HomeMy WebLinkAboutPM 2017-11 - Agreement/Covenant - CC&Rs - 6/1/2018 �v IIII 111 l illl 1111 Ilil 1111111 III 11111 I Ilil 111 l 11111
FRESNO County Recorder
RECORDING REQUESTED BY: Paul Dictos, C.P.A.
DOC— 2018-0064940
Check Number 3800
Friday, JUN 01, 2018 12:30:37
AND WHEN RECORDED, MAIL TO: Tt 1 Pd $220.00 Rcpt # 0005007104
ARG/R3/1-43
1NMAN LAW GROUP,LLP
Bruce R. Inman,Esq.
3053 Freeport Blvd. #309 - - — -- --— — — ---- --- -- — -- —
Sacramento,California 95818
DECLARATION
OF
COVENANTS, CONDITIONS AND RESTRICTIONS
FOR
EAST SPRUCE COMMERCIAL CONDOMINIUMS
TABLE OF CONTENTS
TO
DECLARATION
OF
COVENANTS,CONDITIONS AND RESTRICTIONS
FOR
EAST SPRUCE COMMERCIAL CONDOMINIUMS
Page Number
RECITALS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
ARTICLE 1 DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.1 Definitions,Generally.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.2 Absolute Majority.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.3 Additional Charges.. . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.4 Assessment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.5 Association. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.6 Board.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.7 Bylaws. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.8 City. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.9 Common Area.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.10 Condominium. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.11 Condominium Plan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.12 County.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.13 Declarant.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.14 Declaration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.15 Development.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.16 . Director.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.17 Exclusive Use Common Area.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.18 Governing Documents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.19 Improvement.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.20 Lender.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.22 Member.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.23 Member in Good Standing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.24 Occupant.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.25 Owner. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.26 Parcel Map. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.27 Record; Recordation; Filed.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.28 Rules.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.29 Simple Majority. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.30 Total Voting Power.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.31 Unit. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
ARTICLE 2 OWNERS ASSOCIATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
2.1 Management and Operation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
2.2 Membership. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Fast Spruce Comnxnrial Condominiums
Inman Law Group,LLP -1- 5/2/18 v5
2.3 Voting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
2.4 Board.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
2.5 Association Rules. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
2.6 Manager and Other Personnel. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
2.7 Capital Improvements.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
2.8 Sale or Transfer of Association Property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.9 Transfer or Dedication of Common Area to Public Agency or Utility. . . . . . . . 7
2.10 Borrow Money. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.11 Mortgage of Association Property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.12 Mergers and Consolidations. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.13 Dissolution... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.14 Limitation of Liability.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
ARTICLE 3 COMMON AREA.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
3.1 Ownership of Common Area... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
3.2 Condominium Ownership. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
3.3 Owners Non-Exclusive Easements of Enjoyment. . . . . . . . . . . . . . . . . . . . . . . . 8
3.4 Assignment of Rights of Use. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
3.5 Common Area Construction.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
3.6 Mechanic's Liens. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
ARTICLE 4 USE RESTRICTIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.1 Commercial Use Only.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.2 Restriction on Businesses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.3 Offensive Conduct,Nuisances,Noise. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.4 Use of the Common Area. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.5 Sound Transmissions. . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . 10
4.6 Signs. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.7 Trash Disposal. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
4.8 Vehicles and Parking... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
4.9 Compliance with Laws. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
4.10 Lease of Condominium Units.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
4.11 Activities Affecting Insurance. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
4.12 Hazardous Materials. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
4.13 No Partition. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
4.14 Variances. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
ARTICLE 5 ALTERATIONS TO UNITS AND DISCLOSURES.. . . . . . . . . . . . . . . . . . 13
5.1 Approval by Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
5.2 Subdividing or Joining Units... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
5.3 Rights of the City of Fresno... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
5.4 City Provisions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
ARTICLE 6 ASSESSMENTS AND LIENS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
6.1 Covenant of Owner.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
6.2 Creation of Lien. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
6.3 Purpose of Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
6.4 Authority of the Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
6.5 Regular Assessment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
6.6 Special Assessments.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
East Spntce Commercial Condominiums
Inman Law Group,UY Il- 5/2/18 v5
6.7 Reimbursement Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
6.8 Enforcement Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . 17
6.9 Failure to Fix Assessments.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
6.10 No Offsets.. . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
6.11 Delinquent Assessments.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
6.12 Assessment Liens. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
6.13 Foreclosure of Association Assessment Liens. . . . . . . . . . . . . . . . . . . . . . . . . . 18
6.14 Priority. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
6.15 Association Funds.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
6.16 Trustee's Deed Upon Sale.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
ARTICLE 7 MAINTENANCE OF PROPERTY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
7.1 Association Maintenance Responsibility. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
7.2 Authority for Entry of Unit or Exclusive Use Common Area. . . . . . . . . . . . . . 20
7.3 Association Liability.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
7.4 Owner Maintenance Responsibility. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
7.5 Structural, Flooring, and Ceiling Alerations. . . . . . . . . . . . . . . . . . . . . . . . . . . 21
7.6 Board Discretion.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
7.7 Wood Destroying Pests and Organisms. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
7.8 Mold Contamination.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
7.9 Owner Liability.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
7.10 Cooperative Maintenance Obligations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
7.11 Obtaining and Maintaining Utilities.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
7.12 Inspections. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
ARTICLE 8 INSURANCE.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
8.1 Types of Insurance Coverage. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
8.2 Board Authority to Alter Coverage. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
8.3 Copies of Policies. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
8.4 Individual Owner's Property Insurance.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
8.5 Trustee. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
8.6 Adjustment of Losses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
ARTICLE 9 EASEMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
9.1 Easements in General. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
9.2 Utility Easements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
9.3 Easements Granted by Board. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
9.4 General Association Easements for Maintenance,Repair and Replacement. . 28
9.5 Utility Maintenance and Repair Easements. .. . . . . . . . . . . . . . . I . . . . . . . . . . 28
9.6 Owner's Easements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
9.7 Encroachment Easements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
9.8 Easement for Photovoltaic Electrical Systems.. . . . . . . . . . . . . . . . . . . . . . . . . 29
9.9 Easements Reserved and Granted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
ARTICLE 10 ENFORCEMENT.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
10.1 Violations as Nuisance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
10.2 Violation of Law.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
10.3 Owners'Responsibility for Conduct and Damages. . . . . . . . . . . . . . . . . . . . . . 29
10.4 No Avoidance.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
10.5 Rights and Remedies of the Association. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
East Spruce Corm inial Condominiums
Inman law Group,LLP ttt- 5/2/18 v5
y
10.6 Disciplinary Rules. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
10.7 Emergency Situations.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
10.8 Non-Waiver. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
10.9 Notices. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
10.10 Costs and Attorneys'Fees.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
10.11 Indemnification.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
ARTICLE 11 DAMAGE OR DESTRUCTION AND CONDEMNATION. . . . . . . . . . . . 31
11.1 Damage to the Common Area Buildings and Units. . . . . . . . . . . . . . . . . . . . . . 31
11.2 Condemnation of Common Area. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
11.3 Appraisals. . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
ARTICLE 12 PROTECTION OF LENDERS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
12.1 Amendments Affecting Lenders.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
12.2 Default by Owner; Lender's Right to Vote.. . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
12.3 Breach; Obligation After Foreclosure. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
12.4 Effect of Federal Anti-Deficiency Act. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
12.5 Governing Law With Respect to SBA Matters. . . . . . . . . . . . . . . . . . . . . . . . . 33
12.6 Right to Examine Books and Records of the Association. . . . . . . . . . . . . . . . . 33
12.7 Declaration to Conform With Lender Requirements. . . . . . . . . . . . . . . . . . . . . 34
ARTICLE 13 DECLARANT'S DEVELOPMENT RIGHT. . . . . . . . . . . . . . . . . . . . . . . . . 34
13.1 Declarant's Right to Develop the Development. .. . . . . . . . . . . . . . . . . . . . . . . 34
13.2 Use of Common Area by Declarant. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
13.3 Amendment of Development Plans. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
13.4 Disclaimer of Declarant's Representations. . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
13.5 No Amendment or Repeal. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
ARTICLE 14 AMENDMENT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
14.1 Amendment Before First Conveyance. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
14.2 Amendment After First Conveyance. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
14.3 Effective Date of Amendment. .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
14.4 Reliance on Amendment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
ARTICLE 15 GENERAL PROVISIONS.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
15.1 Term. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
15.2 Severability.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
15.3 Liberal Construction.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
15.4 Statutory References.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36
EXHIBIT "A" LEGAL DESCRIPTION OF THE DEVELOPMENT
S
DECLARATION
OF
COVENANTS, CONDITIONS AND RESTRICTIONS
FOR
EAST SPRUCE COMMERCIAL CONDOMINIUMS
This Declaration of Covenants, Conditions and Restrictions for East Spruce Commercial
Condominiums(the"Declaration")is made by Spruce Partners,LLC,a California limited liability company
(the "Declarant").
RECITALS
A. Declarant is the owner of certain real property located in the City of Fresno,Fresno County,
California, which is more particularly described in attached Exhibit"A" (the "Development").
B. Declarant hereby declares that all of the Development shall be held, sold and conveyed
subject to the following easements,restrictions,associations,reservations,covenants and conditions,all of
which are for the purpose of enhancing and protecting the value, desirability and attractiveness of the
Development. These covenants,easements,restrictions,conditions,associations and reservations: (i)create
a general plan and scheme for the subdivision development, sale and use of the Development as a
"condominium project" as that term is defined in California Civil Code Section 6542 for commercial
development purposes in accordance with California Civil Code Section 6500 et seq.;(ii)are for the benefit
and protection of the Development and for the protection and enhancement of the desirability, value and
attractiveness of all Units and Common Area located therein; (iii)run with the land and Development and
bind all parties having or acquiring any right, title or interest in the Development or any part thereof, and
(iv)inure to the benefit of the successors and assigns of each Owner of any property within the Development.
C. It is the further intention of the Declarant to sell and convey commercial Units contained
within one(1)Common Area building structure to Owners,subject to the protective covenants,conditions,
restrictions,limitations,reservations,liens,grants of easements,rights,rights of way,charges and equitable
servitudes between Declarant and such Owners as set forth in this Declaration. In addition,the Owners and
Development are subject to that certain Declaration of Covenants, Conditions, Restrictions & Easements
Cedar Park Professional Center Tract No. 3960, Recorded on September 23, 1988, as Document No.
88106207, in the Official Records of Fresno County.
D. All of the real property comprising the Development is held and owned and shall be held,
owned, operated, managed, conveyed, hypothecated, encumbered, leased, used, occupied, and improved
subject to the following covenants, conditions, and restrictions, all of which are declared and agreed to be
in furtherance of a plan and purpose of protecting, preserving, and enhancing the value, desirability, and
attractiveness of the Development and every part thereof, and of fostering the development, management,
improvement, enjoyment,and sale of the real property comprising the Development and any part thereof.
E. All of the covenants,conditions,and restrictions set forth in this Declaration shal I constitute
enforceable equitable servitudes as provided in California Civil Code Section 6856, shall constitute
covenants that shall run with the land and real property comprising the Development, and shall be binding
upon and inure to the benefit of each Owner of any portion of such real property or of any interest therein
and their heirs, successors, and assigns.
East Sprue Commercial Condominiums
Inman Iaw Group,1.1.P 1 - 5/2/18 v5
F. The Development consists of one(1)building structure and shall initially consist of four(4)
Condominium Units and Common Area. The Association is responsible for the maintenance of the Common
Area within the Development.
ARTICLE I DEFINITIONS
1.1 Definitions, Generally. When the words and phrases described in this Article are used in
the Declaration,they will have the meanings set forth in this Article. The singular shall include the plural
and the plural the singular unless the context requires the contrary,and the masculine,feminine,and neuter
shall each include the masculine,feminine,or neuter,as the context requires. The use of the term"may" in
this Declaration indicates discretion or choice,and the use of the term"shall" in this Declaration shall mean
imperative,mandatory or imposing an absolute duty. Except as otherwise provided herein, all capitalized
terms used in this Declaration shall have the same meanings as set forth in this Article 1.
1.2 Absolute Maiority. "Absolute Majority" shall mean a majority of the Total Voting Power
of the Association. The term"Absolute Majority"as used in the Governing Documents shall have the same
meaning and shall apply to any situations subject to California Civil Code Section 6522.
1.3 Additional Charges. "Additional Charges" shall mean all costs, fees, charges, and
expenditures, including without limitation,interest,late charges,attorneys'fees,Recording and filing fees,
and all other costs actually incurred by the Association in collecting and/or enforcing payment of
Assessments, fines,and/or penalties.
1.4 Assessment. "Assessment"shall mean a charge levied by the Association against an Owner
and his or her Condominium as provided in Article 6 of this Declaration. "Assessment" shall include any
or all of the following:
(a) RegularAssessments. Regular Assessments,which shall have the meaning set forth
in Section 6.5 of this Declaration.
(b) Enforcement Assessments. Enforcement Assessments, which shall have the
meaning set forth in Section 6.8 of this Declaration.
(c) Reimbursement Assessments. Reimbursement Assessments,which shall have the
meaning set forth in Section 6.7 of this Declaration.
(d) Special Assessments. Special Assessments,which shall have the meaning set forth
in Section 6.6 of this Declaration.
1.5 Association. "Association" shall mean the East Spruce Commercial Condominiums
Association, which shall either be a California nonprofit mutual benefit corporation or an unincorporated
association, its successors and assigns.
1.6 Board. "Board" shall mean the governing body of the Association.
1.7 Bylaws. "Bylaws"shall mean the Bylaws of the Association as they shall be adopted by the
Members and any duly-adopted amendments thereof.
East Spruce Commercial Condominiums
Inman law Group,LLP -2- 5/2/18 v5
1.8 City. "City" shall mean the City of Fresno, located in Fresno County, California, and its
various departments,divisions, employees and representatives.
1.9 Common Area."Common Area"shall mean all of the property comprising the Development,
excluding the Units. Within the Development there are three(3) types of Common Area:
(a) Association Common Area. "Association Common Area" shall mean the real
property more particularly shown on the Condominium Plan,excluding the Condominium Common
Area,that includes the building,drive isle,parking spaces and landscaping within the Development.
