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ATTENTION REALTORS______

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ATTENTION REALTORS______ Powered By Docstoc
					 ATTENTION REALTORS!!!!!!

Please read the following instructions carefully!

All required documents MUST be completed and
 turned in to the management company prior to
  requesting a board interview with the buyer.

  An interview with the Board of Directors is
        required before closing escrow.

 Please plan your escrow dates accordingly as it
  may take 2-3 weeks to get an interview date.

    Any questions should be directed to the
                management:


      Associa/Massingham & Associates
      2542 South Bascom Ave., Suite 170
            Campbell, CA 95008

               Ph: 408-540-5050
               Fax: 408-371-5130

               Massingham.com
Twin Pines Cooperative Community
                                                 C/o Associa/Massingham & Associates
                                                     2542 South Bascom Ave., Suite170
                                                                 Campbell, CA 95008
                                                                 Phone: 408-540-5050
                                                                    Fax: 408-371-5130

         REALTOR INSTRUCTIONS & DISCLOSURES
January 12, 2011

Re: Twin Pines Cooperative Community

Dear Realtor:

We are pleased that you are in the process of selling a unit at Twin Pines Cooperative
Community. We would like to take this opportunity to provide you with some
instructions to make your transaction process easy.

   1. The Seller(s) are to provide a complete Association disclosure package to the
      Buyer(s). The Association disclosure package can be ordered by going to
      www.massingham.com.


   2. Escrow shall be at:
                              North American Title Company
                              Pamela Mannia, Escrow Officer
                              910 Campisi Way, Suite 1E
                              Campbell, CA 95008
                              Phone: (408) 558-8200 ext. 15
                              Fax: (408) 558-8207
                              pmannia@nat.com

   3. When the termite inspection report has been completed, please forward a copy to
      the management company, Associa/Massingham & Associates.

   4. When the Buyer(s) have received loan approval and have submitted the following
      documents, signed by the Buyer(s): Disclosure Release, Tax Liability, Drug Free
      Housing, Borrower Summary, and Personal Insurance Disclosure; the realtor
      should contact the management company to schedule an interview with the Board
      of Directors and the Buyer(s). Please plan your escrow closing date accordingly.
      It may take 2- 3 weeks for the Board of Directors to agree on a date/time for the
      interview. Please have patience as the Board of Directors is made up of an elected
     group of homeowners who have volunteered their time to represent the
     community.

  5. Prior to the escrow closing date, a final inspection is to be scheduled with Twin
     Pines Cooperative Community maintenance staff. This can be arranged by
     contacting the management company. The inspection report will outline all items
     covered by the Cooperative and all non standard items (upgrades) in the unit that
     the Buyer(s) will be responsible for maintaining when they purchase a share in the
     Cooperative. Funds for items not completed with Twin Pines specifications will
     be held in escrow for completion at a rate of two times the estimated cost. Unused
     funds will be returned to the party who has paid them upon completion of repairs.

  6. At closing, the Buyer(s) will be asked to sign the Occupancy Agreement. A copy
     will be provided to the Buyer(s) and a copy will be held on file with Twin Pines
     Cooperative Community. Twin Pines Cooperative Community will issue a stock
     certificate in the new owner’s name. Please provide the management a statement
     of how the name and vesting shall read on the stock certificate.




Twin Pines Cooperative Community
                                              C/o Associa/Massingham & Associates
                                                 2542 South Bascom Ave., Suite 170
                                                              Campbell, CA 95008
                                                              Phone: 408-540-5050
                                                                Fax: 408-371-5130
                             Disclosure Release Form

The Buyer understands that there may have been alterations to the unit that the Manager,
Staff, or Board of Directors has no knowledge of. It is the responsibility of the Seller to
acknowledge any such changes prior to the close of a sale directly to the prospective
Buyer.



Buyer ______________________                  Buyer ______________________
           (Print)                                           (Print)



Buyer ______________________                  Buyer ______________________
               (Signature)                                   (Signature)




Seller ______________________                 Seller ______________________
            (Print)                                          (Print)



Seller ______________________                 Seller ______________________
               (Signature)                                   (Signature)




Twin Pines Cooperative Community
                                                  C/o Associa/Massingham & Associates
                                                     2542 South Bascom Ave., Suite 170
                                                                  Campbell, CA 95008
                                                                  Phone: 408-540-5050
                                                                    Fax: 408-371-5130
        Notice to Prospective Twin Pines Shareholder(s)
      Your County Tax Liability as Twin Pines Cooperative
                   Community Shareholder(s)

All prospective shareholders should be aware that Twin Pines units are taxed by Santa
Clara County the same as single family residences and condominiums. The yearly
property taxes will be approximately 1.25% of your purchase price plus the increase in
valuation allowed under Proposition 13 in subsequent years. Supplemental taxes, which
are separate from regular taxes, are a factor in the first year.

Please contact the Assessor’s Office for all matters relating to property taxes.




Buyer __________________                      Buyer __________________
               (Print)                                        (Print)


Buyer __________________                      Buyer __________________
               (Signature)                                    (Signature)



Date __________________                       Date __________________




Twin Pines Cooperative Community
                                                  C/o Associa/Massingham & Associates
                                                     2542 South Bascom Ave., Suite 170
                                                                  Campbell, CA 95008
                                                                  Phone: 408-540-5050
                                                                    Fax: 408-371-5130
                                Drug Free Housing
                         (Amendment to Occupancy Agreement)
The Occupancy Agreement between Twin Pines Cooperative Community as the member
whose signature appears below is hereby amended by the addition of the following
paragraphs restricting drug and other criminal activity.

Restrictions for Drug and Criminal Activity
   A.) No Criminal/Unlawful Activity. The shareholder(s) agrees that the
       shareholder(s) and shareholder’s household or guests must not engage in or
       permit:
           1. Any criminal activity including drug-related activity, whether in the unit or
             elsewhere on the or near the premises; or
           2. Any other unlawful activity in the unit or elsewhere on or near the
             premises.
   B.) Shareholder Responsible for Household and Guests. With respect to unlawful
       or criminal activity, including drug-related criminal activity, the Shareholder
       acknowledged responsibility for the actions of himself/herself, all individuals
       listed in this agreement or listed on a household composition, and guests while
       said individuals are within the confines of the Shareholder’s dwelling unit or on
       the property of the Cooperative.
   C.) Definition. The Shareholder acknowledges that drug-related activity includes but
       not limited to:
           1. Possession, usage, distribution, transportation, sale manufacture, or storage
             of illegal drugs or drug paraphernalia.
           2.Conviction of violating any state of federal laws relating to illegal drugs,
             and/or drug paraphernalia.
   D.) Default. The shareholder agrees that any single violation of this amendment shall
       constitute an immediate default under the occupancy agreement and any of its
       amendments and shall constitute grounds for termination of the occupancy
       agreement and membership in the Cooperative. The shareholder further agrees
       that conviction in a court of law is not required to create a default under this
       amendment but that the Cooperative shall have the sole right to make such
       determination based on the facts known and available to it.

Buyer __________________ Buyer __________________ Date______________
            (Print)                  (Print)

Buyer __________________ Buyer __________________ Date______________
            (Signature)              (Signature)
Twin Pines Cooperative Community
                                                 C/o Associa/Massingham & Associates
                                                    2542 South Bascom Ave., Suite 170
                                                                 Campbell, CA 95008
                                                                 Phone: 408-540-5050
                                                                   Fax: 408-371-5130

                      PERSONAL INSURANCE DISCLOSURE
The cooperative advised the undersigned shareholder that the cooperative carries general
hazard and liability insurance to protect the property of the cooperative but does not
insure the personal property or interests of the undersigned shareholder.

The undersigned shareholder acknowledges that he/she has been advised that the
cooperative does not insure the shareholder’s personal property or interests. The
shareholder is further advised to carry homeowner’s or renter’s content insurance which
covers replacement cost of the shareholder’s personal property, temporary housing, and
liability insurance to reimburse the cooperative or other shareholders for any losses
caused by the undersigned shareholder.

The shareholder further acknowledges that he/she has been advised that he/she is liable to
the cooperative for any uninsured losses caused by fire, flood, or any act of the
shareholder to the extent such loss is not covered in the general hazard or liability
insurance carried by the cooperative.




Buyer __________________ Buyer __________________ Date______________
            (Print)                  (Print)


Buyer __________________ Buyer __________________ Date______________
            (Signature)              (Signature)




BORROWER SUMMARY

I. Borrower Information

Borrower’s Name_____________________ SSN: _______________          H Phone# _____________
Email _________________________                                    B Phone# _____________

Co-Borrower’s Name     _____________________ SSN: _______________ H Phone# _____________
Mailing Address_________________________________________________________________________
______________________________________________________________________________________
II. Property Information

Property Address ________________________________________________________________________
______________________________________________________________________________________

Occupancy Status        Primary Residence          Sales Price             ______________
                        Second Home                Down Payment/Equity     ______________
                        Investment Property        Loan Amount             ______________

III. Mortgage Information

Note Information
Loan Amount           ____________________                   First
Loan Rate             ____________________                   Second
Term (in months)      ____________________
Due (in months)       ____________________
Monthly payments      ____________________

IV. Twin Pines Information

Qualifying Ratios                    Loan-to-Value Ratios   Total Monthly Income __________
Primary Housing Expense/Income ______% LTV _______%         Total House Expense __________
Total Loan/Obligations/Income  ______% Total LTV_______%    Other Payments       __________

V. Current Employment Information

Occupation                    Employer Name                 How Long                Income




VI. Other Source of Income
_____________________________________________________________________________________

VII. Comments
______________________________________________________________________________________
Twin Pines Cooperative Communitv
                                               C / o Asuocialh'lussinglianl & Associates
                                                     2542 South Bascom Ave., Suite170
                                                                   Campbell, CA 95008
                                                                   I'l~one: 408-510-5050
                                                                      Pnx: 408-371-5130



Date: August 2 1, 2004
To: All Twin Pines Members


It has come to our attention that members are uncertain as what to do when they
intend to sell their home now that we have property management. The below
instructions are for you if you intend to sell your home.

   1. Notify the Board in writing of your intent to sell. 1'111 your notice in the
       Twin Pines office mailbox.
   2. The Board will notify AssociaIMassingham Escrow Department or manager
   3 . Associa/Massingha~n  will:
         * Get the disclosure package for you,
          *
          :
         * Call you for an appointment to do the move out inspection and final
          :
            inspection,
         * Work directly with your Real Estate Agent, Banks, Escrow company,
          :
            anything required for you sale to be successful,
          * Notify the Board when an interview is to be set up with the Board and
          :
          +
            prospective buyer.



Sincerely,

Twin Pines Board of Directors

Intonnation updated 11201 1 to retlcct management change
CO-OPS
WHAT MAKES THEM SO DIFFERENT?
By Dana S. Marron, Esq.

Housing cooperatives or 'Co-ops," a mainstay of the East Coast housing
market, are a relatively unusual form of housing here in California. Their
presence in California, even in the Bay Area, where most are
concentrated, is often overshadowed by the much !arger number of
condominiums and attached or single-family planned developments in
our residential neighborhoods. As a result, the interests of Co-op
communities are often lumped in with those oi the greater population,
and there is a risk of the many characteristics that make the needs of co-
ops unique-important information of the directors, managers and
professionals who serve these organizations.

What are housing co-ops? They are a form of housing in which a
corporation holds title to real property, and the shareholders have t - e
right to occupy residential units in that property. Conceptually and
visually, co-ops and condos are often very similar: several apartment-like
units in one or more buildings, typically in a high-rise, in an urban area
(though co-ops can and crop u p in suburbia as well). But appearances
aside, co-ops and condos are not the same. What are their differences?
Arc they both really common interest developments subject to the Davis-
Stirling Common Interest Development Act? This article focuses on just a
few of the differences that make the operation of co-ops and their legal
needs unique in the world of community associations.



Co-ops, unlike condos, are generally not operated pursuant to a
declaration of covenants, conditions and restrictions ('CC&Rsn), a
recorded document that contain rules about assessments and
restrictions on what the homeowners can and c n t do on the property.
                                                 a'
Instead, in co-op housing, a lease (which might not be recorded]
describes the respective obligations of the sha-eholders and the board of
directors.

EI?CTION RIGHTS

The legal relationship between the co-op corporation and its shareholders
is similar to that of a landlord and tenant. One obvious similarity is the
operation of a lease that governs Lhe parties' rights and responsibilities.
firther, like a landlord, the co-op corporation owns the real property;
and, like a tenant, the shareholder h a s the right to reside in the building.
The distinction, however, is that in a co-op setting, the shareholder owns
a piece of the corporation and has the right to vote in the corporation;
thus, ultimately, the shareholder is far more powerful than a tenant.
Given this power, it is perhaps a surprising, but nonetheless true, that
many (though not all) co-op leases contain provisions, which authorize
the co-op corporation to evict shareholders who violate the lease.

Eviction is a harsh remedy, which can cause tremendous loss and
disruption in the shareholder's life and often triggers hostility.
Consequently, eviction comes with a high risk of challenge. Thus, the
power to evict should be used sparingly, if a t all, in cases of conduct
violations. To minimize liabiliy to rhe corporation, boards that do
exercise this authority must closely follow the procedures set forth in
their leases, providing the shareholder with ample notice and
opportunity to cure the lease violation. The co-op must also follow
applicable state law m d rent control ordinances (if applicable) and,
ideally, be able to show that remedies arc inadequate.

W t those caveats in mind, eviction may be an appropriate remedy in
  ih
certain limited circurnsrances. Indeed, in some cases, it seems that
eviction may be the only effective way to stop a chronically recalciuant
r e s i d k t -from violating the lease and other corporate documents and
policies. We caution co-op boards, however, to consult with their legal
counsel before A n g advantage of this remedy.

Do condos have the same right of eviction? In general, no. Homeowners
in a condominium project generally are at risk of losing their homes only
for delinquency in payment of assessments. The eviction case is much
stronger for a co-op than a condo, so long a s the requisite lease
provisions and facts a s present.

NO DAVIS-STIRLING ACT?
The Davis-Stirling Common Intercst Act is a body of law contain within
the California Civil Code that governs 'common interesr developments,"
defined a s "any of the following: (1) A community apartment project, (2)A
condominium project, (3)A planned development, (4) A stock cooperative.
(See Civil Code Section 1351 (c)):Thus, it is a commonly held belief that
all co-ops are subject to the Davis-Stirling Act. However, as discussed
below, there is a twist in the Davis-Stirling Act, which, intended or not,
has the effect of excluding many co-ops from its application.

Civil Coded Section. 1352 states that the Act applies ' n a common
                                                       ad
interest development is created" only if certain criteria are met,
including, among other things, that a 'declaration" has been recorded
against the property. As discussed above, in most cases, co-ops don't
have declarations (CC&Rs]; rather, they have lease and, in our
experience, these leases are often not recorded; therefore, at first glance,
it appear that in most cases, co-ops are not subject to the Davis-Stirling
Act.

The analysis, however, is complicated by the fact the according to the
definition of "declaration" pronounced in Civil Code Section 1351, a
document does not have to be labeled as a declaration in order to quallfy
a s such; rather, what constitutes a "declarationn depends on the content
of the document. Thus, determining whether a co-op is subject to the
Davis-Stirling Act requires a thorough review of the govenling
documents, a s well a s all other recorded documents relating to the co-op
real property, and a n understanding of how the Act applies to those
documents. The co-op's counsel should be able to perform this anavsis.

Some co-op boards are thrilled to learn that they are not subject to the
Davis-Stirling Act. No more 'Open Meeting Acfl No more annual budget
disclosures1 No more restrictions on pet policies! Still others are
disappoi~ted,believing that the Davis-Stirling Act offers a fair system
and organized structure for operating their communities. Yet even if a co-
op is not subject to the Davis-Stirling Act, in general, there is no harm in
following its provisions as guidelines and co-op's lease or bylaws cran be
drafted or amended (with the proper vote) to include the Davis-Stirling
Act rules. Still, it is a prudent and wise practice to know to which laws
you are answerable, and, for this reason, many co-ops choose to fmd out.

DIFFERENT NOTICE REQUIREMENTS

Another distinction between co-ops and condos is typically co-ops are
'general corpoiations" - not 'nonprofit mutual benefit corporations." A s a
result, most co-ops are subject to different provisions of the California
Corporations Code than are condominium associations. While there are
many similarities between the applicable codes, there are also some
meaningful distinctions. For exaniple, in the typical case where the co-op
is a general corporation and the condo is a nonprofit mutual benefit
corporation, the following differences exist;
   ( I ) The time period for noticing a special meeting of thc
         members/shareholders is shorter for co-c~ps    (10 to 60 days prior
         to the meeting) than for condos (10 to 90 days prior to the
         meeting);
    (2) A request by only 5 percent. of the membership of a
         condominium association is sufficient to trigger a duty to call a
         special meeting (provided the request is otherwise vaiid), whereas
         10 percent of the voting power is required for co-ops;
   (3)   Cumulative voting is mandatory in co-ops, but only available in
         condos if allowed in the bylaws.
While these differences might seem relatively minor, they are distinctions
that can make the difference between a v d d and invalid corporation
action.

While the concerns of co-op boards and their shareholders are often
similar to those of condo boards and members        - allocation of repair
responsibility, funding reserves, parking disputes, disclosurcs - the
operation of these two types of communities is different. This article
touches on only some of those distinctions. The key to avoiding liability is
to not make assun~ptions,to h o w which sets of laws apply to your
community, and to seek legal advice where necessary.
                           TWIN PINES COVER MEMO

              Applies to REVISED Occupancy Agreement

Dote:

To: Each Twin Pines Mernoer

READ:
Enclosed is the October XX)4 revised Occuponcy Agreement. -hese
revisions were made to comply with the Civil Codes as stated in the Davis
St'rling Act. Please read this cgreemen?before signing i l . After signing
please return it in the same envelope to the office. The manager will make a
                                                                      o
copy for you with the appropriate Twin Plnes Directors signatures F r your
records.

PROOF READ and SIGN:
There are a few changes to the Occupancy Agreement for the reasons
stated above we have UNDERLINED the changes for your convenience.
                     ...
In addition: on pg. # 1 states yoJr unit number, address and the date which
this ogreement is to be renewed.
In addition: on pg. #2 ...the amount of your current Association Fee is stated.
In addition: on Pg. #9 ...requires the signature of each member whose name
appears on the Share Certificate (each member signing this agreement must
occupy the unit we are a n owner occupied Corporation).

W would appreciate your returning this Occupancy Agreement to the
  e
office within a week from the date of this memo.

Thonk you for your cooperation.

