solely of performing the maintenance described above, The Association through its duly authorized agents or employees shall have the right, after reasonable notice of the Owner to enter into any Unit at reasonable hours on any day except Weekends and Holydays, and such entry shall not be deemed a trespass. Nothing herein shall preclude immediate access by the Association Agents or employees or its assignees in case of any fire or other emergency which poses a danger to lives or property.

Article 35 – The maintenance and repair of the interior of each Unit shall be the responsibility of the Owner.

Article 36 – The cost of reasonable repair and maintenance of a party wall shall be shared by the Owners who make use of the wall in proportion to such use.

Article 37 – If a party wall is destroyed or damaged by fire of other casualty, any Owner who has used the wall may restore it, and if other Owners thereafter make use of the wall, they shall contribute to the cost of restoration thereof in proportion to such use without prejudice, however, to the right of any such Owners to call for a larger contribution from others under any rule of law regarding liability for negligence or willful acts or omissions.

Article 38 – Notwithstanding any other provisions, an Owner who by his negligent or willful act, causes the party wall to be damaged, shall bear the whole cost of the necessary repair.

Article 39 – No alterations may be made to the wall and no penetrations of any kind will be permitted through the wall, excepting as authorized by the Board of Officials of the Association.

Article 40 – Each Owner, his agents and contractors are granted express permission, for the purpose of maintenance, construction, reconstruction, and repair in, over, under and upon adjacent Units for the purpose of party wall repair or maintenance upon reasonable notice to the Owners thereof. Any damage occasioned to the adjacent Unit or improvements, including the Unit thereon in exercising said easement shall be the responsibility of the Owner whose negligent or willful acts or omissions caused such damage.

Article 41 – Each Owner shall prevent the development of any unclean, unsightly or unkempt conditions of buildings, porches and verandas which would tend to substantially decrease the beauty of the neighborhood as a whole or in the specific area.

Article 42 – All window coverings, patio furnishings and equipment or anything that can be seen by others, must be approved by the relevant organ of the Association.

Article 43 – All maintenance equipment shall be stored in an enclosed structure or otherwise adequately screened so as not to be visible from neighboring property or common areas.

Article 44 – No outdoor clothes poles, clothes lines or other facilities for drying or airing of clothing or household goods that would be visible by other owner shall be allowed.

Article 45 – No ashes, trash, rubbish, garbage, scrap material, or other refuse, or receptacles or containers thereof, shall be stored, accumulated or deposited outside or so as to be visible from any neighboring property or street.

Article 46 – No noxious or offensive activity shall be carried on at any Unit, nor anything done thereon tending to cause embarrassment, discomfort, annoyance or nuisance to the neighborhood. No offensive or hazardous activities may be carried on at any living unit. No annoying lights, sound or odors shall be permitted to emanate from any Unit.

Article 47– All verandas, decks, covered porches shall be kept free of plants or weeds infected with noxious insects or plant diseases.

Article 48– No aerial, antenna, satellite dish or other device for reception or transmission or radio or television or other electronic signals shall be maintained on the roof or balcony of any building nor shall they be maintained at any location so as to be visible from neighboring property or adjacent streets except with the written approval of the Board of Officials of the Association.

Article 49 – Animals property of Unit Owners shall not be permitted to run loose. If any animal should run loose, the Owner thereof shall be responsible for all costs associated with the animal being picked up or brought under control. In the eventuality of repeated and willful violations by an Owner, the Association may permanently restrain and enjoin the Owner from keeping said animal in the Owner’s premises or crossing common areas.

Article 50 – The only signs permitted on any Unit or structure shall be caution signs, rules and regulations signs, signs as may be required by law, or such signs as permitted by the Board of Officials of the Association.

Article 51 – No Owner shall use or permit to be brought into or stored in the building any inflammable oils or fluids such as gasoline, kerosene, naphtha, benzene or similar fluid in large enough quantities to be deemed hazardous to life, limb, or property.

Article 52 - Waiver of Liability - All Unit Owners, by the simple act of purchasing a Unit within the Resort, agree that the Association, its members, the Developer of the Pristine Bay Resort and any successor in title to the Pristine Bay Golf Course, and any agents, servants, employees, directors, officers, affiliates, representatives, receivers, subsidiaries, predecessors, successors and assigns of any such party, shall not in any way be responsible for any claims, damages, losses, demands, liabilities, obligations, actions or causes of action whatsoever, including, without limitation, actions based on (a) Unit Owner's use or enjoyment of the unit due to normal golf activities, (b) improper design of the golf course, (c) the level of skill of any golfer (regardless of whether such golfer has the permission of the management to use the golf course), or (d) trespass by any golfer on the Lot, that may result from property damage or personal injury from golf balls (regardless of number) hit on the Lot, or from the exercise by any golfer of the easements granted hereby. However, the present waiver of liability does not extend to those cases where property or personal damage is caused by golfers whose actions are notoriously in bath faith and directed towards causing said damages.