The Association Common Area shall be owned in fee by the Association.
(b) Condominium Common Area. "Condominium Common Area"shall mean the real
property to be held in undivided ownership interest within the Condominium project. Each Owner
shall have,as appurtenant to the Owner's Unit,an undivided interest in the Condominium Common
Area.
(c) Exclusive Use Common Area. "Exclusive Use Common Area" shall mean any
portion of the Association Common Area the use of which is set aside, allocated, assigned, and
restricted to the exclusive use or possession of the Occupants of a particular Unit. Any portion of
the Association Common Area assigned to a specific Unit pursuant to California Civil Code
Section 6550 shall be deemed Exclusive Use Common Area. Locations of internal wiring designed
to serve a Unit are Exclusive Use Common Areas allocated to such Unit. While such Exclusive Use
Common Area may be specifically referred to in the individual grant deed conveying a
Condominium,the failure of any such deed to make such reference shall not invalidate the exclusive
rights set forth in this Declaration.
1.10 Condominium. "Condominium"shall mean an estate in real property as defined in California
Civil Code Sections 783 and 6542, consisting of a fee interest in a Unit, an undivided interest in common
in the Condominium Common Area,together with any easements or other interests in the Development or
any portion thereof as are described in the Declaration,in the Condominium Plan,or in the deed conveying
a Condominium.
1.11 Condominium Plan. "Condominium Plan" or "Plan" shall mean a condominium plan, as
defined by California Civil Code Section 6540,prepared and Recorded for the Development that sets forth
and describes the three-dimensional plan of the Condominium buildings and Units built or to be built within
the Development.The Condominium Plan for the Development is more particularly described in attached
Exhibit"A". There may be additional Condominium Plan(s)for the Development which shall be separately
Recorded and referenced to this Declaration by a Supplemental Declaration.
1.12 County. "County" shall mean Fresno County, California, and its various departments,
divisions,employees and representatives.
1.13 Declarant. "Declarant" shall mean Spruce Partners, LLC, a California limited liability
company. The term"Declarant"shall also mean any successor or assign of Declarant,provided a certificate,
signed by Declarant and Declarant's successor or assign,is Recorded against the portion of the Development
which the successor or assign assumes the rights and duties of Declarant.
1.14 Declaration. "Declaration" shall mean this instrument,as it may be amended from time to
time.
East Spruce Commercial Condominiums
Inman Law Group,LLP -3- 5/2/18 v5
U
1.15 Development. "Development"shall mean all of the real property described in Exhibit"A",
together with all Improvements now located or hereafter constructed or installed thereon, and all
appurtenances thereto.
1.16 Director. "Director" shall mean a member of the Board.
1.17 Exclusive Use Common Area. See subsection 1.9(c),above.
1.18 Governing Documents. "Governing Documents" shall mean the articles of incorporation
or association, Bylaws,Declaration,Rules, and the policies and resolutions duly adopted by the Board.
1.19 Improvement. "Improvement"shall mean all structures and improvements including without
limitation buildings, landscaping,paving, fences, and signs.
1.20 Lender. "Lender" shall refer to a beneficiary under a deed of trust. "First Priority Lender"
shall mean any Recorded deed of trust on a Unit with first priority over other Lenders for such Unit.
1.21 Member. "Member" shall mean an Owner, and refers to membership in the Association.
1.22 Member in Good Standing. "Member in Good Standing" shall mean a Member who is
current in the payment of all dues,Assessments,fines,penalties, and other charges imposed in accordance
with the Governing Documents, and who is in compliance with all of the provisions of the Governing
Documents,as may be more particularly set forth in the Bylaws.
1.23 Occupant. "Occupant"shall mean any person who has a legal right to occupy a Unit within
the Development whether or not such person is an Owner.
1.24 Owner. "Owner"shall mean any person,firm,corporation or other entity in which fee title
to a Unit is vested as shown by the official records of the office of the County Recorder, including the
purchaser under an installment land contract,but excluding those having such interest merely as security for
the performance of an obligation. If a Unit is transferred or conveyed to a trust,the Owner is the trustee or
the co-trustees of such trust. A person or entity is not an Owner due to (a) community property or other
equitable rights not shown of Record; or(b)rights of adverse possession not shown of Record. Where the
context requires,the term"Owner"shall include the Owner's Occupants,tenants/lessees,guests,and invitees;
provided, however, that such persons are not "Owners" for purposes of exercising voting rights in the
Association.
1.25 Parcel Map. "Parcel Map" shall mean the parcel map Filed with the County Recorder for
any portion of the Development.
1.26 Record;Recordation;Filed. "Record,""Recordation",and"Filed"shall mean,with respect
to any document,the recordation or filing of such document in the official records of the County Recorder's
office.
1.27 Rules. "Rules" shall mean the rules and regulations governing the use, occupancy,
management,administration,and operation of the Development or any part thereof as adopted and published
by the Board from time to time.
East Spruce Commercial Condominiums
Inman Law Group,UP -4- 5/2/18 v5
1
1.28 Simple Majority. "Simple Majority" shall mean a majority of the votes of the Members(i)
represented and voting at a meeting at which a quorum is present,or(ii)cast by written ballot in which the
number of ballots received equals or exceeds the number required to establish a quorum. The term"Simple
Majority"as used in the Governing Documents shall have the same meaning and shall apply to any situations
subject to California Civil Code Section 6524.
1.29 Total Voting Power. "Total Voting Power"shall mean the total number of voting shares of
all Members entitled to vote at a particular time, excluding any membership interests of any Member who
is not then a Member in Good Standing.
1.30 Unit. "Unit"shall mean the elements of a Condominium that are not owned in common with
the other Owners of Condominiums within the Development. Each Unit is a separate legal interest in real
property,which is shown,defined and delineated on the Condominium Plan as a separately numbered Unit
located within the Development. The boundaries of each Unit shall be the approximate dimensions set forth
on the Condominium Plan and as follows: The interior unfinished surfaces(exclusive of paint,paper,wax,
tile, enamel or other finishes) of its perimeter walls,bearing walls, floors,ceilings, windows,and window
frames,doors and door frames,and trim,and includes both the portions of the building so-described and the
air space so-encompassed. Each Unit specifically includes the utility installations located within its
boundaries that the Owner has exclusive use of,including,without limitation,space heaters,air conditioners
units,plumbing and lighting fixtures located entirely within the Unit they serve. Bearing walls located within
the interior of a Unit,if any,are Common Area,not part of the Unit,except for the finished surfaces thereof.
In interpreting this Declaration and the Condominium Plan,the existing physical boundaries of the Unit shall
be conclusively presumed to be its boundaries rather than the boundaries or other description expressed in
the Condominium Plan or this Declaration, regardless of settling or lateral movement of the buildings and
regardless of variations between the boundaries shown on the Condominium Plan or the deed and the
Declaration and those of the buildings.
ARTICLE 2 OWNERS ASSOCIATION
2.1 Management and Operation. The Association,through the Board,shall manage and operate
the Development in accordance with the applicable provisions of the Governing Documents and the
applicable provisions of California law. The Association shall have all of the powers set forth in the
Governing Documents together with general power to do any and all things that a nonprofit mutual benefit
corporation may lawfully do under the laws of the State of California, subject only to the limitations upon
the exercise of such powers as are expressly set forth in the Governing Documents.
2.2 Membership. Every Owner of a Condominium shall be a Member of the Association and
shall remain a Member thereof until such time as his or her Condominium ownership ceases for any reason.
Membership shall be appurtenant to and may not be separated from ownership of a Condominium and shall
not be transferred, encumbered, pledged, alienated, or otherwise hypothecated in any way, except in
connection with the sale or encumbrance of the Condominium to which it is appurtenant.
2.3 Voting.
(a) Commencement of Voting Rights. Voting rights attributable to the ownership of
Condominiums shall vest upon the commencement by the Association of Regular Assessments
against those Condominiums.
Fast spruce Commercial Condominiums
Inman law Group,LLP -5- 5/2/18 v5
!v
(b) Classes of Membership. The Association shall have the following two(2)classes
of voting membership:
(i) Class A Members. Class A Members shall initially be all Owners except
Declarant and shall have the voting rights designated in the Bylaws.
(ii) Class B Members. Declarant shall be the only Class B Member.The Class
B Member shall have the voting rights designated in the Bylaws.
(c) Membership Voting Rights. Only Members in Good Standing shall be entitled to
vote. The voting rights and other privileges of each class of membership and the conversion of
Declarant's Class B membership into Class A memberships shall be as set forth in Article 3 of the
Bylaws.
(d) Suspension of Voting Rights. A Member's voting rights may be temporarily
suspended under those circumstances described in subsection 10.5(c), below.
(e) Disqualification of Voting Rights. A Member, including any Director or proxy
appointed by such Member, shall be disqualified from voting on any matter in which the Member,
or any person/entity controlled or directed by Member,has any interest which is distinguishable from
the financial interests of the Members of the Association generally.
2.4 Board. The affairs of the Association shall be managed by or under the direction of the
Board. The number and qualifications of Directors shall be as established in the Bylaws,and the Directors
shall be elected as provided in the Bylaws. The Board shall have all of the powers and duties set forth in any
provision of the Governing Documents, including without limitation such powers and duties as may be
expressly set forth in this Declaration.
2.5 Association Rules. The Board shall have the power and the authority to establish,
promulgate,amend,repeal,and enforce such rules and regulations,which shall be known as"Rules",as the
Board deems necessary for the management and operation of the Development and the conduct of business
and affairs of the Association. The Rules may concern,but need not be limited to,matters pertaining to use
of the Common Area, signs, collection and disposal of refuse, minimum standards for maintenance of
property,parking and traffic regulations, signage for leasing of Units, and any other subject matter within
the jurisdiction of the Association as provided in the Governing Documents or by law.
2.6 Manager and Other Personnel. The Board shall have the power and authority to employ a
manager and such other persons or entities as the Board shall deem appropriate to assist it in managing the
Development and conducting the business and affairs of the Association,as more particularly set forth in the
Bylaws.
2.7 Capital Improvements. The Board shall have the power and authority to provide for the
construction, reconstruction, installation, or acquisition of capital improvements upon the Common Area,
provided that in any fiscal year expenditures for capital improvements shall not exceed five percent(5%)of
the budgeted gross expenses of the Association for that fiscal year except upon the approval of at least a
majority of the Total Voting Power of the Association. This limitation shall not apply to the expenditure of
any funds accumulated in a reserve fund for capital improvements so long as the expenditure is for the
purpose for which the fund was established nor shall it apply to any reconstruction governed by Article 1 1
of this Declaration. For purposes of this Section "capital improvements" is defined as any (i) substantial
East Spruce Commercial Condominiums
Inman law Group,LLP -6- 5/2/18 v5
I1
discretionary addition to the Common Area, (ii)voluntary significant upgrade to Conurlon Area materials,
or(iii) discretionary material alterations to the appearance of the Development.
2.8 Sale or Transfer of Association Property. The Board shall have the power to sell the
Association's property provided that the Board shall not, in any fiscal year, sell property owned by the
Association having a value in excess of five percent(5%)of the budgeted gross expenses of the Association
for that fiscal year without approval of at least a majority of the Total Voting Power of the Association.
2.9 Transfer or Dedication of Common Area to Public Agency or Utility. The Board shall have
the power to dedicate or transfer all or any part of the Common Area to a public agency,authority or utility
or other person or entity for such purposes and subject to such conditions as may be agreed to by the Board.
2.10 Borrow Money. The Board shall have the power to borrow money in the name of the
Association, however, only upon the unanimous approval of all Members of each class of Members.
2.11 Mortgage of Association Property. The Board shall have the power and authority to
mortgage,pledge,encumber,or otherwise hypothecate the real and personal property of the Association for
money borrowed or debts incurred by the Association, however,only upon the unanimous approval of all
Members of each class of Members.
2.12 Mergers and Consolidations. The Association may participate in mergers and consolidations
with other nonprofit corporations organized for the same purposes as the Association.
2.13 Dissolution. So long as there is any Unit, parcel or area for which the Association is
obligated to provide management, maintenance, preservation or control, the consent of all Members must
be obtained for the Association to(i)transfer all or substantially all of its assets,or(ii) file a certificate of
dissolution.
2.14 Limitation of Liability. Neither the Association or its Directors,officers,employees,agents
or committee members(collectively and individually referred to as the"Released Party")shall be personally
liable for damages or in equity to any of the Members, or to any other person, for any error or omission in
the discharge of their duties and responsibilities or for their failure to provide any service required hereunder
or pursuant to the Bylaws,even if such Released Party is negligent,provided that such Released Party has
not acted in bad faith. This standard of care and limitation of liability shall extend, without limitation, to
matters such as(i)the establishment of the Association's annual financial budget,(ii)the funding of,or the
election not to fund,the Association's reserve accounts,(iii)the discharge of the Association's maintenance,
repair and replacement obligations,(iv)the enforcement of the Governing Documents,and(v)to any other
fiduciary duties or responsibilities imposed by law or the Governing Documents.
ARTICLE 3 COMMON AREA
3.1 Ownership of Conunon Area.
(a) Association Common Area. Declarant shall convey fee simple title to the
Association Common Area to the Association prior to, or concurrently with, the final transfer or
conveyance by Declarant of all Units in the Development to a purchaser. The Association shall be
deemed to have accepted the Common Area conveyance to it when (i) a grant deed conveying title
to the Association Common Area has been Recorded in the Official Records of the County
Recorder's office and (ii) assessments have commenced.
East Spruce Commcreial Condominiums
Inman Law Chnup,LLP -7- 5/2/18 v5
(b) Condominium Common Area. Upon the conveyance of the first Unit within the
Development, each Unit within the Development shall have an undivided interest in the
Condominium Common Area. The undivided ownership interest in the Condominium Common
Area appurtenant to the Units shall not be severed or conveyed separately from the respective Units
to which they are appurtenant and each such undivided interest shall in all cases be deemed to be
conveyed or encumbered along with the respective Unit even though the description in the
instrument of conveyance or encumbrance may refer only to the Unit. Any purported severance or
separate conveyance of an undivided interest in the Condominium Common Area apart from a
conveyance of the respective Unit shall,for all purposes,be null,void,and unenforceable. If a Unit
is further subdivided as provided in Section 5.2,below,the original Unit's appurtenant Condominium
Common Area shall be divided equally among the Condominium Units created by the later
Condominium Plan of that Unit.