The Board of Directon
                        TWIN PINES COOPERATIVE COMMUNITY, INC.
                                 OCCUPANCY AGREEMENT

        iHlS ACREEMEM made ord entered into thlr d          c  y of                   20
by and between Twin Pines Cooperallve ConmuniW. Irc. a Cclilcunia consumer cooperative
corporation. hefelnutter retened to a the CorpOrallOn. hovlng ik principal officeand pbce of
                                     s
business a1835 Pomeroy Avenue. Sonla Clora. Californiaarid
hereinafter referred to a Member. T h i i Coooeralive is o common inlerest develoDrnent ourruanl
                         s
to thena_vvk-SliriiiAct (Cal!tornio Cia Code 1363.5ol s-d
        WHEREAS. Ihe Corwalion has been formed la the purpose 01 acquirmg, wnlng and
operating a cocperative housing project 1 be iocoted ot Pwneroy Avenue n e a tlornestead
                                              3
Road. wilt? Ine intent that its rloclholders. he~cinoHer
                                                       called Members, shall have m e rig111lo
occupy the dwening unik Rcreot under lne lerms and conditions hereinafter sel lorth: and

      WHEREAS, the Member k the wner and holder of one Membership certificate of the
Caporation and has a kana fide htention to reside in the project a r d

       WHEREAS. the Memner h a s certiiled the accuracy of the statement made in hislher
apdicalion and agrees and oncierstands h e represenlotionsmade m the application are
substontiol and rnatwiol requirementso l hslher init'lolond 01 hislher continuing occuouncy:

         NOW. T E E O E lor valuable couideration. the receipt 01 which 6 hersay
                 HRF R.
acknawledged. and in further consideration of the mutual pomses cantaired herein. the
Corporation hereby lets the Member. and the Member hereby hires and takes from the
Corparotion. DweRing Unit N o . . bcoted at                                   O
                                                                             T HAVE ANDTO
H L said ckellinp unil upto h e Member. his 0( her executors. odminishatm and author~zed
 OD
assigns. on the terms and conditions set I*, herein and in the corporcte Articles and Bylaws of
T e Corporation and any rdes and regulalions of the Corporation n o w or hereaiter adapted
 h
pwuont thereto, from h e date ol t h i Agreement, tor o term terminating MI
renewobe thereafter for succesive three.year periods under lhe condifionr povided herein.

 RI L
A TC E 1.        OTL                       R PR            SES ET.
                M N H Y ASSOCIATION FEES. P O E V TAX AND A S S M N S

        Commencing ot the fine indicated in Wlicle 2 hereof,the Member ogrees lo pay to the
Corporation o monthly swn rerered lo herein as "Associafion Foes.' Association fees shan cover
the ldlowng annbal expenses. but not lirniled la the Idlowing:

                  h
                T e cosl ol all operating expenses of the prqect and services furnished.
                  h
                T e cosl of necessary monagemeniand adrninistrolian.
                  h
                T e amount of nll laxes and ossersrnents levied against the Cooperative or which
                it is requied to pay. excbding ony laxeswhich mernbms me individually
                responwble tor.
                T e cosls 01 Re and ex:ended coverage Insurance on l t ~ e
                  h                                                          proiecl ond such otnel
                 Instxonce or the Corpofalion may etfecl.
                  h
                T e cost of lunishlng water. garbage. ond hash removal and other utilities. If
                 furnished by the Corporation.
                 All reserves set up by me Doad ol Ditectors. including the ger)eraloperatirig
                reserve and the reserve lor replacement.
                 Ihe erllmated cost ol repoirs. mainlenance and repiacemenl ol the fYoiec1
                paperhl lo be made b y the Catparation.
                                                           n
                 Any ether expenses ol the c o r ~ n a t i approved by tne Board s l Dnectm
                including operatin3 defiiencks. if uny. for Mar periods.
I    ASSOCoAilOV FEES. The Bwrn st Ouwlors %no#             n                Feel
                                                    estuo~sh ontr y A%soc~a'~on upon on
     orlrnual operolna bvnget forrnclly odopled by the Boad except a provdad m Section 2 ol
                                                                     s
                                              hR                          o
     this Article. The &nth& Associgtion F ~ s Io be divided ~oportlonotely   m Ihe
     Members.

     All g r o ~ ~ ltaxes hcludma cnwaes onu lees levqea b9 or mrOu3h the Counw sholl b~
                     tv
     gncxoted semotelr either b v the Boaro 01 b r e c f o n a the Counh, lox C o l t u l a m
     gccordonce win s:ole .ocal kw.

2.   LIMITATIONSON AS5KIA:ION F E B . The Board of Directors shall no1impose on paociation Fee
     thot n mote then twenly percenl (20%)    greater lhon the respechve Auoclolion Fee fa lhe
     Corpo~olion's preceding hscol yea. without the oppoval of the Members costing a mojwib'ot
     the votes, ond except in emergency siluatlons. d e f i w d as any one of tlx? loticwing:
         (a)     An extrowdincry expense necessary to tepair oc maintain the common area
                 where o !heat lo personal safety is discovered:
         (b)     An extroordinaiy expense necessary to repair or rnointoin the common area that
                 c o w not have been rwasonably foreseen by the Board in oreporing and
                 distribuling the arrnucl prolocrnc budget.

       Priw to rnpositlor 01 cn ossessrnent Increase lor un!weseeable expenses tne Bocrd shcll
pas a resolution contoiring witten (Indings as to the recesrity ol the expense and why the
exDense was not or could nor hove been foreseen. The resolution must b e dishibuted to the
Members with the Notice of Assessment.

       Until iurttier nolice lrom the Corporation. the monthly Associatian Fees foc me obove
m4nlioned dwelling unit shall b e $

                SES ET
     SPECIAL A S S M N . In ocldition lo the Association Fees authctized obove. the Corporation
                        So                                                             tc
     may levy. in any T C l year. a Specid Assessment rSpeciol Assessment") op~licuble ttlof
     yeor tor the purpose of defraying h whole or in part the common expenses of the Cormrotion
                          s
     tot any fiscal year a wescribed in the OccuDon~y   Agreernenr. Any Special Assesment shall
     be levied cgairut each 01 the Members in equd omounts and moy be enforced in lhe some
     manner as the Asjociation Fees.

      LIMITATION ON SPECIAL A S S M N . In any firco year. the Word of Directors m y not.
                               SES ET
      without the vote c 'Mitten oszenl 01 o mojaily 01 the voting Members of the Cor~mation
                       f                                                                       and
      except in emergency situations as defined i Section 2 above. levy Special Assessment l c
                                                 n
      dehay the cost: of any action or uriawlakirg on behall ot lhe Corpcxullonwhich in the
      aggregate ore of five petcent (5%) ot me budgeted gross lor lhot k c a l vea. Soeciol
      grsersment thot bin the ocmreoate is tive oercent (5%)or less than 15x1 of the budaet GlLQS

5.    INDIVIWALSPECIALASSESMENI. lhe Capora!ion may levy cn ir.dividuot Special Assessment
      ("hdivlduol Special Assesrrnenr') ogainst a Memoer in order to obloin reimbursement of funds
      expended by theCorpaotion provided Ihol wch on Individual Special Assessment may only
                             the              for
      be levied to rein~bdje Corporotio~ costs incured n bringing the Member and hblher
      Membership into compl~once    with provlslons of lhe aylam. OccuponCy Agreement and
      Declorotion of the Corporation. including Itle cosls ol any repalrs tor wkh Ihe Member is
      responsible according to me p f o v w s 01 the 8y(owr and Occupancy Agreement.

 4    DELlNQUENi ASSOCIAIION&S                                                    .
                                        AND ASSESSMEKIS. AssOcioticn F ~ s Sp&Ol ~ssessrnents.
                                               .
      ond Individual Speckil A s s e s ~ n l s (nefeinattercdectively ond indivirjuolh.relensd to 0 s
      'Assesrrnenls") shoH be delinquent. pusuant to Civilcode Seclin 1366.lateen (15) days O W      E
       they become due. If an ossess,'nent is delinquent lhe C o r p o r ~ l i ~ n recover 01 of the
                                                                               may          1
                Qdilocnio C~vj
       followr~g:               Coae Section 1346,Ql
         (01     ReasOMMe costs imuned in lhe collection of delinquent Assesmenl. including
                 reosonaMe oltai>ev'slees.
         I       A late charge or moy b e deretmiwd hy the Boord but no1 lo exceed !en Deicer,!
                 (10%) 01 the dehnquenl Assessment oc Ian ddlors ($13.001.whichever i s greoler.
         (Cl     InlereSt in oll sum imrxlsed in accordonce with this section. including the
                                                                              .
                 delinquent Assessment. reosonoble costs 01 c o l l ~ f i i n ond b t e charger. o l on
                                                         I%
                                                         (
                 annuol percent rote o l lweive percent ? )   commencing they I301 days otter
                 ?fie Assesmenl becomes due.

         IfOny n ~ t ~ l l m e n l Association Fel:ir not poid within lifteen ( 1 5) d o r j oHer its due
                              of on
date. lhe Boord of Direclors m y proceed to colleci the deficiency artd &lore a defoull
Purriron! lo :he lareclorwe ~roviiions Section 2924 et seq.. ot the California Clvl Code and ony
                                        of
other remedies provide0 In the Decbrarion. the Byiowr. the Occupancy agreernenl. or by lav.

7.    PROCEDURE F R PERFECilON OF LIEN Of A S S M N S In the event any Assessment is no1
                      O                           SES ET.
     ~aidwifhirl  lifteen [IS)
                             cloys otTer h e day uoon w k h it becorner due. the Board may dellver
                l
     a "Notice o Oelinouent Assessmenl" lo me Member ussessed and may couse a copy ot sod
     Notice lo b e recorded in lhe O(flci0I Records 01 the County of Sonto Cloro. Sold Nolice rholl
     state the ormount01 !he osseSs.men1 then due ond vnpaid. a description ot The unit ogalnst
     which such ossewnient has been levied. Ihe name o l tne record holder of the Occliporcy
     Agreement on such unit. and the name ond address of the trustee oulhorized by the
     Caporotion to enlsce the lien by nonjudicio! tvaclorwe (in the event Ihe Capotuiion s       o
     eleclslond sholl be signed bv o representative destgno?edby the Bwrd. When such o Notice
     hos been recaded. the Assesrrner~l     described therein snol constitufe o lien upon !he
     Occupancy Agreemen! idenlif'kl therein. whlch lien shall be prim in righl lo all other liens
     thereafter arising. excepl a taxes. assessments oc olher levies which by l would be prior
                                 F                                                 m
     lhereto o r d except lor the !ien 01 ony mortgage rncoraea prior lo lhe daie any such
     assessment become due. S J C ~     Assessnient lien Shall be in tovor of the Corporafin
           hY
     and S o be for lhe benefit of 011 Members.

8.                                                     n
      ENDORCEMENTOF LIfN O ASSESSMENI. A lien I unpad Assessments moy be enfwced by
                                F
      nonsfer by the trustee design0:ed in the "Nolice of Deliauenl Assesmenr. Or by o trustee
      substiluted ~ir:suontto Section 29340 sl the CaUlornlo Civil Code, after failure of the Member lo
      pay such Asserrmenf in occvldonce with its terms. Any such honsfef sholl be conducled in
     occoraonce with lhe proviwonr of Seclion 2924. ?924b orld 2924c 01 the Colifwnio Civil Code
     ap@iiable    to the exerclre 01 powen 11sole in mgnr.e! Dermitted by law. inckding judiciol I r e -
                                 o
     closure. The Cocporotiar~ c l i g on beholl ot h e Members. shall hove lhe power i o b d f w Itie
     interest ot a loreclosure cr hustets sole and lo ocquire c toke by deed in Lieu 01 foreclowrc, and
                                                               4
     hold. bore, rnortgoge and convey the some. The Corporation's lien righl gmuonf to the Article I
     rholl be in cddition to olher rights ond remedies ol the Corporotian pursuant to the A r l i k s . Bylows
      the Declorotion. Occuponcy A~reement.      ond California low. irrckrding ihe righl l o lerminole me
     Membership and occuponcy rlgnts of Members for couse ond lorepossess unils by unkwlul
     detoi~er  proceedings.

9.                              F
     EXPIRAION AND SAIISFACTON O LltN. Upon puynent ot amounts secured bv 0 lien the
     C a w a t i o n shol! Oromplly cause a 'Yolice of Release ol Lien" to be recorded stotirg t t e
     sotisfoclionarbd releose of such lien.

ARTICLE 2.         HN AMN
                 W E P Y E T OF ASSOCIATION N T O COMMENCE.
        Aller thlny (30)doy irolice by lhe Corpo10:ion lo the effect tho! the &veiling unit is ovoiiobk
101 occupuncy, or upon occeplonce of occuponcy. whichever is earli5 Ihe Member shall make 3
DoVrnenl lor Associc:lon fses coverbng the unexpbed bolonce of the month. Thereoffer. the Member
slmll poy Assciollon Fees by thr: ILrl doy 01 eoch monlh.
 RI L
A TC E 3.        PATRONAGE REFUNDS.

                              Wees on ils pad thut il will
        rhe C o r ~ t o t i o n                                                            nmlery (90)
                                                              or credil lo tne Member wilh~n
days after the end ol eoch fiscal year. h s a her voporlionale shore of such sums or have beer1
cdected in anticipation ol e w n r e s which ore in excess o f the amount needed lor expenses d au
kina, including reserves, in lhe discrellon of the Board o Directors.
                                                           l

 RI L
A TC E 4.                        O EE .
                 MEMBER'S OPTION T R N W

            i
         It s covenanted ond agreed tnol 1% lerm m e i n gror>!ed        shall b e extended and renewea
lrorn time lo time by and a~oinst parties hereto la fwlhel p e r i o d s of lhree years eoch from the
                                        the
exwalion 01 the term hereln granted u w n lhe same convenants ond ogreomenls u herein     s
contuir~ed    unless: ( 1 ) nolice of the Member's election nat to renew shall nave been grfen tc the
Corpwot~on writing at bas1tou
               in                           m~ntns  prim to the exgialion> the then Cunent lerm. and (21
the hlcmber shall nave on or belorc the expbotion ot soid t m (a)        endorsed the Member's Ccrtificote
la hansfer in blank and de~osited         same wi!h the Corpaation and (bl me1 all the Member's obligations
ond paid all omounls due under lhis agreement up lo the t i i of said expiralion. and lcl vacated lhe
pternises. leaving some In good state of reoair. UDOn cornphnce with povlsions (:) and (21 Of the
Nticie. the Member shall hove no further liobilityunder lhis agreemanl and shall be enlilled to nu
Dament from this Co:peotiin.

A TC E 5.
 RI L             R MS S O          O
                 P E I E T BE USED F R RESIDENTIAL PURPOSE ONLY.

          The Member shall occupy the welling unit covered b y thir agreement o o private h o l i n g
                                                                                   r
unit tor hirnsslf/herself a fa hhnselflhersdl and w e r fomilvor riorilicont other. and lor no olher
purpose. and moy enjoy the use. in common with lhe other membersof :he Ccipwation, of all
common properly and locllifies a1 the pojectsa long as helshe continues lo own a Merntlership ot tne
Capora!ion. occupies the dwellir~g     unit. and obides by the term of ttur agreement.

         The Member shall not oemii or sutler onythin~ be dore or kept upon soid premises whtch
                                                         lo
wil increase lhe rote of hswance in the budding. or on the conlents thereof wwhich will obstruct o r
inttrfere wilh the rights ol other occupanls, or onnay them by vnreasonoble noises or otherwise. nor will
he/she commit or permil any nuisorce on the premises w commit oc suffer any inmoral or iHegol ocl to
be comm~tted     thereon. Tte Member rhdl conplywith oll of the requlrerlentr of the Board of Hnoilh
ond dl other governmental adthorites wim respect to the said premks. If By reason of the
occupancy a.use of said premises by the Member the rote of hruance on lhe building rha l be
ncreosed: \heMember shall become personally liable for the odaihonolinsuonce premums.

ARllCLE A.                           ECAL OSSI N
                 MEMBER'S RIGHTS TO P A E B E P S E SO

        In return for :he Membet's continued lulfillmenl01 the terms and condillonr of this agreement.
the Corporation covenants that the Member moy c a# limes while lhis agreement remains in effect.
                                                     t
nave and enjoy for hislher sole usc and benefit the pop& hereinabove described. alter obtaining
occupancy. and m y tnioy in cornman with 111 other mem3en of the Corooralicn the use of all
common rnoperty and lociiities of he proiecl. The Corporation i s no1respcmsiDIF! lor ond shad no1
have ony liability to the Member by reason 01 any damage ons~ng     lrom ocls o l neglects of Co-
                               o
Members. a other occupor~lr l lhe some bulding. a of any owners or occupanh o l adjacent or
contiguous prooerty. a others.




Reused October 2003
 RI L
A TC E 7.                          IH U
                    NO SUBLEllING WT O T CONSENT OF CORPORATION.

          Ihe Member hereby agrees not \oassign thin ogreernenl or sumel hisfie1 dwelling ur&\without
Ihe written consent of the Caporation. Violalion ol lhis pcovision sholl. at the oplion ot the Cw~wolionan.
resull in lefmination and forfeiture of the Membeis rghls under lhis ogreernenl. Rents under ally
subleose shall be assigned lo the Corpwation and the subleose shall be delivered to the Corporotoan.
and the Corporation inevocaMy empowered to c d e c l rents ond apply the rents in reduction of sums
due lrom t h e to rime under th~s  ogeement. The subteose snol be in form acceptable to the
Corpnoliin, shall require lhe subtenart lo abide by the terms ol the Occupancy Agreement during
hlslkr sublenancy. and shall g   & to the Corporation an irrevocable power to dispossess w otherwise
acl lor the sublessa in core of delaull under the sublease.

       ;he iiabilityof !he Member under this agreement shall continue ~otwithstanding fact t m
                                                                                          the
members M y hove sublel the Welling unil with the opprovol of lhe C a ~ w o t i o n .The Member shall
continue lo be liable la all obligations hererrnder ond shall be responrible to the Corporation lor ltie
COnducI ol rnemoer'~   suMessee. Persons other than Me Member w hislhe+lornih, ar rianiticqni othg
                                                                                         of
may occupy Member's unit oniy under such terms and condition5 and toc 5ur.h ~eriods time a may    s
be prescribed by the Board at Diectws in the r&r and fegu!alions applicable uniformly to all
Members. and only upon lhe pricvwritten consent of the Boord of Directors. The a ~ r r o v aflw 0
$uMzarebY the b a r d of Dlrectcrs will not exceed one 11 t veor.

ARTICLE 8.           RNFR.
                    T A SE S

        Neither this agreernenl nor tne MemDw's lignr of xcuponcy sholl be transferable or
assignable except in the same manner as may now or herealter be provided lw the transfer of
             In
mern~erships by the B y l u w s of lhe Corporation.

