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MEMBERSHIP
ARTICLE  II  -  MEMBERSHIP

Section A.  Membership.

The Association will have two classes of membership; Class A members comprised of all owners of residential property other than Lehman-Pike Development Corp., its successors and assigns (the "Developer" or the "Declarant") and one Class B member, the Developer.  Membership in the Association is automatic upon a person's being an owner of a lot in the Community.  When a person is no longer the owner of a Community lot, that person's membership ends, but that person shall remain personally liable for all unpaid Association obligations.

Section B. Rights of All Members.

All members regardless of their standing, shall have the right to:
(1) Reasonable access to and from their community lots
(2) Attend general and special membership meetings,
    regardless of their right to participate or to vote
(3) Attend all open Board meetings.

Section C. Additional Privileges of Members in Good
                  Standing

In addition to the rights listed in the previous section,
members in Good Standing shall have the further right to:

(1) Vote in all elections and at all general membership meetings.
(2) Cast one vote per lot owned by the member or as a co-owner designated to cast that lot's vote
(3) To use and enjoy Common Facilities, subject to Association Rules and fees, and to extend those same rights to the member's family, guests, and tenants.
(4) Serve in an elected Association position or on Association committee(s).

Section D. Special Developer Rights and Obligations.

The Developer shall have no voting rights unless it has paid all assessments and other Association  charges for the lot in question.  The Developer is not liable for assessments or any other Association charges for any property unless a lot is improved with a residence.  The Developer shall have the option, however, to pay assessments on a lot in full and vote that lot's vote.  The
Developer shall have access to the Community for all purposes and with all rights as express in the Settlement Agreement between the Developer, the Association and others effective September 15, 1999 and signed October 29, 1999.

Section E. Obligations of all Members.

All Members shall:

(1) Comply with the Covenants, Articles of Incorporation, Bylaws, and Rules of the Association, the Community legal documents.
(2) Be responsible that their member's family members, guests, tenants, contractors, and other invitees shall comply with the Community legal documents.
(3) Pay all assessments, special assessments, fees, fines, and other obligations to the Community in a timely manner.
(4) Be responsible for all damage to Common Facilities or to other owner's property caused by the member, the member's family, guests, tenants, contractors, or other invitees.