3.2 Condominium Ownership. Ownership of each Condominium within the Development shall
include (i) a designated Unit, (ii) an undivided ownership interest in the Condominium Common Area as
tenant in common,(iii)a membership in the Association,(iv)the right to the exclusive use or possession of
those portions of the Common Area assigned to such Unit as Exclusive Use Common Area, and (v) all
applicable easements, all as described in the Declaration, in the deed to the Unit, or in the Condominium
Plan.
3.3 Owners Non-Exclusive Easements of Enjoyment. Every Owner shall have a non-exclusive
easement for ingress, egress, use of and enjoyment in, to, and throughout the Association Common Area.
Each such non-exclusive easement shall be appurtenant to and pass with the title to every Condominium,
subject to the following rights and restrictions:
(a) Adoption of Common Area Rules. The right of the Board to establish and enforce
reasonable Rules governing the use of the Common Area and the facilities thereon including,without
limitation,Rules(i) limiting the number of guests of Members permitted to use the Common Area
and the facilities thereon at any one time, (ii)limiting the hours of use of the Common Area and the
facilities thereon, (iii) regulating the use of the Common Area and the facilities thereon for group
activities, and(iv)regulating parking upon the Common Area;
(b) Facility Fees. The right of the Board to charge reasonable use fees for any facilities
situated upon the Common Area;
(c) Exclusive Use. The right of any Owner to utilize any portion of the Common Area
which is Exclusive Use Common Area appurtenant to the Owner's Unit in accordance with this
Declaration.
(d) Suspension of Use. The right of the Board, as more particularly addressed in the
Bylaws, to suspend an Owner's right to use any facilities located on the Common Area for(i) any
period during which any Assessment against such Owner's Unit remains unpaid, and/or (ii) for
violations of the Governing Documents by an Owner or any person for whom an Owner is
responsible, provided that no Owners shall be denied ingress and egress over Common Area
roadways to such Owner's Unit;
(e) Granting of Easements. Tile right of the Board to grant easements and rights of way
in,on,over,or under the Common Area;
East Spruce Commercial Condominiums
Inman Law Group,LLP g 5/2/18 v5
�3
(f) Transfer to Public Agency. The right of the Board to dedicate or transfer all or any
part of the Common Area to any public agency, authority, or utility;
(g) Encumber. Tile right of the Board to mortgage, pledge, encumber, or otherwise
hypothecate the Common Area and facilities thereon as security for money borrowed by the
Association, and subject to unanimous approval of all Members;
(h) Perform Obligations. The right of the Association or its authorized agents to
perform its obligations under this Declaration,including,without limitation,obligations with respect
to construction, maintenance,repair, or replacement for the benefit of the Cotmnon Area;
(i) Establish Signage. The right of the Association to establish, construct, maintain,
repair and replace entrance signs, privacy gates, street signs, lights, maps, directories and other
similar improvements upon the Common Area;
0) Association Use Areas. The right of the Association to establish, construct,
maintain,repair and replace facilities upon the Common Area including without limitation storage
facilities and workshops,which may be necessary or convenient in the discharge of the Association's
duties and the exercise of its rights under the Governing Documents; and
(k) Development and Sales Rights. Tlie right of Declarant and its employees, sales or
development agents,prospective purchasers,customers and representatives,to enter upon and to use
the Common Area for development and sales activities in accordance with Article 13,below. Such
use shall not unreasonably interfere with the rights of use and enjoyment of the other Owners as
provided herein.
3.4 Assignment of Rights of Use. Owners may assign their rights of use and enjoyment,
including easements, in the Development to tenants, guests and invitees, subject to the terms of the
Governing Documents. Upon the leasing or renting of a Unit,the Owner shall be deemed to have assigned
all such Common Area rights exclusively to the tenants of such Unit except that such Owner shall continue
to have an easement for ingress and egress to such Owner's Unit to the extent necessary to discharge the
Owner's obligations and rights as a landlord. Any Common Area rights of enjoyment assigned pursuant to
this Section are subject to suspension to the same extent that rights of Owners are subject to suspension as
provided in the Governing Documents. It is the express purpose and intent of the provisions of this Section
to limit the right of use of the Common Area amenities to Occupants, their employees, agents, guests and
invitees.
3.5 Common Area Construction. Following the conveyance of the Association Common Area
to the Association, no person or entity other than the Association or its duly-authorized agents,(i) shall
construct,reconstruct,refinish,alter,or maintain any Improvement upon the Common Area,(ii)shall make
or create any excavation or fill upon the Common Area,(iii)shall change the natural or existing drainage of
the Common Area, or (iv) shall plant, remove, or destroy any seed, plant material, tree, shrub, or other
vegetation upon the Common Area.
3.6 Mechanic's Liens. In the event there shall be Recorded against the Common Area a notice
of mechanic's lien for,or purporting to be for,labor or materials alleged to have been furnished or delivered
for any Owner or his or her Unit,such Owner shall immediately cause such lien to be discharged by payment,
bond,or otherwise. If the Owner fails to cause the lien to be discharged,the Board may send written notice
to the Owner specifying that unless the Owner causes the lien to be discharged within five(5)days from the
date of such notice, the Board may cause the lien to be discharged. Within such five (5) day period, the
Fast Spmcc Commercial Condominiums
Inman Law Group,LLP -9- 5/2/18 v5
I`�
Owner shall be granted a hearing before the Board regarding the validity of such lien and any offsets or
defenses thereto. At that time,the Board shall determine whether the lien adversely and improperly affects
and encumbers the rights and interests of the Association or the other Owners. If the Board determines that
the lien does adversely and improperly affect and encumber such rights and interests and that adequate
protection of such rights and interests has not been provided,the Board may cause the lien to be discharged
by payment,bond,or otherwise. The Board shall have the right to levy a Reimbursement Assessment against
the Owner responsible for causing the lien to be discharged in an amount equal to all amounts paid by the
Association together with interest thereon at the legal rate and all costs and expenses paid or incurred in
connection therewith, including reasonable attorneys'fees.
ARTICLE 4 USE RESTRICTIONS
4.1 Commercial Use Only. No Unit or any portion thereof, shall be occupied or used for
residential purposes, and no Unit shall be used for motel, hotel or other human occupancy or lodging.
4.2 Restriction on Businesses. The following types of businesses are prohibited within the
Development: Businesses which cater to adult-only activities, including, but not limited to strip-clubs or
pornography,methadone clinic,medical marijuana dispensary,businesses that store hazardous materials or
waste,provided that medical offices which temporarily store hazardous materials or waste as an incidental
aspect of providing medical or clinical services are permitted pursuant to this Section.
4.3 Offensive Conduct,Nuisances,Noise. No noxious,harmful or offensive activities shall be
conducted upon or within any part of the Development,nor shall anything be done thereon which may be
or become a nuisance, or cause unreasonable embarrassment,disturbance,or annoyance to any Occupants
of the Development, or which shall in any way interfere with their use of the Common Area and facilities
thereon or the use and enjoyment of their Units. Without limiting any of the foregoing, no Occupant shall
permit noise, including without limitation machinery operations excessively loud music, to emanate from
the Occupant's Unit, vehicles or the vehicles of guests and invitees, or the Unit's Exclusive Use Common
Area,which would unreasonably disturb another Occupant's enjoyment of his or her Unit or of the Common
Area.
4.4 Use of the Corrunon Area. All use of the Common Area is subject to the Governing
Documents. No alterations or additions to the Common Area shall be made except as authorized by the
Board pursuant to Section 2.7. Nothing shall be placed,kept,stored,or parked on the Common Area without
the prior written consent of the Board,except by the Association. Without limiting the foregoing,no Owner
shall place rubbish, debris, or other unsightly or unsanitary materials on the Common Area. Each Owner
shall avoid causing damage to the Common Area.
4.5 Sound Transmissions. No Unit shall be altered in any manner which would result in an
increase in sound transmission,resonance or reverberations to any other Unit. No machinery,apparatus,or
appliance or equipment shall be located in any Unit which will in any manner vibrate, shake or otherwise
damage any portion of the building or create noise at levels unreasonably disturbing to Owners or Occupants.
4.6 Signs. The Association may establish Rules regarding the placement and use of any signs
located within the Development,provided that such Rules shall be consistent with the requirements of the
City.
4.7 Trash Disposal. Trash,garbage, accumulated waste plant material and all other waste and
refuse shall be deposited only in the common area dumpster of the Association.
East Spruce Commercial Condominiums
Inman law Croup,LLP - 10- 5/2/18 v5
�5
4.8 Vehicles and Parking. All vehicle and parking shall be in accordance with the Rules of the
Association as adopted by the Board. The Association shall enforce fire lane parking restrictions.
4.9 Compliance with Laws. Nothing shall be done or kept anywhere within the Development
which violates any local, state or Federal law,ordinance, statute, rule or regulation.
4.10 Lease of Condominium Units. An Owner shall have the right to lease his or her
Condominium subject to the provisions of the Governing Documents, including without limitation the
following specific requirements:
(a) Notification of the Board. The Owner shall notify the Association of the duration
of the lease and shall provide the Association with (i) the names of the tenants, (ii) the tenants'
telephone numbers, and (iii) such other information as the Board deems appropriate. The
Association may,in its discretion,adopt a form for the provision of the information required by this
subsection, together with an acknowledgment by the tenants that they have read, understand and
agree to abide by the Governing Documents,which form shall be submitted to the Association for
each rental of a Condominium.
(b) Owner Responsibility. Each Owner renting a Condominium shall be strictly
responsible and liable to the Association for the actions of such Owner's tenant in or about all Units
and Common Area and for each tenant's compliance with the provisions of all Governing
Documents. An Owner renting a Condominium shall provide the tenant with copies of the
Governing Documents and all subsequent amendments. Owners renting a Unit shall provide the
Board with a forwarding address so that the Owner may be contacted.
(c) Indemnification of Association. Every Owner of a Unit that is occupied by persons
other than the Owner pursuant to a rental agreement or otherwise,agrees to and shall indemnify and
defend the Association, its officers, Directors, managers, and agents and shall hold them harmless
from any cost,loss,claim,or damages of any kind,including but not limited to attorneys'fees arising
out of the conduct or presence of the Occupants of the Unit upon the Development, including any
such cost, loss, claim or damages arising or alleged to have arisen out of the enforcement or
nonenforcement by the Association of the Governing Documents against such Occupants. Without
limiting the generality of the foregoing, all costs, including attorneys' fees incurred by the
Association to enforce the Governing Documents against such Occupants,shall be reimbursed to the
Association by the Owner and may be assessed by the Association as a Reimbursement Assessment.
(d) Requirements of Written Rental Agreement. Any rental of any Condominium shall
be only by written rental agreement which shall expressly provide(i)that it is subject to all of the
provisions of the Governing Documents, (ii) that the tenants of such Condominium shall comply
with all provisions of the Governing Documents,and(iii)that any violation of any provisions of the
Governing Documents shall constitute a breach and default of the terms of such rental agreement.
The rental agreement shall not attempt to, nor shall any such agreement be effective to, transfer
membership in the Association to the lessee.
4.11 Activities Affecting Insurance. Nothing shall be done or kept within the Development which
will increase the rate of insurance maintained by the Association without the prior written consent of the
Association. No Owner shall permit anything to be done or kept within the Development which would result
in cancellation of any insurance policy maintained by the Association or any other Owner.
Fast Spruce Conanercial Condominiums
Inman Law Group,I.I.P - 1 - 5/2/18 v5
I�
4.12 Hazardous Materials. Occupants shall be permitted to use and store only those hazardous
materials that are necessary for such Occupant's business, provided that such usage and storage is in full
compliance with all applicable local, state, and federal statutes, orders, ordinances, rules and regulations,
including administrative decisions. Each Owner shall give the Association written notice of any spills,
releases or discharges of hazardous materials within a Unit or in any Common Area, regardless of whether
or not such spill, release or discharge was caused by such Owner or such Owner's Occupants, guests or
invitees. Each Owner shall investigate,clean up and otherwise remediate any spill,release or discharge of
hazardous materials causes by the acts or omissions of the Owner, or his or her Occupants, agents,
employees, invitees, guests and customers. Each Owner shall indemnify,defend and hold the Association
and all other Owners harmless from and against any and all claims,judgements, damages,penalties, fines,
liabilities, losses, suits, proceedings, and costs, including attorneys', experts'and consultants'fees, arising
from or related to the use,presence,transportation,storage disposal,spill,release or discharge of hazardous
materials within such Owner's Unit or in the Common Area if caused by the Owner,or his or her Occupants,
agents,employees, invitees,guests and customers.
4.13 No Partition. Except as permitted by California Civil Code Section 6656,there shall be no
judicial partition of the Development or any part thereof,nor shall any Owner or any person acquiring any
interest in the Development or any part thereof seek any judicial partition thereof. Notwithstanding the
preceding, if any Condominium is owned by two (2) or more co-tenants as tenants in common or as joint
tenants,this Section shall not be deemed to prevent a judicial partition by sale as between such co-tenants.
4.14 Variances. The Board shall be authorized to grant reasonable variances from the provisions
of Article 4 of this Declaration upon written application from any Owner provided that the Board determines,
in its sole discretion,that the specific application of the restriction to such Owner will (i)cause substantial
undue hardship to the Owner,or(ii)fail to further or accomplish the common plan for the Development as
contemplated by this Declaration. The Board shall have the power to limit any variance granted in scope or
duration or otherwise impose such specific requirements as the Board may, in its complete discretion, see
fit to require. The Board shall follow the following procedures in acting on any request for a variance:
(a) Initial Board Determination. The Board,in its sole discretion,shall make an initial
determination whether or not the variance on its face meets the requirements set forth in this Section.
If the Board determines that it does not meet the requirements,the variance request shall be denied
and the Board shall so notify the applicant within thirty (30) days of the Board's decision. If the
Board determines that the variance does meet the requirements, the procedures set forth in the
remainder of this Section shall be followed.