        The MernDer hereby certifle that neither helshe nor onyone authorizes l o am tw hirnlher w l
ref~se sell hiilher membership lo any persorl because of roce. cobr, religion. sex. W n I status.
      to
national origin, or ancestry. Any reshictlve covenant relating to roce. color, rengion. sex, marital status.
nokona! origin. oc ancestw K reco~nized being ihegal ancl void and is hereby 5pecificolly disclained.
                                           as

ARTICLE 9.           MANAGEMENT. TAXES AND INSURANCE.

        The Corporolion sholl provide necessaty management. o~e:o:ion and odministrct:on of the
pojecf: poy at p o W e fw the payment of all laxes a ossesslnenrs levied againsl the ot@ect tho1 are
not aHribvtoble to individual Member's inleresl in the projecl: procure and oay or rxovide for the
poyment of fire insurance and extended coverage. gnd NCII        other insurance as the Cormaliun lrluv
                                   the                             will
deemadvisoble on !he wrmertv~n Droiect. The ~orporalior~ not. howerer, provide insurance in
the Member'shrerest in the dwelling unit or on the Memtet's personal properly. The indivlduol
m e m h shail bear total res~onsiblity all wowrtv toxes on lhat Member's lo^ MKCel.
                                     tor

 RI L
A TC E 10.           UTILITIES.

         The Corooration shail provide to the M e m b s . wata ond garbage disposal in reasonable
amounts l w lamily use and all ulfities loc the comnlon recreational facilities. T k Mmber stlab Pay
directly 10 the rupp(ier la all other utilities fa his ofher use.

 RI L
A TC E 11.           REPAIRS.

 ( 0 )BY   MLMBER:       Tho member agrees to repob ond mcinlain the dwelling unit at the Member's own
                         expenre as follows:
            (I)   Any repois or maintenance nxes!ilated by the Membefs w n negligence or misuse:


 RewsedOclobei ZC05                                 5.
        (21 Any redecorot:onof the interior of        own Oweliing unit: Member will not redecotate
             the erteIic4 of !he dweUirg unilwlhout Ika rxpesswlillen consent of the Cnpailtion.
         . . A.nv remM ol any appliinces lixtures or lmpovenlents insloled b y lhe Member-
        [?I
             forth n the Policv Manual [Rules ond Reaulationsl."Member's Res~nsbililf.

(bJ6YCORPORAIION: The Corporotbr~        shall povide and poy l a . niaentenonce and lepons lo tlw
                      &eBing os lollows: Any repoin. nnintename reauied cn lhe f o l l a w ~ n ~
corporation owned items: e k t r l c rarge ond oven. relngerola, w m b . dyer. gcrbage dirjosal, woter
             or:
heate. toiletw k'                                   provided howevm. ttre Capmotion shall hove no
Liab~iity repors to appliances or tixlures installed by the Member. gr as set l o r t h e Policv Monuot
        for
lRUes ond Reoula!iir,sl To-or, Resoans~Sililf

                              O
1c)RIGHT 0 .CORPORATION T MAKC REPAIRS AT MEMBERS EXPENSE:
          1
        In case the Member shall 1011to etiect the repairs. main!monce or replacemenl specified in
douse (a] 01 the Article in o manner sataloclwy to the C n m o t i i n ond pay for E. Ine lotler may do so
and add the cost fhereot to the Menbet'$ next month's Pssociqiion Fee wvment.

 RI L
A TC E 12.       ALTERATIONS AND ADDITIONS.

          Ihe Members shod not. withoulthe prior wilten consent ol the Cqorotion. mokn a n y
structwol dlefotions in the prerrises a in the water, gcs or electrical conduifs, the plumbiiq o olher
                                                                                                r
fixtures and impovements. or remove the same.

      It ineblember for ony reason shall ceose to be on occupanl o f me pcemtres he/she sholl
         l
~wrender o the Cor;~rationpossession thereof inclvding any dteratiom, additions. fixtures ond
impovernenlr.

         The Member shall not. W I ~ O Uprlor writien consenl of the Ccupcro:ion. iastolt u use in h i s
                                         ~
cbeling unit ony o i condltbning equipment ond appliances olher thon the one in the pfemises upon
occupancy. The Memker shall not insto'l or use in the d w 4 l i q vnit any m j o t w e r tools. The
Member ogrees lhat rile Ccuporafio~r    may require the pr-t     removal ot any such cquprr~enl any ot
            that failure lo remove such equ~pmenl
time. o r ~ d                                       upmrequest shall consfilule a deloult: within the
meaning ol Article 13 ot this ogreement.

 RI L
A TC E 13.                      EA L        E BR             HRO.
                 DEFINITION OF D F U T B Y M M E AND EFFECT T E E F

         It is hereby mutuolh/ ageea as ld\owr It ony !me oflei tne happning of any of the evenls
scecified in clauses (01 to ( i) Of lhis M k l e the Corporation sholi give to the Me-r   a notice that thrr
agreement w i l emire ol 0 dote not less than thfi (30)    day3 thereafter. or in the event of mpaymenr
                                      a
of omounts due me Cur~cxulion, nolice that this agreement wdl expire at a date not less then lhree
B) days offer the Notice. this agreement and all ol lhe Member's lighb under this oqreemenl wIIe l w e
on lhe date 50 fixed in such nolice unless h lrie meantime lhe delaull hcr besn cured in o mw~ner
                         bv
deemed ~ t i s l o c l w y the Cormrolion. it being the intenlion d h e porties hereto to create hereby
conditional ~mitations.   ondit rhott thereupon be lowful lu lhe Capotation lo re-enler lne dwellng unll
and to remove d pefsons ond peoonol property theralrom. eithcn b y summxv dis~sse:slon
proceebngsor by suitoMe oclicf~        proceeding o l lava in euu~ty by ony other pcoceedings whch
                                                                       a
moy op& to nre eviction ol tenants n by fnce crolterwire to repossess lhe rhvellmg un't in ils famet
slala as if this ogreemenf ,206 not been made.

         (a) In core a l m y twn* dwlng lhe lerm ol this ayraement lhe Member 5I)cl ceose to br!
             the owner and legal holder ol a shore ot d o c k in tho Corpuolion
       /bl Inca= the Member alternpls lo transel this ageernelit in unv m a n w inconsislenl~~ilh
           provisions of the B y l a w .
       Ic) In case at ony time d u i w the continuance 01 lhii ayeernenl lno Member sholl be
           declared a banurupl under lhe l c w s of lhe Uniled Stoles.
       Id1 lri cose ot any time during the conlinuonce 01 fin agreement o receiver 01 the Member's
           pioperty sholl b e qppo~nled    undet any O4 Ihe laws of the United States or 04 a slate.
       (el                                                ol
           In cose at ony lime duvlg the continua~~se l'irir, ucpeernenl l k Member shall rnoke a
                     d
           ~ e n e r nssgnmcnl lor lhe benelit o l aeclltors.
                                         the
       11) In case at ony time d t n i r ~ continuance ol this ogreemenl the Mernbershii owned by
           M e r n b shan be duly levied upon and sold under the precess ol the court.
       IBI In case lhe Member loik to eflecl a n d l a pay lw repairsand maintenortie as provided
           tor in & ticle II tlei pol.
                                                                                       ot
       IhJ In cose lhe Member lailr to m y onv sum due pursuanl l o the provis~om this Aweenen1
           hereof.
                      h
       lii In cose H e Membel shol default in the gerforvance at any ol his obligations U n W ltu5


         The Member hereby exper* waives ony and cl rghl ot redemption in care he %ha1       be
dispossessed by judgerncnl or warronl 01 m y Court of Judye: tho wads 'enre,'. a r d Ye-entrf ond"'r~-
ant& as uled in thn g e e m e n t ore not restr~led their teihnrsal legal rneonlny and in the even1 ct
                                                  to
a breach o threatened breach by the Member or ony ol lhe covenants or provision hereol. the
            r
Cw$mohon shall have !he i i h l 01 ricnct'On and the tiyht to invoke any remedy allowed at lcFN of in
                                  ~
equity. as if re.enlTy. s u l proceedings. and o l h a remed~es  wete not herein cfovided la.

        h e Member ewrersly agrees that there exists under this Occu~ancy      Agreement a landlord-
tenont retotionship and that in the event of a breach or t i u m l e breach b y lhe Member 01 any
                                                                        ~
covenant or provision of the ogreemenl. there s h a l l bu available l the CDrporotion such legal remedy
                                                                     o
or remecies as ore ovcilable to a landlord fa  the breach or threolened txeacn under me law by a
lenanl of any ciovislon 01 a tease of rent& agreement.

        Ihe loilure on the part ol !he Cmpciatim 10 avoil irsell 01 any ot lhe remedles giver, under !hi>
ogeernerit shall r o t walve nor destroy nre right 01 the Corporalion to avoil itself o l wch remedies lof
simlar a other breaches on the pxxi ol the Mfimher.

        Waiver by the Corporation of any breach 01 any letrn or condition of this agreemenl shad not
constitule a walvw or suOsequr?htbfeoches. Ihe acceptance ot nny paymenl ntter arty delault Or
breach hereol shun no1 be conrlrued lo waive anv nght of the Corporation oc olfecl ony notice or
legul aclion herelolore given or commenced. 04 which. by rearm ol said default or breach lho
Cwporc;lffin may give or c o m n c e . Moreover, the aceptonce of the Corporation 01 some but
ail d any payment specred in a norice shall not bm the Cmmra:ion f r o m commencing opprowiale
legol poceeaing predicated an the nollce gven for \he omounl specified therein. less Ilie porlld
payment.

 RI L
A TC E 14.        E BR            IH
                 M M E TO COMPLY WT ALL CORPORATE REGULATIONS.

                                                          oncl p r o m t e the ownership rwlnciplel
         Ihe Mernbef covenanls that the Member wll pteser~e
                                                                                n;%L ! t
                                                                                  r ii Q
on w11~;h lhe Cc#pcioliun hos k s r l loundea. obue by lne Cnoner Bvlaws, RJes o r- xd E   of
        .~--
the Cmorol,on and orrv onendmentr lhelelo. or,3 by the MemDCr s qcrr ot cocceronon wilh other
  - --        - -    ~
                                                ~   ~




                                                        co-ownerr o h g h st0nda.d in home and
menlbels btng obaul I& the Memoer and the ~ e r n b e r s
conununity conditions.
ARTICLE 15.                  F          NT
                 INSPECTION O DWELLING U I

        The Member agrees that the representolives ot any mortoooet: holding o nwrtgoge on the
powrty o f the Caporotion. and the officus and employees of the CurPorotion sholl hove 3 righl to
enler the dwelling unil of the Member and make inspectionr thereot at any reosonoble hour ol the
dov. Exceot m ttw case ot on emeroencv. entw sholl3e mode onlv alter lne Member has been aiven
                                   -    .                                                             -
reosonoble notice.

ARTICLE 16.      LAlE CHARGES AND O H R COSTS O DEFAULT.
                                   TE          F

         The MemCer covenonts and agrees tho!. in addition to the other sums tho1 have become o   r
will become due pursucint to the lerms of this ogreemeit, +heMember sholl pay lo the CurporaVion a
b t e charge in an amovnt to b e determined Iron>l i e lo time by thc Board of Directors tor each
payment of AssociOtion Fees, or pad thweot. more lhan fl[teen (15) days in oneors.

        If o Mernba defaults in making o payment of &roctation feel or in the pelormonce or
observance of any provbion ot this ogreemen*. and the Corpaation h a obtolned the !emices 01 any
attorney with respct k, the defoultc invdved. the Member covenants and agees to poy to lhe
Corporation any cost or fees involved, including reos3noble attorney's fees. n0Witllsfandlng the fact
that o suit has not yet been lnstftuted. In case o suit i instituted, the Member sirall also pay the cosl of
                                                        s
          r
the suit. i ocditmn l o the other aforesaid costs and !ees.

          The imposilionof the late charge is to reimburse the Corooration for the bookkeeping and
other related erpensei it wil incur by reason of the subject lote poyrnent. and the portie, agree that
since it wiil be difficult, il not impossible. lo determine preciiely how much expense the Corporalion
m a y ne puf to. it 6 agreed that the sum hxed by tbe Board ol Directors shall D reosonoble
                                                                                  e
compensation for these extra expenses. The provision lor a lo!e charge b no1 lo Se construed as
granting to the Member on option a to whetner to pay the A~sociafon
                                          s                                  Fees on time or to pay it late
with a lote ChalQe:me Associorion Fee is due on the dote s~ecified        above acd expesr or implied
authority to poy it after that date is no1 granted cx intended.

ARTICLE 17.       NOTICES.

        Whenever the provisions of bw o the Bylaws of the C0qmal;on 01this ogreemnt require
                                        r
no:ice lo be given in miring by decmsinng the same in a post ottice or letler box. m 0 prepold. sealed
envelop2 orldressea to the pefson to whom lht?          is :o be given. Cf his or her address 0 s the
some appears in the Cocpmation, and the t h e wnen the same snail Se moiled shall be deemed lo be
the time of the Uving 3 such m&
                       1        !&
ARTICLE 18.               EOT
                  FISCAL R P R S

       At tne end of each fiscal yenr. the Corporation sholl Iurni* the Member a statemen! of the
                                                                    Y m
income and disburernents nl the Cwpwolion. Pur%ant to the @ lArticle X.

ARTICLE 19.        FE T F I E OS    NE E T F
                  E F C O FR L S ON I T R S S O MEMBER.

       In the evnnl ol loss cu oomaae bv k e n ofnnr car~oltv the o o o v e - r n e n 6 0 n e d ~ e ! l . ~ f
                                                            to
mthout the tout a nealiaence ot the Memoer. me Cor~oratan
               ~~p- -                                        sholl determine wnether 10 le~t0re     1%
damoaed P e m M in accordancewithlhe orovis~onr Article I I d the 8 v l W .
                                                     of
 RI L
A TC E 20.            ERSNAI N
                ORAL R P E E T TO NOT BINDING.

       NOreweser\lalion ather than tt\ose conlo~ned l h ~ i
                                                  in     agreement: the Arllcies and the Gylcwr ol
              sholl be anamg upon lhe Cwooration.
the Coc~orot;an

       Th~sdocument and any addendum mereto, recrerenf lhe snhre agreement between 'he
pmles and there are no understcrdinJs % agreements rove ond excepl as ore rereir. erne*         set
fwth A wntten inslrwbenl executed by all of lhe oarlies huelo rnclv onlv ~ l l eIhls acyeement.
                                                                                 i

            INS      HRO.                                                                 d
        IN WT E S W E E F Ihe porties herero hcve cuused lhis aweernent la be signed o ~ sealed
the day cnd yeor linl above wrl:ten.

                          IH
        IN ACCORDANCE WT CALIfORNIA ClML CODE SECTION 1Y45.5. PLEASE IAKE NOlE THAI IHIS
OCCUPAUCY AGREiMENl CONlAlNS IN A TC E 4. HEREOF PROVISOFPi F R THE UTOMAllC R N W L
                                    RI L                       O                   E E A
Of IHIS AGRECrUENT ON THE S M T R S AN0 COP4DITIONS IHERFIN $0FOETI! U L S A PRIOR NOllCE
                           A E EM                                     NE S
T ( E CONTRAPY IS GIVEN.
 O H

                                TWIN PiNES COOPEKATIVE CONtMUNIlY. INC..
                                        a Calilw-io Corporation



                                                                                  k     t     ~
                                 (President &ncfure]




                                 IPRINT name)

                                 MEMBER:




                                                                                      nrjt-
                                 (Member Mnctcrd




 Rr-"seaOclober X 0 3
      Steve McGee and Mon:~ca Herber c e r t i f y t h a t :
     1.   They a r e t h e President and the Secretary, reapect.ively,
of Twin Pines Cooperative Commun'ty, I n c . , a California
corporation.
       2.                                                                          i
                 The A r t i c l e s of Incorporation of t h i s ~ ~ r p ~ t aa tr e ~ n
amended and r e s t a t e d t o read i n f u l l a8 s e t f o r t h i n Attachment
" A n h e r e t o which i s hereby incorporated by t h i s reference.

     3.   The foregoing Amended and Reetatee Article8 of
Incorporation have been duly approved by t h e Board of D i r e c t o r s .
      4.     The Amended and Restated P J t i c l e s of Incorporation have
been duly approved by the required vote ot shareholdere i n
accordance w i t h Sections 9 0 2 , 9 1 1 and 152 of t h e Corporations
Code. The corporation has one c l a m of s h a r e s outetanding, which
l e e n t i t l e d t o vote w ~ t hrespect t o t h e amendment herein set
f o r t h . The corporation is authorized t o i s s u e Eighty (80) eharea
of C m o n Stock, of vhich Seventy-Bight ( 7 8 ) shares a r e p r e s e n t l y
issued and 0u:standing.            The number of shares voting i n f a v o r of
t h e amendment equaled or exceeded the required vote. The
percentage vote required f o r t h e approval of t h e amendment h e r e i n
s e t f o r t h was more than f i f t y percent ( 5 0 8 ) of t h e Comon Stock.
          We f u r t h e r declare under penalty of p e r j u r y under t h e lawe
of t h e Stare of California t h a t the m t t e r s e e t f o r t h i n t h i e
c e r t i f i c a t e a r e t r u e and c o r r e c t cf our

Date: December
                                AMENDED AND RESTATED
                             ARTICLES OF INCORPORATION
                                       OF
                    '.?IN PINES C03PERATIVE COMMUNI?,                     INC.

                                           ARTICLE I
                                               NAME
     The ndme of = h i e c o r p o r a t i o n i s Twin P i n e s C o o p e r a t i v e
Cornmucity. I n c .
                                          ARTICLE X X
                                            ADDRESS

          The name o t the County i n which the p r i n c i p a l o f f i c e f o r t h e
t r a n s a c t i o n of t h e b u s i n e s s of che c o r p o r a t i o n is l o c a c r b is
S a n t a Clara Ccunty.