(b) Board Hearing. The Board shall conduct a hearing on the variance within forty-five
(45)days of the receipt of the written request for a variance. Notice shall be given to all Members
not less than fifteen (15)days prior to the date of the hearing. Members may submit comments in
writing prior to the hearing and/or appear at the hearing. The Board shall establish a reasonable time
limit for Member comments during the hearing. No decision regarding the request for variance shall
be made until the conclusion of the hearing.
(c) Board Decision. After the conclusion of the hearing, the Board shall, in its sole
discretion, either grant or deny the request for variance in accordance with the standards set forth
in this Section. As more fully discussed above,if the Board grants the variance request,the Board
may impose such conditions as the Board deems appropriate and shall so notify the applicant within
thirty(30)days of the Board's decision.
East Spruce Commercial Condominiums
Inman law Group,LLP - 12- 5/2/18 v5
ARTICLE 5 ALTERATIONS TO UNITS AND DISCLOSURES
5.1 Approval by Board. In addition to obtaining any building, permitting, design or other
approvals required by the City,prior to undertaking any proposed modifications to a Unit which are visible
from the exterior of the Unit or which could structurally impact the Common Area or another Unit, the
Owner must submit to the Board in writing such proposed modifications to the Board,which may,in its sole
discretion, approve or disapprove such proposed modifications. No Owner shall make any exterior
modifications to any building or any part of the Common Area. The Board shall have the ability to form an
architectural review committee to review proposed modifications. In addition,any proposed modification
to any building or any part of the Common Area on the exterior of the building structure is subject to the
review and approval process of the Declaration.
5.2 Subdividing or Joining Units. An Owner of a Unit may subdivide the Unit or the Owners
of two(2) or more Units that abut each other may connect the Units under the following conditions:
(a) Association Approval. Prior to the commencement of any work, the Owner shall
obtain the written approval from the Board,which shall not be unreasonably withheld. The Owner
shall provide any plans or specifications that the Board requests. The Board may deny approval if
it determines the work would adversely affect the structural integrity of the Association Common
Area building, the life safety systems,or the common utilities.
(b) Requirements for Improvements. All work to subdivide or join the Units shall be
at the expense of the Owner ans shall be performed in a good and workmanlike manner. The Owner
shall not commence any work until the Owner has secured all appropriate permits and approvals,
which shall be provided to the Association upon request. All work shall be performed only by duly-
licensed and duly-insured contractors.
(c) Owner Maintenance. Unless the Board agrees in writing to the contrary,the Owner
shall be responsible, at the Owner's sole cost, for the maintenance, repair and replacement of all
portions of the Common Area that have been modified or altered in any manner in order to create
the additional Unit(s)or join,consolidate or otherwise alter the boundaries of any Units or to install
or maintain any openings between the Units. Any Common Area maintained by an Owner pursuant
to this subsection shall constitute Exclusive Use Common Area appurtenant to the Owner's Units.
(d) Multiple Condominium Plans. The Development is entitled to create commercial
Condominium Units. Declarant contemplates the initial Condominium Plan for the Development
will create three(3)Units. The Owners of the initial Units shall have the right to further subdivide
each Unit into two(2)or more Units by the Recording of a Condominium Plan and executing and
Recording a Supplemental Declaration which references the Condominium Plan creating the new
Units.
5.3 Rights of the City of Fresno.
(a) Conflict with Any Other Section. In the event of any conflict between this
Section 5.3 and any other section of this Declaration, Section 5.3 shall prevail.
(b) Right of Immediate Access. The City shal I be granted the right of immediate access
to all portions of the Common Areas for the purpose of preserving the public health, safety, and
welfare.
East Spnrc Commercial Condominiums
Inman I,aw Group,I.IP 13- 5/2/18 v5
(c) Maintenance of Facilities. The Association shall have the duty to maintain and
repair all on-site sewer,water and storm drainage facilities, unless the city or flood control district
have detennined that a particular facility should be public to provide necessary system completion
or otherwise protect public health, safety, and welfare.
(d) Utility Charges. The Association shall have the duty to pay all utility and waste
collection charges which are not separately metered and billed,including but not limited to charges
for sewer, water, gas, solid waste, sanitation and electric service.
(e) Private Pavement Repairs. The City.shall not be responsible for private pavement
repairs beyond the minimum amount that is directly related to the future utility main repair work
should public utilities, including, but not limited to, sewer and water or private utilities be located
underneath the private drive.
(f) Approval by Building Official. No property Owner shall alter,modify,reconstruct,
or do any other thing to any party wall or to any plumbing,electrical or mechanical fixture located
along such wall which will impair the integrity of the wall as a fire separation without the review
and approval of the building official of the City.
(g) Maintenance of Common Area. Landscaping shall be provided and maintained by
the Association in those Common Areas adjacent to public streets and highways. The Association
shall provide and maintain the landscaping in such areas in a manner compatible with the
requirements of the City Code, and shall not decrease the amount of Assessments charged against
Members of the Association if such decrease will adversely affect the ability of the Association to
perform this maintenance.
(h) Private Drive Sweeping/Cleaning. The Association shall be responsible to provide
private drive sweeping/cleaning within the Association Common Area. The Association shall be
responsible for the cost(s).
(i) Approval by City for Amendments. Any amendment by the Association to the
above provisions or any other provision specifying any right of the City shall require the prior
written consent of the City. (Added Ord. 85-121, § 16,eff. 9-13-85).
5.4 City Provisions. The following provisions are included herein as set forth in the City's
conditions of approval:
(a) Right of Entry to Common Area. Officers, agents,and employees of the City,the
County,the State,and the United States Government,and any department,bureau,or agency thereof,
shall have the right of immediate access to all Common Areas at all times for the purpose of
preserving the public health,safety,and welfare,except in those instances where a Common Area
is accessible only through a private Unit.
(b) Right to Terminate Management and Maintenance Contracts. Unless otherwise
prohibited by law,or any local, State, or federal regulation, the Association shall have the right to
terminate the contract of any person or organization engaged by Declarant to perform management
or maintenance duties three(3)months after the Association assumes control of the Development,
or at that time renegotiate any such contracts.
Easy Spruce Commercial Condominiums
Inman Law Group,LLP 14- 5/2/18 v5
19
(c) Fire Access. The Association shall be responsible for enforcing fire lane parking
restrictions,and for the maintenance and repair of fire sprinkler,and other fire protection systems
and devices.The Association shall notify the Fire Dept.within seventy-two(72)hours of any change
to responsible party contact information regarding property maintenance and parking enforcement.
ARTICLE 6 ASSESSMENTS AND LIENS
6.1 Covenant of Owner.
(a) Owner's Assessment Obligation. Each Owner of a Condominium within the
Development, by acceptance of a deed or other conveyance thereof, whether or not it shall be so
expressed in such deed or conveyance,shall be deemed to have covenanted and agreed to pay to the
Association: (i)Regular Assessments,(ii)Special Assessments,(iii)Reimbursement Assessments,
and(iv)Enforcement Assessments levied by the Association as hereinafter provided,together with
all Additional Charges. Such deed or conveyance shall be deemed to vest in the Association the
right and power to initiate all actions and procedures as the Board shall deem necessary or
appropriate for the collection of such Assessments and Additional Charges and for the enforcement
of the liens as hereinafter provided.
(b) Owner's Personal Obligation. Each Assessment levied by the Association under this
Article, together with all Additional Charges, shall be a separate, distinct, and personal debt and
obligation of the Owner against whom it is assessed, and shall bind his or her heirs, devisees,
personal representatives, successors, and assigns. Such obligation to pay Assessments and
Additional Charges and the right and power of the Association to initiate all actions and procedures
for collection shall run with the land, so that each successive Owner or Owners of Record of any
Condominium shall, in turn, become liable to pay all such Assessments and Additional Charges
assessed during the time he or she is Record Owner of such Condominium. After an Owner transfers
of Record any Condominium he or she owns,he or she shall not be liable for any Assessments levied
thereafter with respect to such Condominium. Such Owner shall remain personally liable,however,
for all unpaid amounts due and owing at the time of transfer, together with Additional Charges
accruing until time of collection. A seller under an installment land contract of any Condominium
shall continue to be liable for all Assessments and Additional Charges until a conveyance by deed
of such Condominium is Recorded.
6.2 Creation of Lien. Each Assessment levied by the Association pursuant to this Declaration,
together with all Additional Charges, shall be a charge upon the land and upon Recordation of a Notice of
% Delinquent Assessment shall be secured by a lien upon the property against which such Assessment is levied.
The lien provided herein shall continue to secure all Assessments and Additional Charges levied upon any
Unit notwithstanding the transfer of Record title to such Unit, and any such transfer shall be subject to the
Association's lien, provided that, prior to such transfer, a Notice of Delinquent Assessment has been
Recorded as provided in this Declaration and by law. The priority of all such liens on each Unit shall be in
inverse order so that upon the foreclosure of the lien for any particular charge on any Unit,any sale of such
Unit pursuant to foreclosure of the lien will be made subject to all liens securing the respective monthly
Assessments and Additional Charges on such Unit for succeeding months.
6.3 Purpose of Assessments. The Assessments levied by the Board shall be used exclusively
for(i)managing and operating the Development,(ii)conducting the business and affairs of the Association,
(iii) maintaining and enhancing the property values of the Owners and Occupants of the Development,
(iv) improving and maintaining the Common Area and, to the extent provided for in the Governing
East Spruce Commercial Condominiums
Inman Law Group,LLP - 15- 5/2/18 v5
2()
Documents or by law, the Condominiums situated within the Development, (v) enforcing the Governing
Documents,and/or(vi)otherwise benefitting the Owners.
6.4 Authority of the Board. The Board shall have the power and the duty to levy Regular
Assessments and Special Assessments sufficient to meet the Association's obligations under the Governing
Documents and applicable law.
6.5 Regular Assessment.
(a) Calculation of Estimated Requirement. Not less than thirty(30).days nor more than
ninety (90) days prior to the beginning of each fiscal year, or as otherwise provided by law; the
Board shall complete and distribute to all Owners an estimate of the net funds required by the
Association for such fiscal year to manage, administer, operate, and maintain the Development,
including the entire Development's water and sewer service charges; to conduct the affairs of the
Association;and to perform all of the Association's duties in accordance with this Declaration. The
Board may,but shall not be obligated to,estimate the net funds anticipated by the Association for
contingencies and for reserve funding for restoration, repair, and/or replacement of those
components for which the Association is responsible and which must be repaired or replaced on a
periodic basis. The estimated funds, as determined by the Board pursuant to this subsection, shall
be assessed among the Owners of the Units within the Development as "Regular Assessments" as
further provided in this Section 6.5.
(b) Allocation of Regular Assessment. Regular Assessments shall be allocated and
assessed to each Condominium in the same proportion that the square footage of the Unit bears to
the total square footage of all the Units within the Development. The Board shall adopt a Rule
setting forth the square footage of each Unit within the Development for the purpose of allocating
Regular Assessments as described in the immediate preceding sentence.
(c) Payment of Regular Assessments. Unless the Board shall designate otherwise,
Regular Assessments shall be levied on an annual basis and shall be paid in twelve (12) equal
monthly installments during the fiscal year,and each installment shall be due and payable on the first
day of each month.
(d) Commencement of Regular Assessment. Regular Assessments shal l commence as
to each Condominium within the Development on the first day of the first month following the
month in which the first conveyance occurs for the sale of a Condominium to a person other than
Declarant. Each Condominium within the Development shall thereafter be subject to its share of the
then established annual Regular Assessment. The .first annual Regular Assessment shall be pro
rated, if necessary, according to the number of months remaining in the fiscal year established in
the Association's Bylaws.
(e) Working Capital Fund. A working capital fund may be established for the
Development by the contribution to such fund,by the Owners of a sum not to exceed the amount of
three(3)month's Regular Assessments for each Unit owned. Any amounts paid into this fund is not
a deposit, is not refundable, and is not an advanced payment of Regular Assessments. The
Association shall collect each Unit's share of the working capital fund at the time of the conveyance
of the Unit by Declarant to an Owner.
East Spruce Commercial Condominium
Inman Law Group,LLP 16- 5/2/18 v5
6.6 Special Assessments.
(a) Purpose of Special Assessments. If at any time during any fiscal year the Regular
Assessment proves inadequate for any reason, including nonpayment of any Owner's share thereof
or the unexpected repair, replacement, or reconstruction of Improvements located in the
Development, or if funds are otherwise required for any authorized activity of the Association,the
Board may levy a Special Assessment in the amount of such actual or estimated inadequacy or cost.
(b) Allocation of Special Assessments. Special Assessments shall be allocated and
assessed among the Condominiums within the Development in the same manner as Regular
Assessments.
6.7 Reimbursement Assessments. The Association shall levy a Reimbursement Assessment
against any Owner and his or her Condominium(i)if a failure by such Owner,or any person or pet for whom
the Owner is responsible, to comply with any provision of the Governing Documents has necessitated or
resulted in an expenditure of funds by the Association to deal with such lack of compliance or to bring such
Owner or his Condominium into compliance, or(ii) in the event that the Association has expended funds
performing repairs as authorized by Section 7.6 of this Declaration or for any other reasons specifically
authorized by the provisions of this Declaration. A Reimbursement Assessment shall include any costs,
including attorneys' fees, incurred by the Association, including costs of collecting from an Owner any
amount which the Owner is obligated to pay to the Association. A Reimbursement Assessment shall be due
and payable to the Association when levied.
6.8 Enforcement Assessments. The Board may levy an Enforcement Assessment(and any fine
imposed by the Board in accordance with the provisions of the Governing Documents shall be deemed to be
such an Enforcement Assessment),for violation of any of the provisions of the Governing Documents. Any
Enforcement Assessment shall be due and payable to the Association when levied.
6.9 Failure to Fix Assessments. The failure or omission by the Board to fix or levy any Regular
Assessment provided for by the terms of this Declaration before the expiration of any fiscal year, for that
fiscal year or the next fiscal year,shall not be deemed either a waiver or a modification in any respect of the
provisions of this Declaration, or a release of any Owner from the obligation to pay Assessments or any
installment thereof for that or any subsequent year,but the amount of the Regular Assessment fixed for the
preceding fiscal year shall be the amount of the Regular Assessment for the ensuing fiscal year until a new
Regular Assessment is levied.
6.10 No Offsets. All Assessments levied by the Board shall be payable in the full amount
specified, including any Additional Charges imposed as provided by the terms of this Declaration, and no
offsets against any such amounts shall be permitted for any reason whatsoever,including without limitation
a claim that the Association has failed to properly exercise its duties of maintenance or enforcement.
6.11 Delinquent Assessments. Any installment or other portion of an Assessment not paid within
fifteen(15)days after its due date shall be delinquent and shall be subject to interest and late charges not to
exceed the maximum rate permitted by law. In addition,interest on all sums imposed in accordance with this
Article, including the delinquent Assessments, reasonable fees and costs of collection, and reasonable
attorneys'fees,at an annual interest rate not to exceed twelve percent(12%),shall commence thirty(30)days
after the Assessment becomes due. The Association may Record a lien against an Owner's Unit for
delinquent Assessments and all Additional Charges as provided in Section 6.12,below, and in accordance
with the Commercial and Industrial Common Interest Development Act,California Civil Code Section 6500
et seq.
East Spruce Commercial Condominiums
Inman law Croup,LLP - 17- 5/2/18 v5
Z2
6.12 Assessment Liens. The Association shall have the right to Record a lien for delinquent
Assessments against an Owner's Unit in accordance with the procedures described in the Commercial and
Industrial Common Interest Development Act. The procedures the Association must follow, and the
protections afforded to all Owners are more particularly described in California Civil Code Section 6808 et
seq. Important provisions of California Civil Code Section 6808 et seq.include the following requirements:
(a) 30-Day Notice. Before Recording a lien,the Association must provide an Owner
with at least a 30 day notice and itemized statement,and include the following statement in 14-point
boldface type, if printed, or in capital letters, if typed:
"IMPORTANT NOTICE: IF YOUR SEPARATE INTEREST IS PLACED IN
FORECLOSURE BECAUSE YOU ARE BEHIND IN YOUR ASSESSMENTS, IT
MAY BE SOLD WITHOUT COURT ACTION."
(b) Owners' Right to Meet with the Board. The right of an Owner to meet with the
Board to discuss a payment plan,or to"meet and confer"with the Board regarding any dispute over
the amounts owned by an Owner to the Association.
(c) Board Decision to Record a Lien. The decision to Record a lien for delinquent
Assessments shall be made only by the Board and may not be delegated to an agent of the
Association. The Board shall approve the decision by a majority vote of the Board Members in an
open meeting or, if no majority vote is obtained,then in accordance with voting rules stated in the
Bylaws. The Board shall record the vote in the minutes of that meeting.
(d) Owners'Right to Establish Secondary Address. The right of an Owner to establish
a secondary address for purposes of receiving collection notices sent by the Association. The
Association shall send additional copies of any notices required by this Section to the secondary
address provided by an Owner.
(e) Prompt Release of Lien Following Payment. The Association must Record a release
of lien within twenty-one(2 1)days of the payment of the sums specified in the Notice of Delinquent
Assessment, and must provide the Owner of the Unit a copy of the lien release or notice that the
delinquent Assessment has been satisfied.
6.13 Foreclosure of Association Assessment Liens. If the Association has Recorded a lien for
delinquent Assessments,the Association shall have the right to non judicially foreclose its lien in accordance
with the procedures described in the Commercial and Industrial Common Interest Development Act.
Important provisions of California Civil Code Sections governing the Association's non judicial foreclosure
of its assessment liens include the following requirements:
(a) Board Decision to Foreclose. The decision to initiate foreclosure of a Recorded lien
for delinquent Assessments shall be made only by the Board and may not be delegated to an agent
of the Association.The decision shall be made in an executive session meeting,and the Board shall
maintain the confidentiality of the Owner or Owners of the Unit by identifying the matter in the
minutes by the Owner's Unit number as shown on the Condominium Plan, rather than the name of
the Owner or Owners.
(b) Notice. The Board shall provide notice by personal service in accordance with the
manner of service of summons pursuant to California Code of Civil Procedure Section 415.10 et
East Spruce Commercial Condominiums
Inman law Group,1J.P 18- 5/2/18 v5
2�
seq., to an Owner of a Unit or to the Owner's legal representative, if the Board votes to foreclose
upon the Unit. The Board shall provide written notice to an Owner of a Unit by first-class mail,
postage prepaid,at the most current address shown on the books of the Association. In the absence
of written notification by the Owner to the Association,the address of the Unit may be treated as the
Owner's mailing address.
(c) Recordation of Lien in Error. If it is determined that a lien previously recorded
against a Unit was recorded in error,the Association shall,within 21 calendar days,Record or cause
to be Recorded a lien release or notice of rescission and provide the Owner of the Unit with a
declaration that the lien filing or Recording was in error and a copy of the lien release or notice of
rescission.
(d) Small Claims Court. The Association may appear and participate in a small claims
action through an agent, a management company representative, or bookkeeper who appears on
behalf of the Association.
6.14 Priority. Except as otherwise expressly provided by law, the lien securing each of the
Assessments provided for under this Article shall have priority as of the date of Recording of the Notice of
Delinquent Assessment.
6.15 Association Funds. All Association accounts shall be maintained in one(1)or more banks
or other depositories selected by the Board, which accounts shall be clearly designated as belonging to the
Association. The Assessments collected by the Association shall be properly deposited into such accounts.
The Assessments collected by the Association shall be used for the purposes set forth in Section 6.3,above.
All reserve funds, to extent possible, shall be designated and accounted as capital contributions to the
Association and the Board shall take such steps as may be reasonably necessary under federal and state tax
laws to prevent the reserve funds from being taxed as income of the Association, including,but not limited
to, maintaining the reserve funds in segregated accounts and not commingling such funds with the general
operating funds.
6.16 Trustee's Deed Upon Sale.The Association may Record a request that a Mortgagee,trustee,
or other person authorized to Record a notice of default regarding any Unit mail to the Association a copy
of any trustee's deed upon sale concerning the Unit. The request shall include the legal descriptions or the
assessor's parcel numbers of the Units,the name and address of the Association,and a statement that it is an
association as defined in California Civil Code Section 6528. Subsequent requests of the Association shall
supersede prior requests. The request shall be Recorded before the filing of a notice of default. The
Mortgagee,trustee,or other authorized person shall mail the requested information to the Association within
fifteen (15)business days following the date the trustee's deed is Recorded.
ARTICLE 7 MAINTENANCE OF PROPERTY
7.1 Association Maintenance Responsibility.
(a) Maintenance of Common Area,Generally. The Association shall maintain,repair
and replace the Common Area and all facilities, Improvements, and thereon, including without
limitation(i)the building structure,and(ii)all other real and personal property that may be acquired
or controlled by the Association, keeping such property in good condition and repair. The
Association shall be responsible for providing lighting and janitorial services for the Common Area,
and shall cause any and all other acts to be done which may be necessary to assure the maintenance
of the Common Area in good condition and repair,including painting of the exterior surfaces of the
Fast Spruce Conmmial Condominiums
Inman law Group,1.1.P 19- 5/2/18 v5
VL{
building,the washing of the exterior of all windows of the building,and such other portions of the
Common Area as the Board,in its discretion,determines to be necessary. The Board shall have the
discretion to determine the nature, extent and level of care to be performed by the Association in
discharging its obligations under this Article.
(b) Partial List of Common Area Elements. The Association's responsibility pursuant
to this Section shall include, without limitation, the maintenance, repair and replacement of the
following Common Area elements:
(i) The exterior surfaces(excluding windows and doors,but does include the
washing of the exterior of the windows),framing and structural components of the building
structure containing the Units.
(ii) The roof coverings,roof structures, gutters, and downspouts.
(iii) The storm drainage,sanitary sewer,water,electrical and other utility lines
located within the Common Area up until the point that they serve a single Unit. All onsite
drainage shall be privately maintained.
(iv) Any fire protection systems.
(v) The landscaping within the Development.
(vi) All existing easements.
(vii) The Association shall adopt an inspection and maintenance manual for the
periodic inspection and maintenance of the Common Area. The Board may, from time to
time, make appropriate revisions to any maintenance manual based on the Board's review
thereof, to update such manual to provide for maintenance according to current industry
practices so long as such changes do not reduce the useful life or functionality of the items
being maintained.
7.2 Authority for Entry of Unit or Exclusive Use Common Area. The Association or its agents
may enter any Unit or any portion of Exclusive Use Common Area whenever such entry is necessary,in the
Board's sole discretion, in connection with the performance of any maintenance, repair, construction, or
replacement for which the Board is responsible or which it is authorized to perform, including without
limitation the authorization provided in Section 7.6. Although under no obligation to do so,the Board,in its
complete and sole discretion,may enter or may authorize the Association's agents to enter any Unit or any
portion of Exclusive Use Common Area to effect emergency repairs where such repairs are necessary for
safety reasons or to prevent or discontinue damage to the entered Unit or Exclusive Use Common Area,any
other Unit or the Common Area. The cost of performing any such emergency repairs shall be charged to the
Owner as a Reimbursement Assessment,excluding any additional fee or cost to the Association's manager
other than reimbursement for actual out-of-pocket costs incurred for vendors or employees who actually
performed such emergency repair work and the materials used. Such entry shall be made with as little
inconvenience to the Occupants as practicable and only upon reasonable advance written notice of not less
than twenty-four(24) hours,except in emergency situations.
East Spruce Corm curial Condominiums
Inman IawGroup,LLP -20- 5/2/18 v5
�5
7.3 Association Liability. Except as specifically provided in this Article,the Association shall
not be responsible or liable for any maintenance,repair,or replacement of a Unit or Exclusive Use Common
Area or any Improvement thereon, except to the extent that the need for such maintenance, repair, or
replacement results from the negligence or fault of the Association, its employees,contractors, or agents.
7.4 Owner Maintenance Responsibility.
(a) Unit, Generally. Each Owner shall maintain, repair, and replace his or her Unit,
including without limitation the finished surfaces of the interior walls, ceilings, and floors of the
Unit,keeping the same in a clean, sanitary, workable and attractive condition.
(b) Doors and Windows. Except for window washing of the exterior of the windows
of the building, each Owner shall clean, maintain, repair and replace all doors, windows, window
panes and all screens, serving his or her Unit, including door and window frames.
(c) Fixtures and Appliances. Each Owner shall maintain,repair and replace the internal
installations,appliances,equipment,and other features servicing his or her Unit,even though located
wholly or partly outside of such Unit, including without limitation (i) heating, ventilation and air
conditioning units,condensers and equipment,(ii)sewer,water,electrical and other utility lines from
the point that they serve only such Unit, and (iii)telecommunications facilities.
(d) Exclusive Use Common Area. The Owners of Units to which Exclusive Use
Common Area is appurtenant shall be responsible for the maintenance, repair and replacement of
the Exclusive Use Common Area serving the Units,and shall keep the Exclusive Use Common Area
in a clean, and swept condition.
(e) Consequential Damage Exculpatory Clause. Except as provided by Article 1 1 of
this Declaration, an Owner is responsible for the cost of repair of those items described in this
Section, even if the cause of the damage originates from a source maintained by the Association,
unless the cause is the gross negligence of the Association or its agents. As an example, water
damage to the interior of a Unit that is caused by a leak in the roof is the responsibility of the Owner
even though the repair of the roof is the responsibility of the Association.
7.5 Structural,Flooring,and Ceiling Alterations. No structural alterations to the interior of,or
Common Area surrounding,any Unit shall be made and no plumbing or electrical work within any bearing
or common walls shall be performed by any Owner without the prior written consent of the Association. In
addition,no Owner shall do anything in or about his or her Unit that will affect the structural integrity of the
Common Area. No Owner shall install any hard surface or other flooring or make any other modification
to any part of their Unit which may increase sound transmission between their Unit and an adjacent Unit,
including without limitation,tile or hardwood floors and ceiling coverings,unless the prior written approval
of the Board has been obtained. As a condition to approving the installation of such modifications, the
Owner shall submit to the Board construction specifications clearly describing the proposed modifications
in sufficient detail necessary to determine whether sound transmission will be sufficiently mitigated.
7.6 Board Discretion. The Board shall have the absolute discretion to determine whether any
maintenance, repair, or replacement, which is the responsibility of an Owner, is necessary to preserve the
appearance and value of the property within the Development or any portion thereof and may notify an
Owner of the work the Board deems necessary. In the event an Owner fails to perfonn such work within
sixty (60) days after notification by the Board to the Owner, the Board may, after written notice to the
Fact Sprue Commercial Condominiums
Inman law Group,LLP -21 - 5/2/18 v5
L�
Owner,and the right of a hearing before the Board,cause such work to be done and charge the cost thereof
to the Owner as a Reimbursement Assessment.
7.7 Wood Destroying Pests and Organisms. The Association shall be responsible for all costs
involved in operating the inspection and preventive program as well as repairing and replacing the Common
Area and Improvements thereon when the need for such maintenance, repair or replacement is the result of
wood destroying pests or organisms. Each Owner shall be responsible for all costs involved in repairing and
replacing the Improvements,fixtures,appliances,and personal property within a Unit when the need for such
maintenance, repair or replacement is the result of wood destroying pests or organisms. If the Association
adopts an inspection and preventive program for the prevention and eradication of infestation by wood
destroying pests and organisms,the Association,on no less than fifteen(15)nor more than thirty(30)days'
notice,may require each Owner and any Occupants of the Owner's Unit to vacate such Unit to accommodate
Association efforts to eradicate such infestation. The notice must state the reason for the temporary
relocation, the date and time of the beginning of treatment, the anticipated date and time of termination of
treatment, and that the Occupants will be responsible for their own accommodations during the temporary
relocation. Any damage caused to a Unit by such entry by the Association or by any person authorized by
the Association shall be repaired by the Association at its expense.
7.8 Mold Contamination.
(a) Association Maintenance Obligations. In order to reduce the presence of molds,
fungi, spores, pollens, other botanical substances, or other allergens (collectively, "mold")within
the Development, the Association shall adopt and implement a mold inspection and prevention
program which shall include the following steps:
(i) Inspect the Common Area not less frequently than annually to check for
water leaks,moisture collection,or other breaches of the watertight integrity of the Common .