        T h i s Corporation ie a c o o p e r a t i v e c o r p o r a t i o n o r g a n i z e d
under t h e Coneumer C o o p e r a t i v e C o r p o r a t i o n Law. The p u r p o s e o f
t h i s C o r p o r a t i o n F e t o engage i n any l a w f u l a c t or a c t i v i t y f o r
which a c o r p o r a t i o n m b e o r g a n i z e d uader such law.
                                    y
          The purposes f o r which the C o r p o r a t i o n is formed a n d t h e
b u s i n e s s and o b j e c t i v e s t o be c a r r i e d on by i t a r e a3 f o l l o w s :
               la) The p r i m r y b u s i n e s s i s t o p u r c h a s e 3 c e r t a i n
housing p r o j e c t i n accordance w i t h , and i n t h e manner and f o r t h e
purposes provided i n S e c t i o n 221(d) ( 3 ) of T i t l e 1 of t h e 1
National Housing A c t , aa amended, and t h e A d m i n i s t r a t i v e R u l e s
ar~dR e g u l a t i o n s t h e r e u n d e r f r o m an Investor-Sponsor C o r p o r a t i o n .
                  (b) To c o n e t m c c , o p e r a t e , m a i n t a i n and improve, and
t o b u y , o m . s e l l , convey, a s s i g n , mortgage, o r l e a s e a n y real
e s c a t e and any p e r s o n a l p r o p e r t y n e c e s s a r y o r i n c i d e n t t o t h e
p r o v i s i o n of such h o u s i n g .
                    ( c ) To borrow money and i e s u e e v i d e n c e s of
i n d e b t e d n e s s i n f u r t h e r a n c e of any o r a l l of t h e o b j e c t s of i t e
b u s i n e s s ; t.o s e c u r e t h e s m e hy mortgage, p l e d g e or o t h e r l i e n .
           i d ) To apply f o r and o b t a i n o r c a u s e t o be o b t a i n e d
from rhe F e d e r a l Housing Conuniaeioner, h e r e i n a f t e r c a l l e d t h e
('Commiaaioner,") a c o n t r a c t ox c o n t r a c t s i of mortcage i n s u r a n c e
pursuant t o t h e p r o v i s i o n s of r h e above c i t e d S e c t i o n of t h e
National Housing A c t , a s amended.
              (el To e n t e r i n t o any kind of activity, and t o perform
and c a r r y out c o n t r a c t 8 of any kind nclceesary t o , or i n
connection wl::i;      o r i n c i d e n t a l t o t h e accomplishment of t h e
purpoees of t h e Corporation.
           ( f ) To make patronage refunds t o members, occupants of
dwelling u n i t e , o r o t h e r s a s provided by t h e By-l,aws and/or
Occupancy Agreements.
                                   ARTICLE I V
                                E UAO Y GEMN
                               RG L T R A RE E T
         Notwithetanding a n y o t h e r provision contained herein t h e
Corporation formed hereby i s a u t h o r i z e d t o enter i n t o a c o n t r a c c
(Regulatory Agreement1 with t h e Federal Houeing C o n ~ i s s i o n e rand
s h a l l be bound by t h e terms thereof t o enable the C o m i s e i o n e r t o
carry out the provisione of t h e National Housing a c t , a s amended.
Upor. execution, t h e contract (Regulatory Agreement) s h a l l be
binding upsn t h e Corporation, i r e successors and aseigne, s o long
as a mortgage is outstanding, unpaid and insured or held by t h e
Federal Housing Commissioner.
                                      ARTICLE V
                                       DIRBCrORS
          The Corporation s h a l l have f i v e (5) D i r e c t o r s who s h a l l be
e l e c t e d by t h e Members of t h e Corporation i n accordance w i t h t h e
By-Laws and who s h a l l servs u n t i l t h e i r successors a r e e l e c t e d
and q u a l i f i e d .
                                      ARTICLE V I
                                       BY - LAWS
     By-Laws 02 t h e Corporation may be adopted by the Members,
who may change them a t t h e i r p l e a s u r e , s o long as they do n o t
c o n f l i c t with t h e provisions of t h e s e A r t i c l e a o r of t h e
Regulatory Agreement.
                                     ARTICLE VIT
                                     I-BRSHIPS
     The Corporation hereby convert6                80 s h a r e s of a u t h o r i z e d
common ~ t o c kt o 00 Memberehips. The             proprietary i n t e r e s t s
represented by t h e a e Membershipa a r e          unequal and e h a l l be
determined by rules s e t f o r t h i n t h e       Corporation's By-Laws.
        The voting power of Members s h a l l be e q u a l . Except as
otherwise provided by law or a s e e t f o r t h i n these A r t i c l e s of
Incorporation o r t h e By-Laws, a l l voting r i g h t 8 s h a l l be v e s t e d
i n t h e holders of t h e Memberships.

     The general r u l e s by which Merberehips a r e t r a n s f c r s b l e
shall be prescribed i n t h e Corporation By-Laws.
                                       RRTICLE VIXI
                                          OFFICERS

     The o f f i c e r s of t h e Corporation a h a l l be ae provided by t h e
By.Lawti of the Corporation and s h a l l be e l e c t e d by the D i r e c t o r e .
                                        ARTICLE IX
                                  CONTRACTUAL POWERS

         Directora and o f f i c e r 8 s h a l l e x e r c i s e t h e i r powers i c good
t a i t h , and w i t h a view t o t h e i n t e r e s t s of t h e Corporation. NO
contract o r other t r a n s a c t i o n between thi6 Corporation and one or
more of i t s d i r e c t o r s , o r between t h i s Corporation and any
foreign c r dorneatic c a r p o r a t i o n , P i - m o r a s e o c i a t i o n i n which one
o r more of i t s d i r e c t o r e a r e d i r e c t o r s o r hae a material
f i n a n c i a l i n t e r e s t , i~ either yoid or voidable because s u c h
d i r e c t o r o r d i r e c t o r s o r such other c o r p o r a t i o n , business
corpcration, firm o r a o s o c i a t i o n a r e p a r t i e s 3r becauee such
d i r e c t o r o r dzrectora are present a t the meeting of t h e Board of
Directors or a c o r n i t t e e thereof which authorized o r approved t h e
c o n t r a c t o r cransaccion, i f t h e cj.rcumstancee s p e c i f i e d i t 1 any of
t h e following s u b d i v i s i o n s e x i s t s :
              ( a ) T h e f a c t of the cornon d i r e c t o r e h i p or
                    f i n a n c i a l i n t e r e s t is disclosed o r know
                    t o t h e Board of D i r e c t o r s o r cornittee
                    and noted i n the minutes, and the Board
                    o r committee cruthorizea, approves, o r
                    r a t i f i e s t h e contract o r t r a n s a c t i o n i n
                    good f a i t h by a vote s u f f i c i e n t for t h e
                    purpose w i t t ~ o u tcouilting the vote o r
                    votes o E such d i r e c t o r o r d i r e c ~ o r s ,and
                    che coritracc or -.ransaction is j u s t and
                    reasonable as t , t h e Corporation a t t h e
                    time i t is authorized, approved o r
                    r a t 1 f i.ed.
              (b) The fact of the cormor. d i r e c t o r s h i p or
                  f i n a n c i a l i n t e r e s t i s d i s c l o s e d o r know
                     t o t h e Members, and they approve o r
                     r a t i f y t h e contract o r t r a n s a c t i o n i n
                     good f a i t h by a majority vDte o r wricten
                     consent of Membe1:s e n t i t l e d t o vat-e,
                     with any membership owned by any
                     i n t e r e s t e d d i r e c t o r not being e i i t i t l e d
                     t o v o t e thereon.
              (c)    As t o c o n t r a c t s or r r ? z s a c t i o n s not
                     approved a s p r o s ~ d n di n subparagraph l a )
                     and ( h ) ~ i b o v e , :he person a s s e r t i n g the
                     v a l j d i t y of t.he c:ontract o r t r a n s a c t i o n
                     s u s t a i n s t h e b u r d e n of proving t h a t che
                     c o n t r a c t o r transaction i s j u s t and
                 reaeonable ae to the Corporation at the
                 cimt it i e authorlzad or approved.
     C o m o n or incereeted directorm may be cauntea in d e c e m i n i n g
the presence of a quorum ac a meeting of che Board of Directota
or a committee thereof which authorizee, approvee, or ratifies a
contract or transaction.
                                ARTICLE X
                                DURATION
     The duration of thla Corporaclon ehall be perpetual.



     Theee Arrielee of Incorporation m y be &nenBed by a majority
vote of a l l of the Member6 of the Corporatior..
                                            OL'
                                 'JILL!! H O U , I N C .                  /'
                                                                        /' /


                 That t,he dndersiyncd                                         a l l being of
P u l l l e g a l age, do, umner and                                             J.~awsof tbie
s t d t e of C a l i f o r n i a , u r l o c i a t e o u r s e l v s s w i t h t!ie i n t e n t i o n
of forming a c a r p o r a t l o n t o provlde housing puraiiant t.o c.he
Collcuinj A r t i c 1 . e ~ :
                                     ARTICLE I

                                       NAME

                The name of t h l s corporation                   1.6   V i l l a Roma, Xnc.
                                     ARTICLE I1

                                      ADDRESS
             The name of t h e Cour.zy it which t h a p r i n c i p a l o f -
f i c e Eoi the t r a n s a c t i o n of the bueiness of t h e c o r p o r a t i o n
i s iocated i s Santa Clara County.

                                     ARTICLE I11

                                       PURPOSES

               1. The specif~crbuvineen i n which t h e c o r p o r a t i o n
is primarily r o engage i s t o purchase a c e r t a i n housing pro-
          i
j ~ c t n accordance ~dits, and i n t h e Inar.ner and f o r t h e pur-
poses provided i n S e c t i o n 221 (d) ( 3 ) of T ~ t l a o f the Na-
                                                              IT
t i o n a l Kcusing A c t , 3s anter16erl, and t h e M m i n i u t r a t i v e Rulee
and Regulations thereunder from an Invastor-Sponsor Corporation.

              2.     T h e general. purposes f o r which t h e c o r p o r a t i o n
i s formed and. tlie b u s i n e s s and Objects t o be c a r r i e d on by lt
a r e as f o l l w s :
                       ( a ) T n c o n s t r u c t , operate, maintain an0 iln-
Frove, and Lo buy, cwu, s e l l , convey, assi.gr., mortgage, o r
least: any r e a l e s t a t e and any peraonal p r o p e r t y necessary
o r i n c ~ d e n tt o t h e provzsioli of such housing.
                 (b) To DorrOW money and IAQUC.            evidenced of
indebt-edness i n f u r t h e r a n c e of any o r a11 of the cibjects of
it5 businees; :o s e c u r e t h e same by iwrtgage, pledge o r o t h e r
lien.
                    ( c ) To apply for and o b t a i n or cause t o be
obtained f r o m t h e Yadera.1 Roueing C o m i s r l o n r r , l i e r e i n a t t o r
c a l l e d the "Comminaionc?.~", a c o n t r a c t o r c o n t r a c t s of mort-
gaqe insurance pursuant. t.o t h e provisions o f t h e above c i t e d
Sc-ctlor! of the N s t i o r ~ a lHousing AcL, a s a~r~unded.
                 (dl To 3nLer i n t o any h n v l of a c t i v i t y , and
LO                            c0ntract.s of ar,y k ~ n dneceesary t o ,
   pertorn) and c a r r y O U ~
or i n connection with, o r i n c i d e n t a l t o t h e accmplialiment
or t.he purposes oE t h e c o r p o r a t i o n .

                 ( e ) To make patronage refund6 t o memboro,
stockholders, occupants of d w n l l r r ~ gu n i t s , o r o t h e r s a s p r o -
vided by t h e by-laws and/or occupancy ayroements.

                                  ARTICLE N

                          REG(IIJITORY AGREEKENT

                 N o t w i t h s t a n d ~ n yany o t h e r p t o v i s i o n contained h e r e i n
t h e c ~ r p o r a t i o nformed hereby i s a u t h o r i e e d t o e n t e r i n t o n
c o n t r a c t (Regulatory Agreement) with t h e Federal Houaing corn-
missioner and s h a l l b e bound by t h e term6 t h e r e o f t o e n a b l e
t h e Commissioner t o c a r r y o u t t h e p r o v i a i o n s of t h e N a t i o n a l
Housing Act, a s amended. Upon e x e c u t i o n , t h e c o n t r a c t (Regu-
l a t o r y Agreement) s h a l l be binding upon t h e corporacion, i t s
successors and a s s i g n s , s o long a s a mortgage is o u t e t a d i n g ,
unpald and i n s u r e d o r h e l d by M e F e d e r a l Housing Commissioner.


                                           DIRECTORS
                    Th6 number of Directors of this c o r p o r a t i o n s h a l l
be Three ( 3 ) . and t h e names and a d d r e s s e s of the persons who
a r e hereby appointed t o a c t as the f i r s t d i r e c t o r s of this
c u r p o t a t i o n are a3 follown:
               Name                                          Mdress
     Sogena J. Brenner                           1920 K i l l s Tower
                                                 San F r a n c i s c o 4, C a l i f o r n i a

     Harry L. Freeman                            1920 Milla Power
                                                 San F r a n c i s c o 4, C a l i f o r n i a
     Cherie M. Mmgc                              1920 Mills Tower
                                                 San F r a n c i s c o 4, C s l i f o r n i a



                                    BY-LAWS

             By-Laws of t h e c o r p o r a t i o n may b e adopted by t h e
stockholders, who may change th?m a t t h e i r p l e a s u r e , s o l o n g
a s they d o n o t c o n f l i c t with t h e p r o v i s i o n s of t h e s e A r t i c l e s
o r of t h e Regulatory Aqrsement.
                                  ARTICLE V X I
                                 CAPITAL STOCK

              The authorizk~dc a p i t a l s t o c ~ t h e c o r p o r a t i o n
                                                   of
shall. c o n s i s t of t h e numhar of comnon s h a r e s , a t t h e p a r
value p a r s h a r e , and of t h e aggregate p a r v a l u e a s followu;




                                         ,."
                                           *..,e,,     a.
                        J A N I N . MORGAN. BRENNhn h PREEMAN
                                     .
                                     I
                                     "
                                     #    "O
                                          .L .       .Y11"
              No.    of S h a r e s




            T h e offic:cre of the c ~ r p o r a t i u nshall he ae p r o -
vided by t h e By-Law8 of t h e r o r p o t ~ t i o nan3 s h a l l he elezcod
by t h e Directors.


                           CONTRACTUAL POWERS
              N c o n t r a c t or o t h a r t r a n s a c t i o n between t h i n corpo-
               o
r a t i o n and any o t h e r c o r p o r a t i o n , and no a c t of this corpora-
t i o n ohal? i n ar.y way bc a f f e c t e d or invalidated by the fact
t h a t any c . f i ~ directors or o f f i c e r s of c h i s c o r p o r a t i o n axe
                      h ~
pecunia1,ily (;r otherwise i l l l e r e s t e d i n , or a r e d i r e c t o r s o r
of fzcera of, such other c o r p o r a t i o n : any d i r e c t o r s i n d i v i d u a l l y ,
or a n y firm of which any d i r e c t o r !nay be a member, may be a
p a r t y to, or may be pecuniarily o r o t h e r w i s e interested i n ,
any c o n t r a c t o r t r a n s a c t i o n o f t h i s c o r p o r a t i o n , provided t h e
f a c t t h a t he o r such fi-m i s s o i n t e r e ~ t c d ,s h a l l he d i s c l o s e d
on the minutes of t h i s corpcrat.ion; and any d i c e c t c r of t h i s
corporation whs i s also a d i r e c t o r o r o f f i c e r of such other
corporation or who i s s o i n t e r e s t e d may be counted i n deter-
mining the e x i s t e n c e of a quorum a t any meeting of the board
of d i r e c t o r s of t h i s c o r p o r a t i o n , which m a l l a u t h o r i z e any
such c o n t r a c t or t r a n s a c t i o n ; provided, however, such d i r e c t o r
may not. vote t h e r e a t t o a u t h o r i z e any such contract o r trsnc-
actlon.
                                 ARTICLE X



               The d u r a t i o n of this c o r p o r a t i o n s h a l l be p e r p e t u a l .



            I N WLTPIESS %REOF,                  t h e i n c o r p o r a ~ o r sh e r e a f have
s e t their hands this:                         day of May, 1963.




                                          ..,     w
                                        CEERIE M. MENGE
STATE OF CALIFORWIA                   1
                                  )       0s
CITY AND CO'JNTY OF SAN PhANCISCO )


          On thin 26 day of May, 1963, hefore nra, MABEL M.
HULL, a Notary P u b l i c Xn and f o r the City and County of
Ban Francisco, State of California, raniding .therein, d u l y
cornmi~sionodand sworn, pareonally appeared, EUGENE J.
URENNER, HARRY L. FREEMAN, an8 CHERIE M MENGE, kno*n to
                                       .
se t o be thc p9rsons ~ h 3 names are subocribed t o the
                            8 ~
within Articles of lncorp~rationand acknowledgad to m    e
that they 6xccuted the eame.
          IN YITNES.9 WHEREOF 3 have hereunto e e t m handy
and affixed ;ny o f f i c i a l seal in the Czty and County of Sat1
Francisza t h c day and year i n this certificate f i r s t above
-nitten.
                                  -',.      ,!  .
                                   /           7
                                  MABEL M. 'HULL
                                  Notary Public in and f o r the
                                  C i t y and County of Ban Francisco,



                                   y
                                  M Commission Expires:
                        CERTlF I C A T E OF AMENDXEN'I'                         FILED
                                                                         Irlh.&..I*.h,,d~,
                                                                              J*.C*dC.l*rm


                    ARTICLES OF INCORPORATION OF

                                --
                                VILLA RONA, INC.
                                                               L

            Anne Me tldcl                      and       nut. Steton
       CiiiGTif p r e s i d e n t )                   lname o f s e e r e t a r

ccrtify thatt
        L. Thcy are t h e president and a e c r c t a r y , r a s p e c t i v e l y ,

o f Villa Rama, Inc., a C a l i f o r n i a c o r p o r a t i o n .

        2. Article I of t h e Articles o f I n o o r p o r a t i o n of t h e

s a i d C o r p o r a t i o n i s amcnded t o r e a d as f o l l o w s :
                 The name DE t h e C o r p o r a t i o n i s Twin Pines
           C o o p e r a t i v e Community, I n c .

        3 . The f o r e g o i n g amendment t o t h e Articles o f I n c o r p o r -
a t i o n of the C o r p o r a t i o n h a s been approved by t h e Board of

Directors o t t h e Corporation.