Area and for the presence of mold;
(ii) If any water leaks, moisture collection, or mold is detected, immediately
take appropriate corrective action to repair the Common Area and remove the mold;
(iii) Maintain proper ventilation and humidity levels within enclosed Common
Areas to reduce the risk of mold;
(iv) Periodically inspect the irrigation system to ensure proper water use and to
correct any leaks,misdirected,or excessive watering;
(v) Periodically inspect the ground surface around the foundations of the
Condominium buildings to ensure that no water is pooling near the foundations; maintain
rain gutters and roof drainage systems in a clean and proper operating condition at all times;
and
(vi) Take such other prudent steps as may be appropriate to prevent mold and
eliminate any existing mold in the Common Areas.
(b) Owner Maintenance Obligations. In order to reduce the presence of molds, fungi,
spores, pollens, other botanical substances, or other allergens (collectively, "mold") within the
Development, each Owner shall adopt and implement a mold inspection and prevention program
which shall include the following steps:
Fast Spruce Commercial Condominiums
Inman Law Group,LLP -22- 5/2/18 v5
ILLI
(i) Inspect the Unit not less frequently than quarterly to check for water leaks,
moisture collection, or other breaches of the watertight integrity of the Unit and for the
presence of mold;
(ii) If any water leaks, moisture collection, or mold is detected, immediately
take appropriate corrective action to repair and remove the mold;
(iii) Maintain proper ventilation and humidity levels within the Unit to reduce
the risk of mold;
(iv) Replace HVAC filters semiannually or as recommended by the
manufacturer; and
(v) Take such other prudent steps as may be appropriate to prevent mold and
eliminate any existing mold in the Owner's Unit or the Common Area.
(c) Owner's Cooperative Maintenance Obligations. In the event of any water leak or
overflow within a Unit or its Exclusive Use Common Area,the Owner of such Unit shall cooperate
with the Association and the other Unit Owners in the inspection and correction of the problem.
Cooperation shall include access to the Unit and Exclusive Use Common Area to inspect and repair
the problem.
7.9 Owner Liability. In the event the need for any maintenance, repair,or replacement by the
Association is caused by the willful or negligent act or omission of an Owner, or an Owner's tenants,
employees, agents, guests, or invitees, the cost of such maintenance, repair, or replacement, including the
cost of materials, labor, supplies, and services shall be charged to, and paid by, such Owner in the form of
a Reimbursement Assessment.
7.10 Cooperative Maintenance Obligations. To the extent necessary or desirable to accomplish
the Association's maintenance and repair obligations hereunder, individual Owners shall cooperate with all
other Owners and the Association and its agents and maintenance personnel in the prosecution of their work.
7.11 Obtaining and Maintaining Utilities. The rights and duties of the Owners of Condominiums
within the Development and the Association with respect to sanitary sewer, water, drainage, electric, gas,
telecommunications equipment,cables and lines, exhaust flues and heating and air conditioning facilities,
(collectively, "Utility Facilities") shall be as follows:
(a) Utility Facilities Serving Other Units. Whenever Utility Facilities are installed
within the Development, which Utility Facilities or any portion of those facilities lies in or upon
Condominiums owned by other than the Owner of a Condominium served by those facilities, the
Owners of any Condominium served by those facilities shall have the right of reasonable access for
themselves or for utility companies to repair,replace and generally maintain those Utility Facilities
as and when necessary, due to failure or inability of the Board to take timely action to make such
repairs or perform such maintenance.
(b) Shared Utility Facilities. Whenever Utility Facilities serving more than one (1)
Condominium are installed within the Development, the Owner of each Condominium served by
those Utility Facilities shall be entitled to the full use and enjoyment of such portions of those Utility
Facilities as service his or her Condominium.
Fast Spruce Commercial Condominiums
Inman Law Group,LLP -23- 5/2/18 v5
(c) Disputes Regarding Utility Facilities. In the event of a dispute between Owners with
respect to the repair or rebuilding of Utility Facilities, or with respect to the sharing of the cost of
those facilities, then, upon written request of one (1) Owner addressed to the other Owner(s), the
matter shall be submitted first to the Board for mediation, and thereafter, if the dispute remains
unresolved, the binding arbitration within sixty (60) days pursuant to the rules of the American
Arbitration Association, or any successor rules, or to any other generally recognized system of
alternative dispute resolution. The decision of the arbitrator(s)shall be final and conclusive on the
Owners and the Board, and judgment on the decision may be entered in any court having
jurisdiction.
(d) Easements for Utilities and Maintenance. Easements over and under the
Development for the installation, repair, and maintenance of electric, water, gas, telephone, other
communications and data transmission,sanitary sewer lines and facilities,cable or master television
antenna lines and drainage facilities, as shown on the Condominium Plan,and as may be hereafter
required or needed to service the Property,are hereby reserved by Declarant and its successors and
assigns, until the sale of the last Condominium in the Development, and thereafter by the
Association,together with the right to grant and transfer the same. Said easements shal I be in favor
of Declarant,and its successors and assigns for the benefit of the Development,and for the benefit
of the Association and each Unit Owner.
(e) Association's Duties. The Association shall be responsible for maintaining in good
condition and repair all Utility Facilities located in the Common Area (including water, sanitary
sewer and storm drainage facilities serving either the Common Area or the Units)except for those
facilities maintained by utility companies,public,private,or municipal,and those utilities otherwise
maintained by Owners pursuant to this Article 7. The Association shall be authorized to obtain,by
contract or otherwise, utility services for all Units and Common Area within the Development
(including water,sanitary sewer and storm drainage services for the Common Area and/or the Units)
and shall pay all charges for utilities supplied to the Development, except those utilities that are
metered or charged separately to the Condominiums. The Association shall be authorized and
empowered to sub-meter the water service obtained by the Association for all Condominiums in the
Development.
(f) Unit Owner's Duties. For all electric, gas (if any) and water utilities servicing
individual Units, if separately metered, the costs and expenses for such utilities shall be the
responsibility of each Owner. Each Owner shall be responsible for obtaining telecommunications
services for its Unit and shall pay all costs, expenses, fees, rates and other charges incurred in
connection therewith. Each Owner shall maintain and repair the Utilities Facilities servicing only
its Unit, except for those facilities or portions thereof maintained by utility companies or the City.
Owners shall maintain the heating and air conditioning system servicing their respective Units,and
all light fixtures and appliances therein,and pay all utility bills metered therefore.
(g) Access Easements. The Association and its Members, subject to the Rules, shall
have nonexclusive easements for ingress and egress over the portions of the Common Area
containing open space,and parking and driveway areas for the purposes of installation,maintenance
and replacement of Utility Facilities.
East Spruce Commercial Condominiums
Inmm law Group,I.I.P -24- 5/2/18 v5
7.12 Inspections.
(a) Common Area Inspections. The Association shall regularly inspect,maintain and
repair the landscaping, irrigation, drainage systems serving or within and any Improvements
constructed upon the Common Area in accordance with any Association's maintenance manual. The
Association shall employ the services of a professional landscape architect,maintenance contractor
or other such professional person to assist the Association in performing such inspections. The
inspector shall provide written reports of their inspections to the Association and, if requested by
the Declarant,to the Declarant promptly following completion thereof. If requested by Declarant,
Declarant shall be invited to attend any such inspections. The written reports shall identify any items
of maintenance or repair which either require current action by the Association or will need further
review and analysis. Such written reports shall specifically include a review of all irrigation and
drainage systems within the Common Area. The Board shall report the contents of such written
reports to Declarant(if not already provided by the inspector directly)if so requested by Declarant
and to the Members at the next meeting of the Members following receipt of such written reports
or as soon thereafter as reasonably practicable and shall include such written reports in the minutes
of the next regularly scheduled Board meeting. The Board shall promptly cause all matters
identified as requiring attention to be maintained,repaired,or otherwise pursued in accordance with
prudent business practices and the recommendations of the inspectors and shall keep a record of all
such matters in the Board's minutes.
(b) Unit Inspections. Should such inspector require the inspection of any Unit, there
is hereby created a nonexclusive easement in favor of the Association, and its officers, agents,
employees and independent contractors, in accordance with Section 7.6, above, and Section 9.4,
below,to conduct such inspections and to provide such maintenance, repair and replacement. Any
damage to any structure, landscaping or other improvements caused by the Association, or any of
its officers, agents, employees or independent contractors, while performing such maintenance,
repair or replacement work shall be repaired by the Association at its sole cost and expense.
ARTICLE 8 INSURANCE
8.1 Types of Insurance Coverage. The Association shall, at the discretion of the Board,
purchase, obtain and maintain the following types of insurance, if and to the extent they are available at a
reasonable premium cost:
(a) Property Insurance. The Association shall obtain and maintain a master or blanket
policy of property insurance, written on all risk, replacement cost basis, that satisfies all of the
following conditions:
(i) Property Covered. The policy shall coverall Common Area Improvements,
including the buildings and any additions or extensions thereto;all fixtures,machinery and
equipment permanently affixed to the buildings and not located within a Unit; fences;
monuments;lighting fixtures;exterior signs;and personal property owned or maintained by
the Association; but excluding land; foundations; excavations; and other items typically
excluded from property insurance coverage.
(ii) Covered Cause of Loss. The policy shall provide coverage against losses
caused by fire and all other hazards normally covered by a "special form" policy or its
equivalent.
East Spruce Commercial Condominiums
Imran Law croup,LLP -25- 5/2/18 v5
:3a
(iii) Dollar Limit. The dollar limit of the policy shall not be less than the full
replacement value of the covered property described in subsection 8.1(a)(i),above,provided
that there may be lower dollar limits for specified items as is customarily provided in
property insurance policies.
(iv) Primary. The policy shall be primary and non-contributing with any other
insurance policy covering the same loss.
(v) Endorsements. The policy shall contain the following endorsements or their
equivalents: agreed amount,boiler and machinery(to the extent applicable),inflation guard,
plate glass, ordinance or law, and replacement cost, and such other endorsements as the
Board in its discretion shall elect.
(vi) Waiver of Subrogation. The policy shall waive all subrogation rights
against any Owner or Occupant and their family members,guests and invitees.
(vii) Deductible. The amount of any deductible shall be paid by the Association
and/or Owner pursuant to guidelines adopted by the Board.
(b) General Liability Insurance. To the extent such insurance is reasonably obtainable,
a policy of comprehensive general liability insurance naming as parties insured the Association and
such other persons as the Board may determine. The policy will insure each named party against
any liability incident to the ownership and use of the Common Area and including, if obtainable,a
cross-liability or severability of interest endorsement insuring each insured against liability to each
other insured. The limits of such insurance shall not be less than Two Million Dollars
($2,000,000.00) covering all claims for death, personal injury and property damage arising out of
a single occurrence. Such insurance shall include coverage against water damage liability,liability
for nonowned and hired automobiles,and any other liability or risk customarily covered with respect
to common interest development projects similar in construction, location, facilities, and use.
(c) Director's and Officer's Liability Insurance. To the extent such insurance is
reasonably obtainable, to include the cost thereof., and determined to be necessary or desirable by
the Board,the Association shall maintain individual liability insurance for its Directors and officers
providing coverage for negligent acts or omissions in their official capacities. The minimum
coverage of such insurance shall be at least One Million Dollars(52,000,000.00).
. (d) Additional Insurance and Bonds. To the extent such insurance is reasonably
obtainable, the Association may also purchase such additional insurance and bonds as the Board
may, from time to time, determine to be necessary or desirable, including, without limiting the
generality of this subsection, demolition insurance, flood insurance, earthquake insurance, and
workers' compensation insurance. The Board shall also purchase and maintain fidelity bonds or
insurance in an amount not less than one hundred percent (100%)of each year's estimated annual
operating expenses and shall contain an endorsement of any person who may serve without
compensation. The Board shall purchase and maintain such insurance on personal property owned
by the Association and any other insurance that it deems necessary or desirable.
8.2 Board Authority to Alter Coverage. The Board shall have the power and right to deviate
from the insurance requirements contained'in this Article in any manner that the Board, in its discretion,
considers to be in the best interests of the Association. If the Board elects to materially reduce the coverage
East Spnse Commercial Condominiums
Inman Law Group,LLP -26- 5/2/18 v5
31
from the coverage required in this Article,the Board shall make all reasonable efforts to notify the Members
of the reduction in coverage and the reasons therefor at least thirty(30)days prior to the effective date of the
reduction.
8.3 Copies of Policies. Copies of all insurance policies (or certificates thereof showing the
premiums thereon have been paid)shall be retained by the Association and shall be available for inspection
and copy by Owners and their Lenders at any reasonable time.
8.4 Individual Owner's Property Insurance. Each Owner shall purchase and at all times maintain
a policy of personal liability and property insurance insuring the Owner's Unit, its improvements and any
upgrades or additions to any fixtures or Improvements to the Owner's Unit, and personal property. The
Association's insurance policies will not provide coverage against any of the foregoing. Any insurance
maintained by an Owner must contain a waiver of subrogation rights by the insurer as to the other Owners,
the Association,and any Lender of the Owner's Unit.
8.5 Trustee. All insurance proceeds payable under Section 8.1, above, may, in the discretion
of the Board,be paid to a trustee to be held and expended for the benefit of the Owners,Lenders and others,
as their respective interests shall appear. Said trustee shall be a commercial bank in the County that agrees
in writing to accept such trust.
8.6 Adjustment of Losses. The Board is appointed attorney-in-fact by each Owner to negotiate
and agree on the value and extent of any loss under any policy carried pursuant to Section 8.1, above. The
Board is granted full right and authority to compromise and settle any claims or enforce any claim by legal
action or otherwise and to execute releases in favor of any insured.
ARTICLE 9 EASEMENTS
9.1 Easements in General. In addition to all easements reserved and granted on the Parcel Map,
Condominium Plan, and the easements specified in Articles 3 and 13, there are hereby specifically
acknowledged, reserved and granted for the benefit of the Condominiums and the Owners in common and
for each Condominium and Owner severally,and for the Association,as their respective interests shall exist,
the easements and rights of way as particularly identified in this Article.