        4 . The amendment was approved b y t h e required v o t e o f

s h a r e h o l d e r s i n a c c o r d a n c e w i t h s e c t i o n 302 of t h e C a l i f o r n i a
C o r p o r a t i o n s Code.    The t o t a l number of O u t s t a n d i n g s h a r e s

e n t i t l e d t o v o t e with r e s p e c t to the emsndrnont was e i g h t y ( E O ) ,

t h e f a v o r a b l e v o t e of a m a j o r i t y of such ehares i s r e q u i r e d t o

a p p r o v e the amendment, and t h e number of such s h a r e s v o t i n g

i n f a v o r of t h e amendment exceeded t h e r e q u i r e d v o t e .
        S . Tho C o r p o r a t i o n i s authorized t o u s e t h e word 'Cooper-

a t i v e " in its name b e c a u s e i t is a housing c o o p e r a t i v e , t h e
f i n a n c i n g of which i u i n s u r e d o r g u a r a n t e e d by t h e U n i t e d

States       of America, a s c e r t i f i e d by t h e Commissioner of t h e
Federal ~ o u s i n yf d v ~ i r ~ i s t r a t l oas a Consun~erCooperatiue
                                             .~ .
                                                  n                           .
DATED :     .-   -    ;-.
                     .,,    ,?. /
                                            -- -             , 4f..!.~,c-.
                                                             , ."-.-



      ?'he undersiqned d e c l a r e under penalty of p e r j u r y t h a t

t h e matters set. forth i n t h e foregoing c e r t i f i c a t e a r c true

of their own knowledge, and that t h i s v e r i l - i c a t i o n was ex-
                 _..--
ecuted ab.
                 7
             .. 6 2
             -    . LA , C a l i f- , on
                      -  - rniaLL o                            x...   A-




'         1901.
                                          BYLAWS OF
                    TWIN PLVES COOPERATIVE COMMUNITY, INC.
                             Adopted on Augusl26,.2002
                           By 8 % vote of total hqembership
                               :
                                 Vote: Yes- 63 No - l

                                    ARTICLE I
                        NAME AND LOCAl'ION OF CORPORATION

        The riame of this Corporation is Twin P ~ n e s
                                                      Cooperative Community. !nc. (the
                 t
"Corpora~ion").Is principal office is loca!ed at 835 Pomeroy Arenue. Santa Clara. California or
at any other address as may hc rlesignare3 by the Board of D~rectorsfrom time to time in the
future.


                                          ARTICLE I1
                                           PURPOSE

        The purpose of this Corporation is to perpetuate itself and to provide its members
("Members") with housing and community facilities (the "Cooperative"), if any, on a nonprofit
basis cocsislent wi:h rhe provisions of the California Consumer Cooperative Corporation Lnu,
                                            and
Corporations Codc Section 12200 3 g.,the provisions sct forth in its Afiicles of
Incorporati on.


                                         ARTICLE I11
                                         MEmERSHIP

         1.     Elieibility. Any niliural person or any revocable in~ervivos
                                                                           trust approved by the
Board of Direc[ors shall be eligible for membership ("Membciship"). provided that each current
                                                                                           person
beneficiary and current truslee of such an approved ievocablc intcrvivos trust is n ~ialural
approved by the Board, and funhel. provided the person exccutcs an Occupancy Agreemen1 in
the usual form employed by the Corporarjon covering a specific dwelling unit ("Dwelling Unit")
in the cooperative. In the event tho! a lender approved by the Corpo:ation pursuant to Article 111,
Section 7 below ("Approved Lender") has provided a loan for the purchase of M e m k n h i p s to
prospeclive members or to existing Members,and i n the event of a default under any such loan.
the Approved Lender shall be eligible for hlcmbership. No notunl person may hold more than
one Mernbel.ship at any given time. lf one person should own more than one Membership at any
time, [he Member shall be oblignred lo aansfer any such excess Membership as expeditiously as
possible. No penon shall be denied mernbcrship on the grounds of race, color, national origin.
agc, religion. sex, handicap, political affiliation or belief.

        1.      &Jplicalion for Mernbershb. Application for membership s!iall be presented in
person on a form of application prescribed by the Board of Directors, and nil such applications
shall be acted upon promptly by the Board of Directors.
         3.       Members. The Members shall constst of such persons as have been approved for
                                   and              for
Membership by the Board of D~reclors who have p a ~ d thetr Mernbersh~pand rece~ved
                       and
rnembcrshili cert~f~cates who have entered into an Occupancy Agreement ua~lhthe
Corporatlor~.The aulhonzed number of Memberships of the Corporation shall be e~ghty
                                                                                  (80).

        4.        -
                  Transfer of Membershie.  Exccpt as provided herein, membership shall not be
transferable, and in any event, no transfer of membership shall be made upon [he books of the
Coiporatior~  within ten (10) days precedins the annual meeting of the Members. In all transfers
of Membership the Corporalion shall be entitled to a fee i t deems appropriale to compensate i t
for processing of the ~ransfer.

                  e)      Death or a Memkr. If, upon death of a member, his or her membership in
                          the Corporation passes by will or interstate distribution to a member of his
                          or her immcdiale family, such legatee or distributee may, by assuming in
                          writing the terms of the Occupancy Agreement, within sixty (60) days
                          aftcr Member's death, and paying all amounts due thereunder, becornc a
                          Member of the Corpor3tion provided. however. that the le,Oatee or
                                                                                  for
                          distributee meeis all the requirements for eli~ibility Membership set
                                                                              or
                          Sonh in these Byla\vs. In the event the l e ~ a t e e distributee fails to meet
                          the Corporarion's el;gibility requirements 1o:Membership. and the
                          Corporation does not elect to purchase the Membership pursuant to
                          paragraph (b) of this Section, the Iegntee or distributee shall have one ( I )
                          year i n which to scll the Membership and vacate the premises, during
                          which period the le~atee    shall be bound by the terms of ihe Occupancy
                          Agreement between the Corporation and the deceased member, lhese
                          Byl;lws and the Anicles and shall be responsible for payment of all
                          charges levied by the Corporation a~ainsr Membership. If Member
                                                                       the
                          dics and an obligation is not assumed in accordance with the foresoing,
                          then the Corporation shall have an optlon to purchase the Membership
                          from the deceased Member's estate in the manner provided in parastaph
                          (b) of this Section, written notice of the death being equivalent to notice of
                          intention to withdraw. If the Corporation does not exercise such option,
                          the provisions of para~raph of this Section shall be applicable, the
                                                         (c)
                          references io "Men~bcr"    therein to be construed as references to the legal
                          representative of the deceased member.

                  b)      Qntion of Cornoration to Purchase. If the member desires to leave the
                          cooperative, he or she shall notify the Corporation in writing of such
                                    and
                          inter~~ior~ thc Curporation shall have an option for a period of sixty
                          (60) days thereafter, but nor the obligzlion to purchase the Membership,
                          together wit11 all of [he Member's rights with respect to the dwelling unit,
                          at an amount lo be determined by the Corporation and the Mcmber as
                          representing the fair market value of the Membership, less any amounts
                          due by the blember to the Corporation. In the event the Corporation elccts
                          to purchase the Membership. any Approved Lender's lien must be satisfied
                                                                                               and
                          upon transfer o i the Membership. In the event !he C o ~ o r a t i o n the

ZJ1i01\158381.4
Revised August :?6.2002
                                Member cannot agree on the purchase price of.the Membership, the
                                purchase price shall be determined pursuanl to an arbitration lo be held
                                under the jurisdiction of the American Arbitration Association 31 the
                                request of either pany. The purchase by the Corporation of the
                                Membership will immediately teminate [he Member's rights and the
                                Member shall forthwith vacale the premises.

                        C)      Procedure Where Cornration Does Not Exercise Option. If the
                                Corporation waives in writing its ri,oht ro purchase the membership undcr
                                the foregoing option, or if the Corporation fails to exercisr such option
                                within thc sixty (60) day period, the Member may sell his or hcr
                                ,Membership to any person wiio has been duly approved by the
                                Corporation as a member and occupant. If the Corporalion agrees. a1 the
                                request of the Member, to assist rhe Member in finding a purchaser, the
                                Corporalion shall be entitled to charge ihe Member a fee i t deems
                                reasonable for this servicc.

        When the transferee has bcen approved for membership and has executed the prescribed
Occupancy Agreement, the retiring member shall be released of his or her obligations under his
or her Occupancy Agreement, provided he or shr has paid all amounts due the Corporation to
date.

            5.  Procedure for Termination. A Membership may be terminated for cause if a
Member is in default under his or her Occupancy Agreement and/or is i n violation of these By-
laws andlor the Rules and Regulations of the Cooperative as pl.omulgated by the Board of
Directors. If the grounds appear to exist for termination of a Membership under the Occupancy
Agreement, rhe Bylaws or the Rules and Regulations, the procedure set forth bclow shal! be
followed:

                       a)                                                            r
                                The member shall be given at least JS days p ~ o written notice of h e
                                proposed tern~inationand the reasons for the ternlinetion. No~ice     shall be
                                given by any method reasonably calculated to provide actual notice. Any
                                notice given by mail shall be sent by first-class or certified mail to the
                                Membcr's lasr address as shown on the Corporation's records.

                       0)       The Member shall be given an opportunity to be heard,eilher orally or in
                                writing, a1 least iive days before the effective date of the proposed
                                expulsion. The hearing shall be held, or the written statement considered,
                                by the Boakd to determine whether the termination should take place.

                       c)       The Board shill1 decidr whether or no1 the Member should be terminared.
                                The decision of thc Board shall be final.

            6.  Termination of Mcrnhershiv for Cause. In the event the Corporatioll has, purr~lnnt
to the tenns of the Occupancy Agreement : h e x Bylaws or the Rules and Regulations. terminared
the rights of a Member under the Occupancy Asreement, and reclaimed thc dwelling unit, the

zri\~r\1~8~ai
         6

Revised A u g u l 2 6 . 2 M 2
Member shall be rcquired to deliver promptly to the Corporation his or her Membership
ceniiicale and his ar her Occupancy Asreement. both endorsed in such manner us may be
required by ihe Corporation. The Corporation shall thereupon at its election either (I)
repurchssr said membership nr its fair market value as determined hy the Corporation based on
an appraisal performed by a State certified appraiser, or (2) proceed with reasonuble diligence to
effect a transfer of the Membership to a purchaser and at a rra~lsferpnce acceptable to the
Covora\ion. The retinng member shall be entitled to rective the amount so daerrnined, less the
following umounts (the delemination of such amounts by the Corporation lo be conclusive):

               a)      Any amounts due 10the Corporation from the Member under the
                       Occupancy Agreement;

               b)                     cost
                       The est~mated of all deferred maintenance, including painting,
                       redecorating, floor finishing, and such repairs and replacements as are
                       deemed necessary by the Corporation to place the dwelling unit in suitable
                       condition for another occupant: and

               c)      Legal and other expenses incurred by the Corporation in connection with
                       the default of such Member and the retransfer of his or her Membership.
                                                Member for any rcnsons should fail for a period of
                       In rhc event the retiii~lg
                       ten days after demand to deliver to the Corporation his or her endorsed
                       Membership Cenificnte, said Membership Certificate shall fonhwith be
                       deemed to be cancelled and may be reissued by the Corporation to a new
                       purchaser.

        7.      Rieht to Encumber Membershiv Share.
                Members shall hav- the right lo pledge their Membership and interssl in the
Corporation as collateral for a loan to finance or refinance the purchase of the Membenhip and
for loans for other purposes as long as the Corporation hasapproved [he pledge of the
Membership and the Corporation has approved any documenu evidencing or securing the loan
Any lien on a Membership interest securing a loan to finance the purchase of the Membership
shall be prior lo the Corporn[ion's lien ri&ts, provided that the Corporation has approved the
pledge oi the Membership as collateral for'the loan. The approval by the Corporation of the
pledge of [he Membership sllall involve no hnancial obligation of the Corporation. The Member
shall obtain the writlen approval of thz Corporation prior to pledging a Share as collateral for a
loan. Any pledges of a Membership as calla~eral                  and             Corporation's
                                                    shall be n,~ll void if t l ~ e
written consent to suc11pledge has not been obtained.

                                        ARTlCI-E IV
                                    MEETING OF MEMBERS

        1.                                     of
               Flacc ofMce~inzs.Mee~ings the Membership shall be held at thc principal
office orplace of business of t h e Corporation or at such other suitable place convenient to lhc
Membership as may be designated by the Board of Directors.
         7
         .      Annual Meetin~s.The annual meetings of the Corporation shall be held in May
e;~ch year on a day to be determined by the Board of Directors. At such meetin: there shall be
elecred by ballot of the Members a Board of Directors in accordance with the requiremenls of
Section 3 of Article V of thtse By-Laws. The members may also transact such other business of
the Corporation as may properly come before them.

         3.    Special Meetings. It shall be the duty of the President to call a special meeting of
the Memben as directed by resolution of the Board of Directors or upon a petition signed by five
percenr (5%) of [he Members h a v ~ r ~ g presented to the Secretary. If the meeting is properly
                                       been
requested by someone other than a Director. thc Board must set a date for the meeting not less
rhnn rhiny five (35) days nor more than ninety (90,) days after receipt of the request. The notice
of any special meeting shall state the time and place of such meetin: and the purpose thereof.
No business shall be transacted at a special meeting except as stated in the notice.

        4.      Notice of Meetin2s. It shall be the duty of the Secretary to mail a notice of each
annual or special rneetlng, sratlng the purpose thereof as well as the time and place where it is to
be held, ro each Member of record, at his or her address as it appears on the Membership book of
the Corporalion. o; if no such address appears, at his or her last known place of address, at least
10 but not more than 90 days prior to such meeting. In the case of a regular meeting, the notice
shall state those matters which the Board of Directors, at the time the notice is given, intends to
present for action to the Members at the meeting. The noiice of any meeting at which Directors
are to be elected shall include the names of all those who are nominees at the time the nolice is
given to Members. If a special meeting is properly reques:ed by someone other than a Director,
notice of such meeting must be given within twenty (20) days after receipt of the request. The
notice of any special meeting shall state the business to be transacted and that no other business
shall be transacted. The mailing o i a notice in the manner provided in this Section shall be
consrdered r~olice served.

        5.      Quorum. The presence of at least twenty-five percent (25%) of the Members of
record of the Corporation sliall be requisite for, and shall constitute a quorum for the transaction
of business at annual and special meetings of Members.

         6.    Adioumed Meetings. If any annual or special meeling of members cannot be
organized because a quorum has nor attended, the Members who are present, may, except as
otherwise provided by law, adjourn the meeting to a tine not less than forty-eight (48) 11ours
from the time the original meeting was called.




241\01\150381.4
Revised August 26,2002
         7.    &'
                .
                I        At every meetin%of the regular members, each Member present, shall
have the rizht lo cast one vole on each ques~ion never more than one vote. The vo!e of the
                                                   and
m;ljorily ollhose present shall decidc any quesiion brought before such meeting, unless the
quesuon is one upon which, by express provision of statute or of the Article of lncorporatron or
of these Bylaws. a differen[ vote is requjrcd, i n which case such exprcss provision shall govern
and control. No member shall bc eligible to vote or to be elected to the Board of Directors who
is sho\vn on (he books or manapclnent accoun!s of the Copoiation to be more than 30 days
delinquent in payments to the Corporaiion under his Occupancy Agreement. Voting by proxy
shall no1 be allowed.

         t;.    join^ Mcmbcrshiw Votinr. In the event thar aMembership stands of record in the
names of two or more persons. such persons (!he "Joint Memben") shall be collectively enlitled
to cast only one ore on any and all matlcrs thnl come before the Members, and such vote shall
be binding upon Joint Members. In order to arrj've at one vote, the Joint Members must, prior to
any vote, notify the Secretary or the Corporation. orally or in writing. the vote of such Joint
blembers constit'~tes a~rerd-uponvote of all Join1 hlernbers.
                      an

        9.     Action bv Written Ballot wi!hout a Meeting. The Board of Directors may suhmit
any aclion requiring approval o the Mernben to the Members in writing, without a meeting, by
                               f
dis~rihuting wntren ballot to every Memher entitled lo vote. Such ballot shall ser forth !he
            a
proposed actinn and provide an opportunity to specify approval or disapproval of thc proposal.
Members shall be given ten (10) days in which to return the ballots to the Elections Committee
of the Roard of Directors. The Elections Committee shall consist of three (3) Mrmbers of the
Corpora:ion who are not on the Board of Directors.

        Approval by written ballor shall be valid only when the number of votes cast by ballot
equals or execeeds the number of Mcmbers required for a quoruln at a meeting of the Members.
A matter sutlmi~ted the Member!: by wrinen ballot shall be deemed approved if the numbcr of
                     to
ballots approvins the proposal equals or exceeds the number of votes that would be required to
approve the proposal a1 a meeting of the Members at which the numbcr of votes cast is the same
as the numbcr of ballots returned to the Corporation.

        Ballots shall be distributed to Members either by mail or personal delivery, addressed to
the niernber at the address of such ,Member as it appears on the cenificate book of the
Corporation.


                                          ARTICLE V
                                          DiKECTORS

       1.                                    The
               5 . 1 m i e rand Oua!~fira:~ons. nlfairs of tnc Cs,rporatic~nshall be eovemed by z
Rnard of D~rcctors   composed o five persons, a11 of whom shal! be memhen of the Corporation
                                 l
and shall have lived in the Cooperative for at leas! one year.

       A t each Annual Meeting of the Members, there shall be elected two alternate members of
the Board whose term of office will be one year. These shall bc the next !wo remaining
candidates Tor the Board of Directors having the highest vote, ilfter all vacancies on the Board of
Directors have been filled. They shall have-the privilege of paflicipating in discussion but have
no power to vote, except that in the case of an absence of a Director a1 a given meeting of the
Board, the Chairperson shall appoint tne alternate present who received the highest number of
                                                         a
votcs to function as a Director a1 such meeting Sl~ould second Director be absent from the
given meeting of the Board, the Chairperson shall appoint the alternate present who received the
second highest number of votes to fun:tior, as a DirecLor at such meeticg.

       7
       -.      Powers and Duties. The Board of Directors shnll have the powers and duties
necessary foi the administration of the affuirs ofthe Corporation and may d o all such acts and
thing as arc not hy iaw o r by these Bylaws directcd to be exercised and done by the Members.
The powers of the Board of Directors shall include but not be limited:

               a)      T o accept o~rejectall applications for Membership and admission to
                       occupancy of a Dwelling Unit in the cooperative housing project, either
                       directly or through an authorized representative;

               b)      To establ~sh  monthly carrying charges (the "Carrying C h a r ~ e s " )
                       prescribed i r ~ Occupancy Agreement, based on an annual operating
                                      the
                       budget formally adopted by such Board;

               c)      T o authorize in their discretion patronage refunds from residual receipts in
                       accordance with Section 12451 of the California Corporations Code and
                       any other applicable law;

               d)      T o promulgate such rules and regulations pertaining to use and occupancy
                       of the premi:;es as may be deemed proper and which are consistent with
                       these Bylaws and the Al-ricles of Incorporation;

               e)      T o terminate Membership and occupancy rights for cause.

        3.      Election and Term of Office. A: the first annual meeting of the Members the tern
                                                                                       e
of office of two Directors shal! be fixed for three (3) years. T h e term of ~ f f i c of two Directors
shall be fixed at two (2) years, and the term of office of one Director shall be fixed at one (1)
year. At the expiration of the initial term of office of each respective Director, his or her
successor shall be elected to serve a term of three (3) years. The Directors shall hold office until
their successors have been eieeted and hold their first meeting. (If a larger Board of Directors is
                the                        be
conte~riplated, terms of offlce st~ould established in a similar manner s o that they will
expire in different years.)

        4.      Vacancies. Vacancies in the Board of Directors caused by any reason other than
the removal of a Director by a vote of the h4embership shall be filled by vote of the majority of
the remaining Direc~ors,provided, however, that if the number of Directors then in office
constitutes less than a quorum, as described in Section 11 of this Anicle V , vacancies may only
be filled by one of the following:
                a)         by the unanimous written consent of the Directors then in o f f ~ c e ;

                b)         by the affirmative vote of a majority of the. Directors then in office at a
                           meeting held pursuant to notice or waivers of notice complying with
                           Section 10 of [his Article V: or

               c)      by sole remaining director.

        Each person so eiected shall be a Director until1 successor is elected by the Members            31
the next annual meetin:.

        5.       Removal ofDirectors. At any regular or spccial meeting duly called, any one or
more of the Directors elected by t11cMembers may be removed with or without cause by a vote
of the majority of the entire Membership of record and a successor may then and there be elected
to fill the viicancy thus created. Any Direc~orwhose removal has been proposed by the
Mcmbcrs shal! be given an opponunity to be heard at the meeting. The term of any Director
who becomes more than 30 drys delinquent in payment of his o i her carryiny charges shall be
automatically terminated and the remaining Dirccton shall appoint his or her successor as
provided in Section 4, above.

       6.      Comvensario~.No compensatjon shall be paid to Directors for their services as
Directors. No remuneration shall be paid to a Director for scrvices perfonned by him or her for
the Corporation in any other capaciry, unless o resolu;ion authorizing such remuneration shall
have been unanimously adopted by the Board of Direclors before the services are undertaken. A
Director may not be an employee of the Corporation.

        7.     Orranization Meeri~lg.The first meeling of a newly elec~ed    Board of Directors
shall bc held within ten (10)days of election a such place as shnli bc fixed by the Directors a1
                                                1
the mcctinp at which such Directors were elccted, and nu notice shall bc necessary lo the newly
elected Directors in order lesally to constitute such meetinp, providins a majority of the whole
Board sha!l bc present.

        8.       Re~ular Meetines. Regular meetings of [he Board of Directors may be held at
such time and place as shall be delennined, from time to time, by a majority of the Directors, but
at least six such meetings shall be held during each fiscal      Noticc of regular mcctings 01 the
Board of Direcrors shall be given lo each Direclor, personally or by mail, telephone or telegraph,
at ]enst three (3) days prior to the day namcd for such meeting.

       9.      Swcial Mccting. Special rneelings of the Board of Directors n ~ a y called by
                                                                                 be
the President on four days notice to each Director, iiven by mail, or on 45 hours notice when
notice is given personally or by tclcphonc or telegraph, which notice shni) state the time, place
(as ~CI-cinabove provided) and purpose of the meeting. Special meetings of the Board of
                                                                                    notice on the
Directors shall be called by the Presidenl or Secretary in like manner and on l ~ k c
wrilten request of a1 leas: two Directors.
        10.     Waiver of Notice. Before or at any meeting of the Board of Directors, any
Dircc~or  may, i n wntlng, w a v e notice of such meeting and such waiver shall be deemed
            to
eq~~ivalent the giving of such noricr. Attendance by a Dircctor ar any meeting, of the Board
shall be a waiver of notice by him or her of the time and place thereof. If all the Directon are
presenl a! 3ny meeting of the Board. no notice shall be required and any business may be
rrnnssc[cd ol such mccling.

        1I .    Ouorum. At all meetings of the Board of Directors, s majority of the Directors
shall constiture a quorum for the transaction of business, and the acts of the majority o f the
Directors presen: 31 a meeting at which a quonim is present shall be thc acts of the Board of
Directors. If. at :my meetrng of the Board of Directors, there be less than a quorum1 prewnt, the
majority of those present may continue the meeting to some other rime. At any such continued
meellng. any business which might have been transacted ar the meeting as originally called ma)-
be transactctl without further noticc:.

        12.                        Meetino,. Any action rcquir-ed or permitted to be taken by the
                Aclion W i t h o u ~
Board may be takcn without a meeting, if u!l Directors, individually or collectivelv, consent in
writing to thar action. Such action by wrirten consent shall have the same force and effect as a
unanimous vote of the Board. Such written consent orconsents shall be filed with the minutes of
the procetdinzs of the Board.

         13.     Open Meetings. Annual, regular and special meetings o f t h e Board shall be open
to Members of the Corporation, and all Members shall be entitled to address the Board on any
item before the Board, except when the Boardadjourns ro executive session to consider
litigation, miltters relating to the folmstion of contracts with third panics, Member discipline, or
pcrsonncl matters. The Board may establish rules limiting the time any o n c Member may speak
on a particuli~ritem before the Board. Memben who are not on the Board may not participate in
any deliberation unless expressly so aothorizcd by the vote of the majority of a quorum of the
Board. Members shall be given notice of the time and place of Board meetings, except for
emergency n~eelings.at least four (4) days before the dale of the meeting. This notice may he
given by posdng the norice i n a prominent place within the Cooperative's common area, by
newsletter, by mail, or by other means reasonable calculated t o reach the Mzmbers. An
"emergency meeting" shall mean any meeling called by the President or by any two Directors
under circumstances that could not have been reasonably forseen thar require immediate
attenlion and possible action by the Board and that of necessiry make it impracticable to provide
pfior notice to the Members.

         14.    Minutes. Minutes of all meetings of the Board, except executive sessions. sholl
be made available to Members within thirty (30) d.ays of the meeting. The minutes shal! bc
distributed to each Member.

         15.   Fidelity Bonds. The Board of Directors shall require that all officers and
employees of the Corporation handling o r responsible for corporate or trust funds shall furnish
adequate fidelity bonis. The prerniuGs on such bonds shall be paid by the Corporatiorl




241Wli158381.4
Revised Augur1 2G.2002
                                           ARTICLE VI'
                                            OFFICERS

        1.      Desienation. The principal officers of the Corporation shall be a President, a Vice
President, a Secretary, and a Treasurer, all of whom shall be elected by and from the Board of
Directors. The Directors may appoint an assistant trensurer,'and an assistant secretary, and such
other officers as in their judgment may be necessary. Any number of offices may be held by the
same person.

       2.       Election of Officers_. The officers of the Corporalion shall be elected annually by
the Board of Directors at the organizi~tion                                                    c
                                            meeting of each new Board and shall hold office a thc
pleasure of the Board.

       3.      Removal of Officer. Upon an affirmative vote of a majority of the members of
the Board of Directors, any officer may be removed, either with or without cause, and his or her
successor elected at any regular meeting ofthe Board of Directors or at any special meeting of
the Board called for such purpose.

        4.      Presidcnt. The Prcsidcnt shall be the chief executive officer of lhc Corporation.
He or she shall preside at all meetings of the Members and of the Board of Directors. He or she
shel! have all of the general powers and duties which are usually vested in the office of president
of a corporation.

        5.      Vice President. The Vice President shall take the place of the President and
perform his or her duties whenever the President shall be absent or unable to act. If neither the
President nor the Vice President is able to act, the Board of Directors shall appoint some other
mcmber of the Board to do so on an interim basis. The Vice President shall also perform such
other duties as shall from time to time bc irnposcd upon him or her by the Board of Directors.

       6.       Secretary. The Secretary shall keep the minutes of all meetings of the Board of
Directors and the minutes of all meetings of the Members of the Corporation; he or she shall
have the custody of the seal of rhc Corporation; he o: she shall have chargeof the Membership
Cenificate 11-ansfcr                                                                         may
                    books and of such other books and papers as the Board of ~ i r e c i o r s
direct; he or she shall, in general, perform all the duties incident to the office of Secre~ary.

        7.      Treasurer. The Treasurer shall have responsibility for corporate funds and
securities and shall be responsible for keeping full and accurate accounts of all receipts and
disbursements in books belonging to the Corporation. He or she shall be responsible for the
deposit of all rnoneis and other valuable effects in the name. and to the credit, of the Corporation
in such depositories as may from time to time be designated by the Board of Directors.


                                         ARTICLE V11
                                         MEMBERSHIP
        I.      Aulhorized Membership. The aufhorized membership of the Corporation shall
consisl of IjO Mcrnbcrsh~ps.

       2.       Membenhir, Certificares. Ench Membership Certificate shall conlain on the
cenificate iir on a n accompanying disclosure document the following:

               a)     A statement that the Corporation is a coopcrat~vc
                                                                      corpora~ion.

               b)     A statemen: that the Corporation's Anicles and Bylaws will be furnished
                      tc each Member upon request made to the Corporation's office at the
                      addrcss set fonh in these Bylaws, pilrsuant lo Anicle I .

              C)      A slatemen[ that ~ransfer Mernbcrship Cenificat-,~ rcslricted, as set
                                              of                       is
                      fonh in the Bylaws.

              d)      A statemen! that the Corporation m2y levy assessments and dueson
                      Memberships in the manner set fonh in the Bylaws.

              c)      If the Member is required lo contribure services to !he Corporalion, a
                      stafernenffo that effect. which also specifies the amount and nature of the
                      services to be contributed.

              f)      A statcment rhiir the proprietary interests of the Members are unqual as
                      set fonh in ;he Bylaws.

              g)      A statement hat a copy of the restrictions on transferability of
                      Membership and the conditions under which the Corporation can levy
                      assessments can be obtained upon request, free of charge, from the
                      Corporation'%offices as set forth ir, Anic!c i of thc Bylaws.

        Membership Certificates shall be consecutively numbered, bound in one or more books.
and shall be issued therefrom upon cenificarion as to full payment. Every Membership
Cenificate shall be signed by the President or Vice Prrsidenr, and the Secretary, and shall be
sealed with the corporate seal. In the event the above named officers are not available for
signatures, si~idccnificate may be signed by any two (2) of thc Board of Directors. Upon the
lransfer of ownership i n accordance with the terms of [hese Bylaws and t h e Corpora~ion's
Anicles of incorporation, the issued Membership Cenificate may be czncelled and a new
cenificate issued thereafter to the purchaser. Said issuance must be du!y recorded in the
ceriifica~e ledger of the Corporation.

        3.      Lost Cenificale~.The Board of Directors may dircct a new ccrlificate or
ceniticates to be issued in place of any cenificate or cenificales previously issued by the
Corporation and alleged to havc been desaoyed or lost, upon the making of an affidavit of the
f ~byt the person claiming the Membership cenificate to be lost or destroyed. When authorizing
such issuance of a new cenificate or certifica~es, Board of Directors may. In its discretion.
                                                   the
and as a condifion precedent LO the issuance thereof, require the registered owner of such lost or
destroyed r:enificate or certificates, or his l e p l representalive, to advertise the same in such
manner as (he Board of D~recton     shall require and to give the Corporation a bond in such sum as
the Board of Directors may requlre as indemnity a p i n s t any claim that may be made againsl the
Ccrporat~on.

       4.     Transfer of Membership. No wansfer of membership shall be made upon the
book: of the Corporation within ten (10) days next preceding the annua! meeting of the
members.

        5.     Lien. The Corporation shall have a lien on the outstanding Memberships i n order
to secure paynlent of any sums which shall be due or become due from the holders [hereof for
any reason whatsoever, including any sums due under any Occupancy Agreements. The Board
of Direc~ors may refusc to consent to the transfer of such Membership Certificate until any
indebredness of the Member to the Corporation is paid.


                                         ARTICLE VIll
                                         AMENDMENTS

         1.     Amendments. These By-Laws may be amended by a majority vote of all
Mrmbcrs of thc Corporation. Amendments may be proposed by the Board of Directors or by
petitior, signed by at least twen;y (20) percefit of the members. A statement of any proposed
amendment shall accompany the notice of any regulnr or special meeting at which such proposed
amendment shall be vot~d      upon.


                                        ARTICLE IX
                                      CORPORATE SEAL

        2.      Sea]. The Board of Directors sh;~ll  provide a suitable corporate seal containing
lne name of t h e Corpra~ion,  which seal shall be in charge of the Secretary. If so directed by the
Board of Diiectors, a duplicate of the seal may be kept and used by the Treasurer or any assistant
secrctzry or assistant treasurer.


                                           ARTICLE X
                                   FlSCA1- MANAGEMENT

        1.     Fiscal Ye=. The fiscal year of the Corporalion shall begin on the. first day of
April every year, except thal [he first fiscal year of the Corporation shall begin at the date of
incorporation. Tlie commencement date of the fiscal year herein established shall bc subject to
change by the Board of Directon should corporate practice subsequently dictate.

        2.      Books and Account$. Books and accounts of the Corpora!ion shall be kept under
the direction of the Treasurer. That amount of rhc carrying charzes required for payment of the
principal of the mortgage of the Corporation of any other capital cxpendi~uresshall be credited
 upon the books of the Corporation to the "Paid-In Surplus" account as a capital contribution by
 the members.

        3.      Budeers and Financial Stalemenis. The Corporation shall regularly prepare and
distribute financial statements and related information to its Members in accordance wit11 the
rollo\ving:

                  a)      A proposed budget for each f~scal year shall be distributed not less than
                          fony-five (45) days nor more than sixty (60) days prior to the beginning of
                          the fiscal year. This proposed budget shall contain at least the following:

                          (I)    The estimated revenues and expenses on an acclual basis;

                          (2)    A summary of the Corporation's reserves based upon the most
                                 recent reserve s ~ ~ conducted, printed in bold type and including
                                                      dy
                                 the following:

                                 (A)     The current estimated replacement cost, estimated
                                         remaining life, and estimated useful life of each major
                                         component;

                                 (B)     As of the end of the fiscal year for which the study is
                                         prepared:

                                         i)     The current estimate of the amount of cash reserves
                                                necessary to repnir, replace, restore or maintain the
                                                major components;

                                         ii)    The current amount of accumulated cash reserves
                                                actually set aside to repair, replace, restore, or
                                                maintain major components.

                                 (C)     The percentage that the amount determined for purposed of
                                         clause (ii) of subparagraph (b) is of the amount determincd
                                         for purposes of clause (i) of subparagraph (b).

                          (3)    A statement as to whether the Board of Directors has determined
                                 or anticipates that the levy of one or more special asscssmcnts will
                                 be required to repair. replace or restore any major component or to
                                 provitie adequatc reserves.

                          (4)    A general statement addressing the procedures used for calculation
                                 and establishment of the reserves to defray the future repair,
                                 repiacemen:, or additions to those major cornponenls that the
                                 Corporation is obligated to maintain.



241\01\158381.4
Revised AuEurl 26. 2002
        Following approval by the Board of the proposed budget, the budget shall then be
prcparcd in final form, utiliziog final reports obtained from the Corporation's accountant
regarding the prior year's revenues and expenses and making any and all necessary adjustmen~s
and Membership assessmenls. The final budget as adopted by lhe Board shall be distributed to
each Member within lhiny (30) days of adoption by the Board. In lieu of the dis~ribution the  of
proposed budget, the Board may elect to distribute a summary of the proposed budget to all
Members with' IO-point bold fact writ~en    notice that the proposed budget is available at the
business office of the association or at another suitable location within the boundaries of the
cooperative and that copies \\.ill be provided upon request and at the expense of the Corporation.
I f a Member requests a copy of the proposed budget. the Corporution shall mail a copy of that
budget within five (5) days of the requcst.

                              (A)    An annual report consisting of the following shall be
                                     djstributed within 120 days after the close of the fiscal year;

                                     I)      A balance sheet as of the end of the fiscal year,

                                     ii)                                    for
                                             An operating (income) statemel~t the fiscal year.

                                     iii)    A statement of changes in financial position for the
                                             fisca! year.

                                     iv)    For any fiscal year in which the gross income to the
                                            Corporation exceeds $75.000, a copy of the review
                                            of the annual rcport prepared in accordance with
                                            generally accepted accounting principles by a
                                            licensee of the California State Board of
                                            Accountancy.

                                     If this report is not prepared by an independent accountant.
                                     it shall be accolnpanied by the certificate of an authorized
                                     officer of [he Corporation that the statements were prepared
                                     wilhout independent audit or review from the books and
                                     records of the Corporation.

                              (B)    A statement as to the Corporation's policies and practices in
                                                              or
                                     enforcing lien r i ~ h t s other legal remedies for default in
                                     payment of Carrying Charges against Members shall be
                                     distributed within sixty (60) days prior to the beginning of
                                     each fiscal year.

          4.   Review of Fiscal Affairs. The Board of Directors shall, on a quarterly basis,
review:

               a)     a'current reconciliation of the Corporation's operating accounts
                b)     a current reconcilia~ionof the Corporation's reserve accounl

               C)      the current year's actual reserve revenues and expenses compared to the
                       current year's budget

               d)      an income and expense statement for the Corporntionb opentine and
                       reserve accounts. The Board of Directors shall also, on nregular basis,
                       review the latest account sritcment for the Corporalion's operating and
                       reserve accounts.

       5.      Auditin:. At the closing of each fiscal year, the books and records of the
Corporation shall be audited by a Cenified Puhlic Accoun~anror other person acceptable t u the
Board. Based on such repons, the Corporalion will fumish its members with an annual financial
statement includrng the Income a n d disbursements of the Corporation. The Corporation will also
supply the members, as soon as practicable after theend of each calendar year, with a statement
showing each member's pro rata share of the real estate taxes and mongase interest paid by the
Corporation during the preceding calendar year.

        6.     Distribution of Other Statements. In addition to the financirl statements to be
               -
distributed pursuant to Section 3, the Corporation shall distribute to each Member the following
information ann~~ally:

                (a)     A statement 3s to the Corporation's policies and practices in enforcing lien
rights or other legal remedies for default in payment of Carrying Charges against Members shall
be distributed within sixty (60) days prior to thc besnning of each fiscal year.

               (b)     A summary of the Corporation's property, general linbility, earthquake and
flood insurance policies, shall be distributed within sixty (60) days preceding the beginning of
the Corporation's fiscal year, that includes nll of the following information about each pulicy:

                               a.     The name of the insurer.
                              b.      The type of insurance.
                              c.      The policy limits of the insurance.
                              d.      The amount of deductibles, if any.

                                        (1)     The Corpora!ion shall, as soon as reasonably
practicable. notify its Memben by first-class mail if any of the policies described above have
lapsed, been cancelled, and art not immediately renewed, restored or replaced, or if there is a
significanl change, such as a reduction in coverage or limits or an increase in the deductible, as
to any of those policies. If the Corporation receives any notice of nonrenewal of a policy
described above. the Corporarion shall immediately notify its Memben if replacement coverage
will not be in effect by the date the existing coverage will lapse.