9.2 Utility Easements. Easements over and under the Development or any portion thereof for
the installation,repair,maintenance,and replacement of(i)electric,telephone,telecommunications,water,
gas, and sanitary sewer lines, meters, and facilities, (ii) cable lines and facilities, (iii) on-site fire systems
including, but not limited to, all common adjoining fire sprinkler-piping penetrations and all on-site fire
mains and private hydrants, (iv) drainage facilities, (v) walkways, and (vi) landscaping, as shown on the
Parcel Map,and as may be hereafter required or convenient to service the Development,are reserved by and
shall exist in favor of the Association,together with the right to grant and transfer the same. The Association
shall maintain all utility installations located in the Common Area except for those installations maintained
by utility companies, public,private, or municipal.
9.3 Easements Granted by Board.
(a) Non-Exclusive Easements. The Board shall have the power to grant and convey to
any person or entity non-exclusive easements and rights of way,in,on,over,or under the Common
Area for the purpose of(i) constructing, erecting, operating, or maintaining thereon, therein, or
thereunder overhead or underground lines, cables,wires, conduits,or other devices for electricity,
cable television,power,telephone,telecommunications,public sewers,storm drains and pipes,water
Fast Sprue Commercial Condominiums
Inman Law Group,LLP -27- 5/2/1 S v5
32
systems, sprinkling systems, water,heating and gas lines or pipes, and any similar public or quasi-
public improvements or facilities, and (ii) for any other purposes deemed by the Board to be
appropriate and not inconsistent with the purposes and interests of the Association. Each Owner,
in accepting a deed to a Unit, expressly consents to such easements and rights of way. No such
easements may be granted if they would materially interfere with the use,occupancy,or enjoyment
by an Owner of his or her Unit without the consent of the affected Owner of the Unit.
(b) Exclusive Use Common Area Easements. Subject to the restrictions imposed by
California Civil Code Section 6550, the Board shall have the authority to execute and Record a
maintenance agreement designating portions of the Common Area as Exclusive Use Common Area,
for the benefit of an appurtenant Unit,for the purpose of promoting an efficient division of the use
and maintenance responsibilities between the Owners and the Association. A maintenance
agreement may be made with any Owner of adjacent property, including Declarant.
9.4 General Association Easements for Maintenance,Repair and Replacement. The Association
shall have an easement in,on,over or under every Condominium as reasonably necessary to(i)maintain and
repair the Common Area, (ii) perform the Association's maintenance responsibilities as required by
Section 7.1, (iii) perform maintenance upon a Condominium which is not performed by its Owner as
provided by Section 7.2 and Section 7.6,and(iv)otherwise perform its obligations under this Declaration.
9.5 Utility Maintenance and Repair Easements. Wherever sanitary sewer connections or water
connections or electricity, gas or telephone,telecommunications, television lines or drainage facilities are
installed within the Development,which connections,lines or facilities,or any portion thereof,lie in or upon
Condominiums owned by other than the Owner of the Condominium served by said connections,the Owners
of any Condominiums served by said connections, lines or facilities shall have the right, and are hereby
granted an easement to the full extent necessary therefor, to enter such Condominiums or to have utility
companies enter therein, or any portion thereof,to repair, replace and generally maintain said connections
as and when the same may be necessary. All utility companies having easements on the property covered
by this Declaration shall have easements for cleaning, repairing, replacing, and otherwise maintaining or
causing to be maintained service in all underground utility lines, including,when reasonably necessary,the
entry into an improvement constructed upon a Condominium for uncovering any such lines. Any Owner or
utility company exercising the rights granted in this Section shall be obligated to restore the Unit entered to
substantially its former condition.
9.6 Owner's Easements.
(a) Telecommunications. Each Owner shal l have an easement over the Common Area
for the purpose of installing and maintaining the internal and external telecommunications lines
serving the Owner's Unit. Such access is subject to the consent of the Association,the approval of
which shall not be unreasonably withheld.
(b) Improvement Easements. If the Association approves the construction of any
Improvement within the Common Area for the benefit of an Owner, such Owner shall have an
easement for the use and maintenance of the Improvements.
(c) Unit Interior Easements. Each Owner shall have an easement over Common Area
walls, floors, roof and ceilings abutting such Owner's Unit to install any components of utility
systems serving the Unit,and for the installation of fixtures,provided such use does not violate any
fire or safety code or cause any structural impairment.
East Spruce Commercial Condominiums
Inman Law Group,I.IP -28- 5/2/18 v5
33
9.7 Encroachment Easements. The Common Area and each Unit within the Development is
hereby declared to have an easement over all adjoining Units and the Common Area for the purpose of
accommodating any minor encroachment due to engineering errors,errors in original construction,settlement
or shifting of structures, or any other similar cause. There shall be valid easements for the maintenance of
such encroachments as long as they shall exist. Notwithstanding the preceding, in no event shall a valid
easement for encroachment be created in favor of an Owner or Owners if such encroachment occurred due
to the willful misconduct of such Owner or Owners. In the event a structure is partially or totally destroyed,
and then repaired or rebuilt,the Owners of each Unit agree that minor encroachments over adjoining Units
or Common Area shall be permitted and that there shall be valid easements for the maintenance of such
encroachments so long as they shall exist.
9.8 Easement for Photovoltaic Electrical System. The Declarant shall have a non-exclusive
easement over the Common Area, including, but not limited to, the roof of the building structure for
installation,operation,maintenance, repair and replacement of any photovoltaic electrical system.
9.9 Easements Reserved and Granted. Any and all easements referred to herein shall be deemed
reserved or granted,or both reserved and granted,as appropriate,by reference to this Declaration in a deed
to any Condominium.
ARTICLE 10 ENFORCEMENT
10.1 Violations as Nuisance. Every act or omission constituting or resulting in a violation of any
of the provisions of the Governing Documents shall be deemed to constitute a nuisance. In addition to any
other remedies which may be available, such nuisance may be abated or enjoined by the Association, its
officers, the Board or by any Owner. The Board shall not be obligated to take action to abate or enjoin a
particular violation if, in the exercise of its discretion,the Board determines that acting to abate or enjoin
such violation is not likely to foster or protect the interests of the Association and its Members as a whole.
10.2 Violation of Law. Any violation of a state,municipal or local law,ordinance or regulation
pertaining to the ownership, occupancy,or use of any property within the Development is hereby declared
to be a violation of this Declaration and subject to any and all of the enforcement procedures set forth herein.
10.3 Owners'Responsibility for Conduct and Damages. Each Owner shall be fully responsible
for informing his or her tenants,contractors and guests of the provisions of the Governing Documents,and
shall be fully responsible for the conduct,activities,any Governing Document violation of any of them,and
for any damage to the Development or the Association resulting from the negligent or intentional conduct
of any of thele. if a Condominium is owned jointly by two(2)or more persons,the liability of each Owner
in connection with the obligations imposed by the Governing Documents shall be joint and several.
10.4 No Avoidance. No Owner may avoid the burdens or obligations imposed by the Governing
Documents through non-use of any Common Area facilities or by abandonment of his or her Condominium.
10.5 Rights and Remedies of the Association.
(a) Enforcement Rights. The Association, its Directors, officers, or agents, and any
Owner shall have the right to enforce any and all provisions of the Governing Documents by any
proceeding at law or in equity,or through the use of such other remedies as are available and deemed
appropriate by the Board. Each remedy provided is cumulative and not exclusive. The Board shall
not be obligated to take action to enforce a provision of the Governing Documents if,in the exercise
East Spruce Commercial Condominiums
Inman Law Group,11P -29- 5/2/18 v5
3.1
of its discretion,the Board determines that acting to enforce the provision is not likely to foster or
protect the interests of the Association and its Members as a whole
(b) Member Not In Good Standing. Upon a determination by the Board, after prior
notice to the affected Member and an opportunity for a hearing,that such Member has violated any
provision of the Governing Documents including a failure to pay any Assessment when due, the
Board shall give notice in writing to such Member that he or she is deemed not to be a Member in
Good Standing. Such Member shall be deemed to remain in that status until such time as the Board
shall determine in writing that the violation which resulted in the Board's determination has been
cured or remedied or, on some other basis as in the judgment of the Board is just and proper, that
such Member shall again be deemed to be a Member in Good Standing of the Association. Such
Member shall be so notified in writing with a copy given to the Secretary.
(c) Imposition of Sanctions. In the event of a breach or infraction of any provision of
the Governing Documents by an Owner or his or her tenants, contractors, guests, or invitees, the
Board shall have the power to impose sanctions against the Owner. Such sanctions may include,
without limitation,the imposition of fines and/or the suspension of an Owner's rights as a Member,
including an Owner's voting rights or an Owner's right to use the Common Area except for ingress
and egress to the Owner's Unit. Except as provided in Section 10.7,below,imposition of sanctions
shall be effective only after the Board has complied with California Civil Code Section 6850. The
payment of any such fine may be enforced as an Enforcement Assessment as provided in Section 6.8
of this Declaration as well as in any manner permitted by law. Further, each Owner shall be
obligated to pay Reimbursement Assessments levied by the Board for reimbursement of any costs
incurred by the Association relating to violation of any provisions of the Governing Documents by
such Owner,or his or her tenants,contractors, guests,or invitees.
(d) Inadequacy of Legal Remedy. Except for the non-payment of any Assessment levied
pursuant to the provisions of Article 6 of this Declaration,it is hereby declared that a remedy at law
to recover damages for a default in the performance of any of the terms and provisions of any of the
Governing Documents or for the breach or violation of any such provisions is inadequate and that
the failure of any Owner or an Owner's tenants, guests, or any other occupant or user of any of the
property within the Development to comply with any provision of the Governing Documents may
be enjoined in any judicial proceedings initiated by the Association, its officers or Board,or by any
Owner or by their respective successors in interest.
(e) Limitation on Disciplinary Rights. The Association shall not have the power and
authority to cause a forfeiture or abridgment of a Member's right to the full use and occupancy of
his or her Unit as the result of the failure by such Owner, or his or her tenants, agents, guests, or
invitees to comply with any provision of the Governing Documents, except where such forfeiture
or abridgement is the result of the judgment of a court of competent jurisdiction,a decision arising
out of an arbitration proceeding,or a foreclosure or sale under private power of sale for failure of
such Owner to pay Assessments levied by the Association pursuant to Article 6 of this Declaration.
The provisions of this subsection shall not affect the Association's right to impose fines or monetary
penalties or to suspend an Owner's membership rights,as provided in the Governing Documents.
10.6 Disciplinary Rules. The Board or a committee appointed by the Board for that purpose may
adopt rules and regulations that further elaborate upon and refine procedures for conducting disciplinary
proceedings and otherwise imposing sanctions upon Members for violation of provisions of the Governing
Documents. Such rules, when approved and adopted by the Board, shall be deemed to be a part of the
Association Rules provided for in, and constituting a part of,the Governing Documents.
Eat Spruce Commer6al Condominiums
Inman Law Croup,LLP -30- 5/2/18 v5
35
10.7 Emergency Situations. The following shall constitute emergency situations: (i) an
immediate and unreasonable infringement of or threat to the safety or peaceful enjoyment of Occupants of
the Development, (ii) a traffic or fire hazard, or (iii) a threat of material damage to or destruction of the
Development or any portion thereof. Notwithstanding any other provisions of the Governing Documents,
under circumstances involving conduct that constitutes an emergency situation, the Association may
undertake immediate corrective action. Hearings with respect to such corrective action shall be held
following the corrective action in accordance with the Association's Governing Documents, and no
disciplinary action may be taken without compliance with the Association's Governing Documents.
10.8 Non-Waiver. Failure to enforce any provision of the Governing Documents at anytime shall
not be deemed a waiver of the right to do so thereafter with respect to the same or any other violation of any
provision of the Governing Documents.
10.9 Notices. Any notices required or given under this Article shall,at a minimum,set forth the
date, time, and location of any hearing, a brief description of the act or omission constituting the alleged
violation of the Governing Documents, a reference to the specific Governing Document provision or
provisions alleged to have been violated,and the sanction,disciplinary action,or other enforcement action
being contemplated by the Board, if any. The notice shall be in writing and may be given by any method
reasonably calculated to give actual notice to the affected Member;provided,however,that if notice is given
by mail, it shall be sent by first-class mail,postage prepaid, sent to the most recent address for the affected
Member as shown on the records of the Association.
10.10 Costs and Attorneys'Fees. In the event any action is taken to enforce any of the provisions
of the Governing Documents, the prevailing party shall be entitled to recover the full amount of all costs
incurred, including attorneys' fees, in enforcing any Governing Document provision. The remedies of the
Association to recover the amount of such costs and attorneys' fees shall include, without limitation, the
imposition of a Reimbursement Assessment as provided in Section 6.7 of this Declaration.
10.1 1 Indemnification. Each Owner,by acceptance of his or her deed,agrees for himself or herself
and for his or her tenants, guests or invitees, to (i) indemnify each and every other Owner for, (ii) to hold
each and every other Owner harmless from,and(iii)to defend each and every other Owner against,any claim
of any person for personal injury or property damage occurring within the Unit of such Owner,except that
such Owner's liability may be diminished to the extent that the injury or damage occurred by reason of the
negligence of any other Owner or person temporarily visiting in such Unit or is fully covered by insurance.
ARTICLE 11 DAMAGE OR DESTRUCTION AND CONDEMNATION
11.1 Damage to the Common Area Improvements and Units. if any portion of the Development
that is insured for the benefit of the Association is damaged or destroyed by fire or other casualty, all
available insurance proceeds shall be paid to or on behalf of the Association,as agreed to by the Board,and
the repair and rebuilding of the Development shall be in accordance with the following provisions:
(a) Insurance Proceeds Equal or Exceed 80%. if the amount of available insurance
proceeds is at least eighty percent(80%)of the cost of repairing or rebuilding the damaged property
to its original design and specifications,or if the deficiency in insurance proceeds does not exceed
$20,000, the Board shall contract to repair or rebuild the damaged portions of the Development,
including those portions of the damaged Units which are covered by the Associations' insurance.
In the event the insurance proceeds are insufficient to pay all of the costs of repairing and rebuilding,
the Board shall levy a Reimbursement Assessment against all Owners to make up any deficiency.
East Sprue Commercial Condominiums
Inman Iaw Group,LLP -31 - 5/2/18 v5
(b) Insurance Proceeds Less Than 80%. In the event of any damage or destruction not
subject to subsection 1 1.1(a),the Board shall obtain bids from responsible contractors to restore the
Development, including all damaged Units and all damaged portions of the Common Area, to its
condition immediately prior to such damage or destruction. Following the receipt of the bids, the
Board shall calla special meeting of the Members to consider the bids. At such special meeting,the
impacted Members shall accept or reject such bids by a vote of a Simple Majority.