                                   (2)   To the extent that any of the information required to
be disclosed pursuant to para~raph is specified in the insurance policy declaration page, the
                                 (b)
Corporalion nlay meet its obligation lo disclose that informarion by making copies of thal page
and distributing it to a11 of 11s Members.

                                        (3)     The summary distributed pursuarir lo paragraph (b)
shell coctain, in at leas1 10-point boldface type, the following statement: "This summary of the
Corporalion's policies of insurancc providcs only certain information, as required by subdivision
(c) of Seclion 1365 of the Civil Code. and should nor bc considered a substitute for the complete
policy terms and condjtions contained in the actual policies of insurancc A hfember may, upon
rcquesl 2nd p:uvisiori of rcasunable r~otice, review the Corporation's insurance policies and, upon
requesl and payment of reasonable dup!icaGon charges, obtain copies of those policies.
Although thc Corpor-a~ion    mainlains the policics of ~nsuranccspccificd in this summary, the
Corpornrio:~ipolicics of insu~ance    may not cover yourproper-ty, includir~g personal propeny, or
rcal propeny improvements to or around your dwelling, or personal injurics or other losses that
occur wiLhin or around your dwtlling. Even i f a loss is covered, you may nevenheltss be
responsible for paying all or a portion of any deductible that applics. Corporation Members
should consult with their individual insurance broker or agen: for appropriate additional
coverage."

               (c) A slatemen1 that Members have the right lo have copies of the rninules of
meelings of the Ronrd of Dir-ctors, includin: information on how and where such copies mny be
obtained.

       7.     Insnectinn of Books. Financial reports and the Membersh~p       records of the
Corporarion shall be available at the principal office of the Corporation for inspection at
reasonable times by any members.

       8.                                                 the
                Execution of Cornorate Documents. W ~ t h prior authorization of the Board of
Directors, all notes and conlracts, includ!ng Occupancy Agreements, shall he execuled on behalf
                                                                and
of the Corporation by either the President or the Vice Presiden~, all checks shall be executed
on behalf of the Covoration by

               a)      either the President or the Vice President, and countersi~ned
               b)      by either the Secretary or Treasurer.


                                           ARTICLE XI
                                        EblIhTNT DOMAIN

        I.      Definition: Total Taking. Panial Takine. The term "taking" as used in this Article
shall mean condemnation o r the exercise of the powcr of cmincnt domain or sale under threat of
the exercise of the power of eminent domain.

       A "Torul Tukirlg'' shall occur

                              (A)       if there is a permanent taking by ermnent domain of the
                                        interest in all or pan of the Coopcrrtive, such that the
                                                                use
                                      owntrship, operation ar~d ofthe Cooperative. in
                                      accordance will1 the provisions of these Bylaws, is
                                      substantially and adversely affecled. and

                              @)     within one hundred twenty (120) days after ihe effective
                                     date of the taking the Members holding Occupa~icy
                                     Agreements for the units (i) nor taken, or (ii) only partially
                                     taken and capable of being res~oredto at least ninety-five
                                     (95) percent of lheir floor area and substantially to their
                                     condition prior to the taking (collectively the "Remaining
                                     Units")do s o by affirmaive vole of a majority of their
                                     entire voting interest approve the continuation of the
                                     Cooperative and thc repair, restoration and repla- .ement to
                                     the exren; feasible of the Coope;ative and the Remaining
                                     Units.

         A "Parrini Tukirrg" shall occur if then is any other permarlent taking of the Cooperative
wh~chis not a T o ~ a Taking. A Panial Taking shall include a Spccial Partial Taking which is a
                      l
taking of all or pan of the inreresl of any Member in such Memberk Occupancy Agreement,
without involving any taking of the Cooperarive except lo the extent of the interest of such
                                            and
Members in the Occupancy Agreen~ents Membership Certificates so that the taking authority
          a
beco~nes successor in interest lo the Membcr's interest so taken, with the same effect as if the
Membership Certificate of such members was purchased by the talang aulhorily. Following any
laking which in the opinion of the Board of Directors would constitute a Total Taking in the
absence of the affirmative vote of !he Members to whom rhe remaining units are allocated.
("Remaining Members") as required by the foregoing provisions, the Board of Directors shall
call a special meeting of tlic Remaining Members to be held promptly, and in any event within
sixly (60) days after the effective date of such taking, ro determine if such Remainin: Members
will, or will not. decide to continue [he Cooperative provided herein.

       2.                                  and
               Award& R e ~ a i r R~s~ornlion Replacement
                                  ;

              a)      In the cvcnt of a Total Taking, the Board of Directors shall:

                      (i)     except as provided in Section 3 of this Article. represent ali of the
                              Members in an aclion to recover any and all awards, and

                      (ii)    proceed with the sale of rhat portion of [hr Cooperative which was
                              not included in the condemnation proceedings and distriburion of
                              the net proceeds of such sale and any condemrialior~award, nftcr
                              deducune any incidental fees and expenses, in the same proporlion
                              and in the same manner 3s provided in Anicle XII for distribution
                              of inrurance proceeds.

               b)     In the event of a Panial Taking, other than a Special Penial Taking, the
                      provisions of Section ?(a)(;) of this Article shall be applicable. The net
                       proceeds of thc Panial Taking awards shall be held by the Board of
                                                 rclatcd fccs and cxpenses o n the portions of rh:
                       Direciors, aftcr deductir~g
                       awards allorted by the Board of Directors to

                        (i)    units totally taken or partially taken and not capable of being
                               restsred io at least ninety-five pcrcent (95%) of their floor area and
                               substontially their condition prior to the taking, and

                       (ii)    units taken in the same manner as in a Fanial Taking except that
                               tine ralang is made subject to only some or to nonc of the By Laws
                               and Kules and Regulations (collectively the "Tuken Units").

        The Proceeds of the Panjal Tokin: award allotted to theTaken Units shall, upon pania!
l~quidation the Corporation, be: paid lo the Members holding Occupancy Agrecrrrents for such
            of
Taken Unils. The balance of the net proceeds shall then be applied to the repair, restoration and
replacement of the Cooperative and the remaining units (but not Members' personal property nor
those porlions of the interiors of the units which the Members are ~bligaled restore) to as
                                                                                to
nearly their condition as existed prior to the taking as may be feasible. in the same manner and
under the same provisions applicable to the proceeds of insurancc as set forth in Aniclc X I .
Any funds hcld for restoration by the Board followirrp completion thereof shall be disposed of. in
each case in the same manner 85 provided in Anicle XII.

          If the Remaining Members have voted to conrinue the Cooperative and the funds held for
restoration and repair, a special assessment of the Remaining Members may be levied by the
Board of Dirccrors to provide the necessary additional fund for such reconstruction. In no event
shall the Board of Directors be required to undenake any repair or restoration work o r riakc any
payment with respect to any unit i n excess of that proponion of the awards reasonably
attributable tothe loss to that unit. Following ally Partial Taking, the Corporation and the
Cooperative shall con~inuc,     subject to and with the benefit of all the provisions of these Bylaws,
so far as applicable to the remaining units. and the voling interests of the Members shall be the
same. Following any Par~ial      Taking, the Corporation shall be authorized to cancel the
                             of
M c r n k n h i p Ce~tificates the Members who held the Occupancy Agreements for thc Taken
Units.

         3.     Awards for Member's Personal Propenu and Relocation Allowances. In the event
that all or pan of the Cooperative is taken by eminent domain, each Member shall have the
exclusive right to claim 311 of the awards made for such Member's personal propeny. and any
relocation, moving expense, or other allowance of a similar nature, designed to facilitate
relocation. Notwithstanding the Toregoing provisions, however, the Board of Directors shall
represent each Member jn an action to recover all awards with respect to such portion, if any, of
a Member's personal property which at the time of any taking, as a matter of law, is part of the
                                                 h
real estate comprising the unit leased to s ) ~ cMember. and shall allocate to such Member so
much of the awards as is allo~ted the taking proceedings, or failing such allotment, allotted by
                                    ill
tile Board of Directors to such LMember's personal prOpeKy. T h t amount so alloczfed shall be
paid to the Mcmber entitlcd therelo, whether or not the unit in which such h.lernbcr's personal
propeny was located is to be restored by the Board of Directors. Notwithstanding restoralion of
the unit, the Board of Direclon shall have no responsibilily for restoralion of such Member's.
personal propeny.

        4.      Notice to Members. The Board of Directors immediately upon h a v i n ~ knowledge
of an!. taking by eminen1 domain of the Cooperative. or any portion thereof, or any threal
thereof, shall promptly notify all Members and the holders of mortgages who have filed a wriuen
requesl for such notice.


                                       ARTICLE XI1
                             DESTIlUCTION OF IMPROVEMENTS

         Scction I . Restoration of Proiect. Except as otherwise provided i n these Bylaws, i n thc
event of any destruction of any portion of the Coopmalive, it shall be the duty of the Corporation
to restore and repair the same toils former condition, as promptly as practicable. The proceeds
of any insurance mainraintd shall be used for such purpose, unless otherwise provided herein.
The Board shall be authorized to have prepared the necessary documents to effect such
                                                                                          or
reconslruction as promptly as praclicable. The Cooperative shall be r e c o n s l ~ c l e d rebuilt
substan~ially accordance with the original construction plans if they are available, unless
               in
changcs have been approved in writing by seventy-iive (75) percent of the Members. In the
even1 that the amount available from the proceeds of such insurance policies for such restoration
and repair is at least eighty-five (85) percent or more of the cstimaled cost of resrorat~onand
repair. a special assessment of the Members, allocated and assessed among the Members
proponionalely, iri the same proponion as each Men~ber'scarrying charges bears to the total
amount of carrying charzes assessed for all Members, shall be levied by thc Board of Directors
to provide the necessary funds for such reconslruction, over and above the amount of any
insurance proceeds available for such purposc. In the event that the amount available from the
proceeds of such insurance policies for such restoration and repair shall be less than eighty-five
(85) percent of the eslimated cost of'restoration and repair, the Members, by the vote or written
consent of not less ihan seventy-five (75) percent of he voting power of the Corporation, shall
delemine whether the Corporation shall be al~thorized levy a special assessment and proceed
                                                          to
with such restoration and repair. In the event of a determination by the Members, as provided
above, that the cost of such resloration and repair would be substantial and thar i t would not be in
their best interests to proceed with the same, the Members may, at their discretion, proceed as
provided rn Section 2 of this Anicle XII bclow.

         Section 2. Sale of Proiect. In the event that the amount available from the proceeds of
the insurance policies mainta~nedby the Corporation shall be less than eighty-five (85) percent
of the cosl of reconstruction, a ccr~ificate the resolution.prohibiting reconstruction shall be
                                            of
filed with the Recorder for the County of Santa Clara within six (6) months from the date of such
destruction and in the event of a failure to file such cenificate in the Corporation's book an3
records within said period, i t shall be conclusively presumed that the M-mbers and the
Corpo:ation, acting through the Board, shall be authorized to have the Cooperative offered for
sale at the highest and best pricc obtainable, either i n its damazed condition, or after damaged
slrcclures have been razed. The net proceeds of such sale and the proceeds of any insurance
camed by the Corpora:ion shall,upon liquidation or panial liquidation of :he Corporation, be
divided propon~onatelyamong the Mcmbers. in the same proportion as each Member's monthly
carryins charges bear to the [otal amount of monthly carrying cllarges for all Members.
Nolu.ithstar~dingthe foregoing, the balance lhrn due on m y valid mortzagc of record
encumbering the Cooperative as a whole shall be first paid in order of priority, before t h e
dislribution of any proceeds to n Member.

        Section 3. Inrerior Darnaee. With the exception ofdemage covered by insurance
maifitained by [he Corporaiion, repair of damage to the interior of any individual Dwelling Unit,
including withour limitation all damage to fixtures. cabinets and improvements therein, losether
wlth floor coverinss, shall be madc by and nt llle individual expense of the Member holding an
Occupancy Agreement covering such damaged unit. Such inlerior repair and restoration shall be
completed us promptly us practicablc and in a lawful and workmanlike manner. Members shall
indemnify, hold harmless and defend the Corporation and its Board Members, employees and
agents from any and all claims arising from any damage occurring to ine interior of an individual
Dwelling Unit. except to [he exlent such damage is covered by the Corporation's insurance or
such domage is caused by the Corporation's negligence, and any work done by Members to
repair damage lo the interior o f an individual Dwelling Unit.


        Section 4. Notice to Member. The Board, immediately upon having knowledge of any
darna_eeor dcsrruction (1) to the Cooperative (except the interiors of the unils), or any portion
thereof, which damage or destruction is subsrantial or may be restored only at 3 cost excecding
Ter~ Thousand Dollars (%10.000), or (2) to the interior of any individual unit, which darnage or
destruction may only be resrored at a cost exceeding One Thousand Dollars ($1,000). shall
promptly notify all affected Menibers and provide cenification of costs based on bids by licensed
contractors.

       Secrion 5 . Abatement of Assessmcnt~.In the cvcnt of the damage or destruction of all or
any punion ofthc Corporation, the Carrying Charges otherwise payable hereunder shall nor tx
abated or reduced without the prior vote and approval of the Board of Directors.


                                                 I1
                                        ARTICLE X 1
                                    CARRYING CHARGES

         1.  General Carryin: Ch~uees.The Board shall determine the amour11 of the General
Carrjr~ngCharges annually but may do so at more frequent intervals, should circumstances so
require. No Member shall be charged with more than such Member's proportionate share.
Members shall be provided with at leas[ thirty (30) days'wntten notice of any adjustment to the
monthly Carrying Charges.

         2.     J-.~mitalionson the General Camino, Charges. The Board of Directors shall nor
impose a Carrying Charge :hat is more than twenty percent (20%) greater than the respective
Carrying Charge for the Corporation's preceding fiscal year, without the approval of the
Members castins a majority of the votes, or except in emergency situations. defined as any one
of [lie f3llowin_e:

241\01\158381.4
Revised Augu126.2002
       (1)     An extraordinary expensc required by order of a court;

       (2)     An extraordinary expense necessary to repair or maintain the common area where
               a threat 10 personal silfety is discovered;

       (3)     A n extraordinary expense necessary to repair or maintain the common area that
               could not have been reasonably foreseen by [he Board i n preparing and
               distributing the annual profoma budget.

       (4)     An extraordinary expense in making the first payment of the earthquakr insurance
               surcharge pursuant to Section 5003 of the Insurance Code.

Prior to imposition of an assessment increase for unforeseeable expenscs the Board shall pass a
resolution containing written fisdings as to the necessity of the expense and why the expense
was no\ or could not have been foreseen. Tie resolution must be distributed to the Members
with the Nolice of Assessment.

       3.       Special Carrvins Charges. In addition to the General Carrying Charges
authorized above, the Corporation may levy,jn any fiscal year, a Special Canying Charge
                                                                               . .
applicable to that year for'the purposeif d;frayiny in whole or in dart, the common exp;nses of
the Corporarion for any fiscal year as prescribed in the Occupancy Agreement. Any Special
Carrying Charge other than the Individual Special Carrying Charge shall be levied against each
of he Members in equal amounts and may be enforced in the same manner as the Carrying
Charge.

       4.      Limitalion on Suecia! Carrvin~   Char5e.s. In any fiscal year, theBoard of
Directors may not, without the vote or writtcn assent of a majority of the voting Members of the
Corporation and except in emergency situations as defined in Section 2 of this Article XI1 above,
levy Special Carrying Charges to defray the costs of any action or undertaking on behalf of the
corporarion which in the aggregate exceeds f ~ v percent (5%) of the budgered gross expenses of
                                                  e
the Corporalioh for [hat fiscal year. Special Carrying Charges which in the aggregate are five
percent (5%) or less than flve percent (5%) of Lhe budgeted gross expenses of the corporation
may be lcvied by the Board of Directors without vote or assent of the Members.

        5.     Individual Soecial Czrrvine Chareeg The Corporation may levy an Individual
Special Carrying Chargcs ("Individual Special Carrying Charges") against a Mcrnber in order to
obtain reimbursement of funds expended by the Corporat~on, provided !hat such an Individual
Special Camying Charges may cnly be levied to reimburse the Covoration for costs incurred in
bringing the Member and hislher Membership into compliance with provisions of [he Bylaws,
Occupancy Agreement and Declaration of the Corporation, including the costs of any repairs for
                                           to
which the Member is responsible occordin~ thc provisions of the Bylaws and Occupancy
Agreement.

          6.     Delinouent Carry~ne   Charees. General Carrying Charges. Special Carrying
                             ~~!                                 ax!
C.'rar:es, and l n d r v ~ d Specid Canyicg Charges. (collect~vely indivldua!ly rcfcned 12 as
                    snall be delinquent, pursuant to Civil Code Section 1366 fifteen (IS)days
"Carrying Ch:ir_sesU)
after they become due. If Carryin: Charges are delinquent the Corporation may recover all of
the followir~g:

          (3)     Reasonable costs incurred i n collecting the delinquent Carrying Charge, includinr
                  reasonable auoney's fees.

         (b)      A late charge as may be aeterm~ned by-the Board, but not to exceed ten percent
                  (10%) of the delinquent Carrying Charge or Ten Dollars ($10)- whichever is
                  -
                  greater.

         (c)      Interesi on all sums imposed in accordance wilh this section. including the
                  delinquent Carrying Charge, reasonable costs of collection, and late charges. at an
                  annual percentag'e rate of twelve percent (12%)cornrnencing thiny (30) days after
                  the Assessment becomes due.

        If any instsllment of a Currying Charge is not paid within fifteen (15) days after its duz
date, the Board of Directors rnap proceed to collect the deficiency and declare a default pursuant
to the foreclosure provisions of Secrlon 2924 el. seq. of the California Civil Code, in addition to
pursuing unlawful detainer proceduies for eviction pursuant to California Civil Code Section 789
el%.. and any other remedies provided in the Declaration, the Bylaws, the Occupancy
-
Agreement or by law.

         7.       Notice to Member of Lien Procedures. A General: Special, or Individual
Carrying Charge and any late charzes. reasonable costs of collection, and interest, as assessed in
accordance with Civil Code Section 1366, shall be a debt of the Member at the rime rhe
assessment or other sums are levied. Befoie the Corporation may place a lien upon the separate
interest cf a Member to collect a debt which is past due under this subdivision, the Corporation
shall notify the Member in writing by cenified mail of the fee and penalty procedures of the
Corporation, provide an itemized statement of the charges owed by the Member, including items
                                  the
on the statement which indica~e principal owed, any late charges and the method of
calculation, any attorney's fccs, and the collection practices used by ihe Corporation. including
the right ofthe association to the reasonable costs of collection. In addition, any paymcnls
toward such a debt shall first be applied to the principal owed, and only after the principal owed
is paid i n full shall such psymcnts be applied to interest or collection expenses.