(i) In the event a bid is accepted, the Board shall levy a Special Assessment
against all Owners pursuant to Section 6.6 to make up the deficiency between the total
insurance proceeds and the contract price for such repair or rebuilding. All insurance
proceeds, including any proceeds subject to liens of Lenders, shall be used for such
rebuilding or repair.
(ii) In the event all bids are rejected, the Board shall recommend such
alternative reconstruction of the damaged or destroyed Improvements at a lesser cost as it
deems reasonable or adequate, which alternatives shall be placed to bid and voted in the
same manner indicated above. In the event that no such alternatives are accepted by all of
the Members,the Board,with the approval of the Lenders as provided in Article 12,below,
is empowered, as the agent for all Owners, to sell the entire Development, including all
Units and the Common Area in its then present condition,on terms satisfactory to the Board.
In the event of such sale,the proceeds from the sale and the insurance proceeds received by
the Association on account of the destruction of Development shall be distributed by the
Association among Owners according to the respective fair market values of the Units at the
time of the destruction as determined by an independent appraisal pursuant to Section 11.3
below, and exclusive of Owner's trade fixtures, equipment, furniture, and other personal
property.
11.2 Condemnation of Common Area. If at any time all or any portion of any Common Area,or
any interest therein, shall be taken by right of eminent domain or by private purchase in lieu of eminent
domain,the entire award in condemnation or proceeds from the private purchase, to the extent such award
or proceeds is not apportioned among the Owners by court judgment or by agreement between the
condemning authority and each of the affected Owners,shall be paid to the holder or holders of the fee title
to such area as their interests may appear according to the respective fair market values of the Units at the
time of the taking,as determined by independent appraisal pursuant to Section 11.3 below and exclusive of
Owner's trade fixtures, equipment, furniture, and other personal property. Any such award to the
Association shall be deposited into the operating fund of the Association. The Association shall represent
the interests of all Owners in any proceeding relating to such condemnation to the extent such Owners have
any interest in the Common Area.
11.3 Appraisals. Where the provisions of this Article require an independent appraisal of
property, said appraisal shall be made by an independent real estate appraiser selected in the discretion of
the Board and who shall be a member of the Institute of Real Estates Appraisers or other nationally
recognized appraiser organization and who shall apply its or such other organization's standards in
determining the value of fair market value of each condominium.
East Spmcc Commercial Condominiums
Inman Law Gmup,LLP -32- 5/2/18 v5
ARTICLE 12 PROTECTION OF LENDERS
12.1 Amendments Affecting Lenders. No amendment of this Declaration shall affect any of the
rights of the holder of any Lender's lien which is made in good faith and for value, if such Lender's lien is
Recorded prior to the Recording of such amendment.
. 12.2 Default by Owner; Lender's Right to Vote. In the event of a default by any Owner under a
deed of trust encumbering such Owner's Condominium,the Lender shall,upon: (a)giving written notice to
the defaulting Owner; (b) Recording a Notice of Default in accordance with California Civil Code
Section 2924;and(c)delivering a copy of such Recorded Notice of Default to the Association,have the right
to exercise the vote of the Owner at any regular or special meeting of the Association held only during such
period as such default continues.
12.3 Breach; Obligation After Foreclosure. No breach of any provision of this Declaration by
Declarant, the Association or any Owner shall impair or invalidate the lien of any Recorded deed of trust
made in good faith and for value and encumbering any Condominium. Declarant, Owners, and the
Association and their successors and assigns,shall be obligated to abide by all of the covenants,conditions,
restrictions,limitations,reservations,grants of easements,rights,rights-of-way,liens,charges and equitable
servitudes provided for in this Declaration with respect to any person who acquires title to or any beneficial
interest in any Condominium through foreclosure, trustee's sale or otherwise.
12.4 Effect of Federal Anti-Deficiency Act. Notwithstanding any other provision of the
Governing Documents,the Association and each Owner and Lender acknowledge and agree that if the U.S.
Small Business Administration, an Agency of the United States Government ("SBA") is assigned or
otherwise obtains any interest in a lien or Ownership of any Condominium, SBA shall not be obligated to
perform,and shall be completely relieved from,any obligation under the Governing Documents to the extent,
and only to the extent,that such performance would constitute a violation of the Federal Anti-Deficiency Act
(USC Title 31, Subtitle 11, Chapter 13, Subchapter 111, Section 1341). SBA shall be deemed a third-party
beneficiary of this Section 12.4.
12.5 Governing Law With Respect to SBA Matters. Notwithstanding any other provision of the
Governing Documents,the Association and each Owner and Lender acknowledge and agree that if the SBA
is seeking to enforce any document evidencing or securing any interest in a Condominium, the document
shall be interpreted and enforced under federal law, including SBA regulations and to the extent not
inconsistent therewith,the laws of California without regard to its choice of law principles. SBA may use
State or local procedures for filing papers,Recording documents,giving notice, foreclosing liens and other
purposes. By using such procedures,SBA does not waive any federal immunity from State or local control,
penalty,tax,or liability. No borrower or guarantor may claim or assert against SBA any local or State law
to deny any obligation, defeat any claim of SBA, or preempt federal law.
12.6 Right to Examine Books and Records of the Association. All Lenders, insurers and
guarantors of any deeds of trust for any Condominium shall have the right, upon written request to the
Association, to:
(a) Association Records. Examine current copies of the Governing Documents and the
Association's books, records and financial statements, during normal business hours;
(b) Financial Statements. Require the Association to provide an audited statement for
the preceding fiscal year at no expense to the requesting entity; and
East Spruce Commercial Condominiums
Inman law Group,UP -33- 5/2/1 S v5
3`
(c) Notice of Meetings. Receive a written notice of all meetings of the Association and
designate a representative to attend all such meetings.
12.7 Declaration to Conform With Lender Requirements. It is the intent of this Article that the
Governing Documents and the development in general,shall now and in the future meet all requirements of
any Lender intending to secure its mortgage by a Unit or necessary to purchase, guarantee, insure or
subsidize any mortgage of a Unit by a Lender. The provisions of this Article may be amended solely by the
vote of the Board in order to conform to any requirements of a Lender.
ARTICLE 13 DECLARANT'S DEVELOPMENT RIGHT
13.1 Declarant's Right to Develop the Development. The Association and Owners shall not do
anything to interfere with the right of Declarant to subdivide, sell,or rent any portion of the Development,
or the right of Declarant to complete excavation, grading, construction of Improvements or other
development activities to and on any portion of Development 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 the Development so long as any Condominium or any portion of the Development is
owned by Declarant. Such right shall include, but shall not be limited to, all grading work as may be
approved by the City or other agency having jurisdiction,and erecting, constructing and maintaining on or
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 Condominium, hereby acknowledges that any construction or installation by
Declarant may impair the view of such Owner,and hereby consents to such impairment.
13.2 , Use of Common Area by Declarant. Declarant may enter upon the Common Area to
complete the Development,improvement and sale of Condominiums and the construction of any landscaping
or other Improvement to be installed on the Common Area. Declarant shall also have the right of
nonexclusive use of the Common Area 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 tenninate on the date on which Declarant no longer owns any
Condominiums within the Development. Such use shall not unreasonably interfere with the rights of
enjoyment of the other Owners as provided herein and all direct costs and expenses associated with
Declarant's sales and promotional activities (including, without limitation, any costs or expenses required
to clean or repair any portion of the Common Area that are damaged or cluttered in connection with such
activities) shall be borne solely by Declarant and any other sponsor of the activity or event. The rights
reserved to Declarant by this Section shall extend to any employee, sales agents, prospective purchasers,
customers and/or representatives of Declarant.
13.3 Amendment of Development Plans. Declarant may amend its plans for the Development
and apply to the City for approval for changes in zoning, use, and use permits, for any property within the
Development.
13.4 Disclaimer of Declarant's Representations. Anything to the contrary in this Declaration
notwithstanding, and except as otherwise may be expressly set forth in a Recorded instrument with the
County Recorder, Declarant makes no warranties or representations whatsoever that the plans presently
envisioned for the complete development of the Development may or will be carried out, or that any land
now controlled or owned or hereafter controlled or acquired by Declarant is or will be subjected to this
Declaration, or that any such land (whether or not it has been subjected to this Declaration) is or will be
committed to or developed for a particular(or any)use,or that if such land is once used for a particular use,
such use will continue in effect.
East Spruce Commercial Condominiums
Inman law Group,LLP -34- 5/2/18 v5
�I
13.5 No Amendment or Repeal. So long as Declarant owns any portion of the Development,the
provisions of this Article may not be amended or repealed without the written consent of Declarant.
ARTICLE 14 AMENDMENT
14.1 Amendment Before First Conveyance. Subject to the provisions of subsection 14.2(c),
below,before the conveyance of the first Condominium within the Development to a purchaser other than
Declarant, this Declaration and any amendments to it may be amended in any respect or revoked by the
execution by Declarant of an instrument amending or revoking this Declaration. The amending or revoking
instrument shall make appropriate reference to this Declaration and its amendments and shall be Recorded.
14.2 Amendment After First Conveyance. After the conveyance of the first Condominium within
the Development to a purchaser other than Declarant, this Declaration may be amended or revoked in any
respect upon compliance with the following provisions:
(a) Member Approval Requirements. Except as provided in this Section, any
amendment to this Declaration shall be approved by the vote or assent by written ballot of a majority
of the Total Voting Power of the Members. Notwithstanding the foregoing,the percentage of the
voting power necessary to amend a specific clause or provision of this Declaration shall not be less
than the percentage of affirmative votes prescribed for action to be taken under that clause. .
(b) Additional Approvals of Declarant for Amendments to Particular Provisions. For
so long as Declarant owns a Condominium within the Development,the provisions of Articles 13,
14 and 15 may not be amended without the prior written consent of Declarant.
(c) Additional Approval of City for Amendments to Particular Provisions. The
provisions of Section 2.13, 5.3, this subsection 14.2(c), and Section 15.1,and any other provision
to comply with a condition of approval shall not be amended without the prior written consent of the
City.
(d) • Right of Amendment if Requested by City. Anything in this Article to the contrary
notwithstanding, Declarant reserves for itself and for the Association the right to amend all or any
part of this Declaration to such an extent and with such language as may be requested by the City
to reflect a modification of the development permits which requires a conforming amendment to this
Declaration. Any such amendment shall be effectuated by the Recordation, by Declarant, of a
Certificate of Amendment duly signed by or on behalf of the authorized agents, or authorized
officers of Declarant, or the Association as applicable, with their signatures acknowledged,
specifying the City requested the amendment and setting forth the amendatory language requested
by the City. Recordation of such a Certificate shall be deemed conclusive proof of the City's request
for such an amendment,and such Certificate, when Recorded, shall be binding upon all of the real
property comprising the Development and all persons having an interest therein.
(e) Right of Amendment by Board. The Board may, without the approval of the
Members, amend any part of this Declaration to the limited extent necessary to comply with a
change in applicable federal, state or local legislation,and to correct typographical errors.
14.3 Effective Date of Amendment. The amendment will be effective upon the Recording of a
Certificate of Amendment,duly executed and certified by any two(2)officers of the Association setting forth
in full the amendment so approved and that the approval requirements this Article have been duly met. If
East Spruce Commercial Condominiums
Inman Law Group,LLP -35- 5/2/18 0
1 `
the consent or approval of any governmental authority,mortgagee,Lender or other entity is required under
this Declaration to amend or revoke any provision of this Declaration,no such amendment or revocation shall
become effective unless such consent or approval is obtained.
14.4 Reliance on Amendment. Any amendments made in accordance with the terms of this
Declaration shall be presumed valid by anyone relying on them in good faith.
ARTICLE 15 GENERAL PROVISIONS
15.1 Term. This Declaration continues in full force and effect unless an amendment terminating
this Declaration is unanimously approved by the Owners and Recorded in accordance with Article 14,above.
15.2 Severability. The provisions of this Declaration shall be deemed independent and severable,
and the invalidity or partial invalidity or unenforceability of any provision hereof shall not invalidate any
other provisions hereof.
15.3 Liberal Construction. The provisions of this Declaration shall be liberally construed to
effectuate its purpose of fostering a plan of community ownership and occupancy and of management of the
Development for the benefit of the community.
15.4 Statutory References. Any reference to a California or federal statute, code or regulation
shall also incorporate and include any successor statutes or laws.
{The remainder of this page intentionally left blank.}
East Spruce Commercial Condominiums
Inman Law Group,LLP -36- 5/2/18 v5
LI
DATED: MAv 3 , 2018. DECLARANT:
SPRUCE PARTNERS, LLC
a California limited liability company
By: (. ee '_Q L�
Name: Q�
Title: _Mv-,a.a ►�,a M>°_m�c
A notary public or other officer completing this
certificate verifies only the identity of the
individual who signed the document to which this
certificate is attached, and not the truthfulness,
accuracy,or validity of that document.
STATE OF CALIFORNIA )
)SS
COUNTY OF FRESNO )
t� -y /
On —24) ,201�before me, �'U�/ll ,a Notary Public,personally appeared
AlAAj Z) . i/ i G who proved to me on the basis of satisfactory evidence to be the
person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the
instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument.
1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNES . y hand and offici eal.
DARRYLEVANS
Notary Public -California
Z •"� Fresno County =
Nota lic — Commission #2156752
My Comm.Expires Jun 16,2020
East Spruce Commemal Condominiums
Inman law Group,LLP -37- 5/2/18 v5
EXHIBIT "A"
LEGAL DESCRIPTION OF THE DEVELOPMENT
All of the Units,Association Common Area and Condominium Common Area as shown on
the Condominium Plan for East Spruce Condominiums,Recorded onSuN/z-
2018, in Volume Vof Plats, at Page?LIIKI A30rds of Fresno County, and further being
described as Parcel A as shown and designated on that certain Parcel Map No. 2017-11
Waiver Certificate, Recorded on1 U6_ 2018, as Document No.
201 -Qolo�t93y, Official Records of Fresno,California.
I'2