         8       Procedure for Perfection of Lien of Carrvinr! Charoe. In the event any Carrying
Charge is not paid within fifteen (15) days after the day upon which it becomes due, !he Board
may deliver a "Notice of Delinquent Assessment" to the Member assessed arid niay cause a copy
of said Notice to be recorded in the Official Records of the County of Santa Clara. Said Notice
shall state the amount of the Cmying Charze then due and unpaid, a description of the unit
                                       has
against which such Carrying C h n r ~ c been \(:vied, the name of the record holder of the
Occupancy Agreement on such unit, and rhe name and address of the uustee authorized by the
corporation to enforce the lien by nonjudicial fureclosure (in the event the corporation so elects).
and shall be signed by a representative desi~nated the Board. The Notice shall be mailed in
                                                     by
the manner set forth in Civil Codc Section 2924b to the record holder of the Occupancy

241101\15838!.4
Revlsrd August 26. 2002
Agreement no laler than ten (10) days after recordation. When such a Notice has been recorded.
!he Carrying Charge described therein shall constilute n lien upon the Occupancy Asreemen1
idcntified therein, which licn shall be prior in right to all other liens thereafter arising, except all
[axes, Carrying Charge or other levies which by law would be prior thereto and except for the
lien of any mongagc recorded prior lo the dale any such Carrying Charge became due. Such
Carryin! Charge lien sl~all in favor of the Corporation and shall be for tht bcnefir of all
                             be
Mernberr.

         9.      Enforcement of Lien of Canvine Char~cg.After thc expiration of thiny (30) days
                                                    -
 following the recordalion of a lien for unpaid Carrying Charges, the lien may be enforced by sale
                                                                          or
 by rhe uustee designated in the "Nolice of Delinquent Assessn~enr", by a trustee subsriruted
 pursuant to Section 2934a of the California Civil Code, after failure of thc Member to pay such
 Assessment in accordance with its ~ e r m s .Any such sale shall be conducted in accordance with
the provisioiis of Sections 2924.2924b and 2924c of thc California Civil Code. applicable to thc
exercise of powers of sale in mongages and deeds of trust. The lien may also be enforced by the
Corporation. its attorney or any other person in any other manner pzrmitted by law, including
judicial foreclosure. The Corporalion. acting on behalf of the Members, shall have the power to
bid for the interes! 3t a foreclosure or trus[ee's sale and to acquire or take by deed in lieu of
foreclosure, and hold, lease, mongage and convey ihe same. The Corporation's lien right
pursuant to this Aniclc shall be in addition to orherrights and rerned~es the Corporation
                                                                             of
pursuant lo the. Articles. Bylaws, !he Declaration. Occupancy Agreement and California law,
including the. righr to teminaie the Membership and occupancy rights of Members for cause and
to repossess units by unlawful detaincr proceedin_es.

        10.   Expiration and Satisfaction of Licn. Upon payment of amounts secured by a licn
the Corporation shall promptly cause a "Notice of Release of Lien" to he recorded stating the
           and
sa~isfaction release of such licn.
April 23, 2004


To:       All Twin Pines Members

Subject: Changes to Article II, V, VI 8
         Addition of XIV

For easy viewing all changes have been underlined.
The reason for the changes are listed at the end of
each proposed change under "EXPLANATION"
After voting put your ballot in a sealed envelope
and you may give your Ballot to the person passing
them out or deliver it to the office 10 days from the
date of this memo.
                         BYLAW CHANGES
           -1
ARTICLE I PURPOSE
                                   s
The Purpose of this Corporation i to perpetuate itself and to provide its members
("Members")with housing and community facilities (the 'Cooperative").if any, on a non-
  Rofit basis consistent with provisions of the California Consumer cooperative
Corporation Law. Corporation Code Section 12200 e l seq.. and the povisions set forth in
its Articles of Incorporation. This Cooaeratwe a common interest develo~ment    s
                                                                                i
manaqed under Davis Stirlina Act.
EXPLANATION: Clvll Codes speclfles we must state we are a common Interest
development and are managed under the Davls Stirllng Act.

ARTICLE V - DIRECTORS
Id     Number of Qualificdions. The affairs of the Corporation shall be governed by a
       Boad of Directors composed of seven 171 persons, all of whom shall be members
       of the Corporation and shall have lived in the Cooperative for at least one
       year. At each Annual Meeting of the Members, there shall be an election to
       realace all Directors whose terms of office have exaked.
EXPLANATION
Now that we are a Market Rate Co-op we all have a substantially larger
Investment in our units and strongly feel we need all seven (7) Board members to
have voting rights (In lieu of 5 Board Members) on the expenditures 01 the Co-op.

2.    Powers and Duties. The Board of Directors shall have the powers and duties
      necessary for the administration of the affairs of the Corporation and may do all
                             s
      such acts and things a are not by law or by these Bylaws directed to be
      exercised and done by the Members. The powers of the Board of Diectors shall
      include but not be limited:
             a)       o
                     T accept or reject all applications for membership and admission
                     to occupancy of a Dwelling Unit in the cooperative housing
                     project. either directly or through an authorized representative:
             b]       o
                     T establish monthly Association Fees (the "Association Fees"1
                     prescribed in h e Occupancy Agreement as directed in Article 1    3
                     of these Bvlaws, based on an annual operating budget formally
                     adopted by such Board:
             4         o
                      T autharize in their discretion patronage refunds from residual
                     receipts in accordance with Article 3 of the Occuwncy
                     Aareement and any other applicable law;
             d)       o
                     T promulgate such ~ l e and regulations pertaining to use and
                                                  s
                     occupancy of the premises as may be deemed poper and which
                     are consistent with these Bylaws and the Articles of lnccuporotion:
             e]       o
                     T terminate Membership and occupancy rights for cause.
             fl       o
                     T establish the Occu~ancv       Aareement.
EXPLANATION: This area was primarily altered to change the term "Carrying
Charges" to "Association Fee"


3.      Election and lerm of Omce. In order to achieve staoaered terms of office. at h e
        election of Directors in 2004: seven Drectors shall be elected. The hree mectors
        receivina the hiahest votes at that election shall serve for three-vears. the two
      Directors receivina the t o d h and fifth hiahest votes shall serve for two-vears and
      two Drectas receivina the sixth and seventh hiahest votes shall serve for one-
      year terms. Following the 2004 election of Directors all Directors~hpll   serve terms
      of three 131 vears. The Dire~idhall hold office until their successors have been
                               r
      elected and hold h e ~first meeting,
EXPLANATION: States the terms for each of the 7 Board Members.

8     Regular Meetings. Regular meetings of the Bomd of Directors may be held at
      such time and place as shall be determined. from time to time. by a majority of
      the Directors, but at least six (6) such meetings shall be held during each fiscal
      year. Notice of regulcn meetlngs of me Board of Diectors shall be given to each
      Director, personolly o by mail, telephone. Fax or E-mail, at least three (3) days
                            r
      prior to the day named for such meeting. Members m a y g k n d anv reaulqr
                                             C ~ ~when ir
      meetina of the B O Q I ~ ~ ~ e-x~ept W S aaiourns to exec~f've             session.
                                                  ar~ - a
      MinJtes mowsea faa d ~ g i o ~ ~ ~ m'draft e not as vel_q~woved'.        snal be
      available to Members within thirty (301davs of the meetina, and will be
      distributed to all members who reauest them.
EXPLANATION: Spells out that all "Board Meetings" are open for membership to
attend if they choose,

9      Special Meetings Special meetings of the Board of Directors may be called by
       the Resident on four (4) days notice to each Director when notice is aiven bv first
                          8
       class mail, or on 4 hours notice when notice is given personally or by telephone.
       fax or E-mail. which notice shall state the time. place (as hereinabove provided)
       and purpose of the meeting. Special meetings of the Boards of Directors may be
       called by the President or Secretary in like manner and on like notice on the
       written request of at least two Directors.

10     Waiver of Notlce. Before or at any meeting of the Board of Direclors. any D~rector
       may, in wn'ting. waive notice of such meeting and such waiver shall be deemed
       equivalent to the giving of such notice. Attendance by a Director at any
       meeting of the Board shall be a waiver of notice by him or her of the time and
       place thereof. If all the Directors are present at ony meeting of the Board, no
       notice shall be required and any business may be transacted at such meeting,
       d l waivers. consents and a~provals    shall be filed with the coroorate records or
       made ~ uoftthe minutes of me meetinq,

14     Minutes. Minutes of all meetings of the Board. except executive sessions, shall be
       made available to Mernben within thirty (30)  days of the meeting. The minutes
      sholl be distributed to each Member. Minutes orooosed for adootion, marked
            -
      "draft nt
      - -     &       aooroved: sholl be available to Members within thirtv (301davs of
      the meetina, and will be distributed to all members who reauest them.

EXPLANATION: Explains the process when minutes have corrections to be made
before final approval.


       Fidelifv Bonds and Liabilii Insurance. The Board of Directors shall require that all
       officers and employees of the Cwpaatiin handllng or responsible for corporate
       or trust funds shall funish adequate fidelity bonds. We Corrxxation shall oov for
       such bonds. The Corooration shall also rxovide and oav for liabilitv insurance for
       gll Directors.
EXPLANATION: States the Corporation pays for the liability insurance for Board
Members.

ARTICLE VI OFFICERS

1  Designolion. h e principal officers of the Corporation shall be a Resident, a First Vice
   President, a Second Vice Resident. a Thid Vice Resident. a Fowth Vice President, a
  Secretary and aTreaswer, all whom shall be elected by and from the Boad of
   Directors. The Directors may appoint an assistant treasurer, and an ossistont
  secretary, and such other officers as in their judgement may be necessary.
EXPLANATION: States the titles for each of the 7 Directors.

5    Vice Presidents. Lhere shall be four Vice Residents whose titles and duties will be a     s
     follows: FirstYic_eJ~esidentshall be resoonsible fw oeriodic ~ ~ b l i c a t i ofn bulletin
                                                                                    o a
     or nenrs e t t w b t h e memoers. shall coord'nate an ed~cat'oncommittee. and shall
     take the pace of tne Resident ana pedorm KsJher-d~ties whenever thg&s''e
     shall be absent or unable to act. Second Vlce President or an alternate member of
     the Board of Directors shall remesent the Corooration at all outside functions. Third
                                 as
     Vlce Pleslden!~hallpct a soundina boara for the manage!/zt~ff-anasuoiect to
                   .
     tne a p w ~ v g l gtne f u nB w a , determine what imwovements to tne Coooerative ore
                          f
     reauired. and oropose new cornmunib ~ l e to the Board as necessaw. Fourth Vice
                                                      s
     Pmident ICommudf Relations) shall coordinate all intemal communitv activities,
     facilitate woarams and co-op activities. and cultural activities of inter&t&&
     members. Duties of the four Vice Presidents shall be interchanqeablew o n
     unanimous vote of t h e l w d .
,$   EXPLANATION; ALL Directors have specific jobs and no one Director is a
     "member at large" (as was in prevlous Boards) without sharing some of the
     work.

ARTICLE XIV MISCELLANEOUS

1                                                                          e
      Failure to Enforce These Bvlaws Now Does Not Mean rhev Cannot B Enforced Later.
                                                       contained in these Bvlaws will be
      No restriction. condition, obliaation or ~rovision
      deemed to have been waived faiven UDI        because of anv failure to enforce it. no
      matter how manv violations o breaches of It take olace.
                                     r

2    Even ifPart of These Bvlaws are Invalid. That Will Not Affect the Rest.
     The Provisions of these Bvlaws are and should be treated as beina seoaate and
     indeoendent. If anv one orovision is invalid or oatlv invalid or unenforceable. that
     will not affect the validitv o enfarceabilitv of anv oher wovision of these Bvlaws.
                                  r
EXPLANATION: This area was added to be user friendly about the content of the
Bylaws.
                                  BYLAWS OF
                    TUX% PIKES COOPEFLiTn'E CObIMUNITY~INC.

                                     ARTICLE I
                         NAME AND LOCATION OF CORPORATION

        Tne name of this Corporation is Turin Pints Cooperative Community. Inc. (the
"Corporation"). Its principal oifice is located a~ 835 Porneroy .4venue, Santa Clara, California or
at any orher address as may be designatzd by he Board of Directors from time to time in the
furure.




                                     ion is to p z r p u t e itself and to provide its members
                                    munity facihies (the 'Cooperative'), if any, on a nonprofit
                                       the Califcrnia Consume; Cooperative Corporation Law,
                                                                             n
                                            a i d the provisions set forth i its .h-tlcles of
Incorporation.




        1.       Eliojbilitv. A y natural person or any revocable hrervivos trust approved by the
                               n
Board of Directors shall be elizible for memkrsbp ("Memberslup"), provided that zach current
beneficiary and current tmtee of such aa approved revocable inizrvi\.os trust is a natural persoil
approved by the Board, and further provided die persou executes an Occupancy Agreeinenr in
the usual form employed by the Corporation covering a specific d w e l h g unit ("Dwelling Unit")
in thc cooperative. In the event that a lender approved by b e Corporation ("..\pproved Lender")
has provided a loan for the purchase of Memberships to prospective members or to existing
Members, and i the event of a default u d e r any such loan, tile .'ipproved Lender shall be
                  n
eligible for Meinbership No natural person may hold more than one lclembership at any p e n
rime. Lf one person slmuld owu more than one hiembership at anv time, the Ivlember shall b   e
obli,vated to eansfer any such excess ivlrmberslip as expeditiously as possible. No person shall
be denied membership on the grounds of race. color, natlonal origin. age: religion, sex, handicap.
political affiliation or belief.

        2.      Apolicarion for Menlbersllip. Application for membership sllall be presented in
person on a form of application prescribrd by the Board of Directors, and all such spplica'ions
s h U be acted upon pronlpt!y by :he Board of Durctors.
        .
        7
      J.                     Mcinkrs siiall consist of such persons as have been approved for
              Members. T l ~ c
 Membership by the Board oiDirectors and who have paid for their Membership and received
                                                                             nt
membership certificates and who have entered into an Occupancy ~ ~ r e e m e with the
Corporation. The authorized number of Mtmberships of the Corporation shall k eighty (80)

        4       Transfer of Membership. Except as provided herein, membership shall nat be
transferable, and in any evenL no uansfer of membership shall be made upon the books of the
Corporation w i t h [tell (10) days preceding the annuai meeting of the Members. JD all transfers
                                                                                  .
of Membership the Corporation shall b entitled to a fee it deems appropriate to compensate it
                                         e
for processing of the uansfer.

               a)     Death of a Member. If, upon death of a member, b or her nle~nbership
                                                                           s                     in
                      the Corporation passes by will or interstare distribution t a member of his
                                                                                 o
                      or her immediate f a d y , such le_eateeor disrributee ma!*, by assuming in
                      writing the terms of the Occupmcy Agreement, w i t h sixty (60j days
                      afrer Member's death. and paying all amounts due thereunder, become a
                      Member of the Coqmrauon provided, however, that the legatee or
                      disributee meets all the requirenxnts for eligibiliry for Membership se:
                      forth m these Bylaws. In the event h e legatee or distributee fails to meet
                      the Corporation's eligibility requirements for Membership, arid the
                                                   to
                      Corporation does nor elec~ purchase the Membership pursuant to
                      paragraph (b) of this Section. the legatee or disuiburee shall have one (I)
                      year in which to sell the Membership and vacate the premises, during
                      which period the legatee shall be bound by the t e r n of the Occupancy
                      Agreement between h e Corporztion 2nd the deceased member, these
                      Bylaws and the Xnicles and shall be responsible for payment of all
                      charses levied by the Corporation against the Memberslup. If Member
                             s
                       d ~ e aad anobligatio~~ not assuned iu accordai~ct
                                              IS                             with thc l'orc;ouy,
                       then the Corporation shall h v e an option to purchase the Membership
                       kom the deceased Member's estate in the manner prov~dedn pararapt1
                                                                                     i
                       Q of this Section. written notice of the death being equivalent to notice oi
                       intention to withdraw. If the Corporation does not exercise such option.
                       the prnvisions of paragraph (c) of rhis Section shall be applicable, the
                       references to "Member" therein to be construed as references to the legal
                       representative of :he deceased meinber.

                ')
                J      fition of Cornration to Purchase. If the member &sires to leave the
                       cooperative, he or she shall not* the Corporation in writing of SUCII
                       intention and rhr Corporsion shall have an option for a period of sixty
                       (60)days thereafter, but not rhe obligation to purchase the Membership.
                       togetller with all of tile Member's rights with respect to the dwelling unit.
                       at an amount to be determined by the Corporation and the Member as
                       representing the fair market value of the Membership, less any anmunts
                       due by the Member to the Corporation. In the event the Corporation and
                       the Memkr cannot *ee on the purchase price of the Membership. the
                       purchaje price shall be determined pursuant to an arbitration to be held
                       under the jurisdiction of the American Arbitration Association at the
                       request of either pany. T ~ purchase by the Corporation of the
                                                      E
                      Membership will in~~ediately ten-iinate the blember2srig hrs and the
                      Member shall fonharith vacate tht p~ernises.

              C)      Procedure Where Corporarlon Does Not Exercise Outia. If the
                      Corporation waives in writing its right ro purchase the membership under
                      the foregoing option, or if the Corporation fails to exercise such option
                      w i t h the sixty (60)day pwiod, the Member m sell his or her
                                                                        y
                      hlembershp to any person who lms been duly approved by the
                      Corpoiation as a member and occupanr. If rhe Coqwl.ation agrezs, at h e
                                                        the
                      request of the Member, to asris~ Mcmbtr in timding a purchaser. rhe
                      Co~porarlon    st~all enri~led charge the h.Icrnkr a iee it deems
                                          bt         m
                                   for
                      reaso~able this service.

                                                     r
       When the transferee has been approved r ~ mernbtrshp and has executed the prescribed
                                                                                        under hs
Occupancy ..\preernenr. the retiring rnernbsr shall l released of lus or 1)cr obligot~ons
                                                    x
or her Occtipancy Agreemeni. prov~ded or she has paid all a m u n t s due rhe Corprat~oll
                                         he                                                  to
date.

       5.        Procedure for Tenninariyp. A Mrmbership may b t ttrminarrd for cause if a
blcmbc: is i deiault uuder his or her Occupancy ,<grcernenr and.;@r is in violation of these By
             o
laws andlor the Rules and Regulstions of :'he Cocperative as promulgated by the Board of
Directors.. If rhe grounds appear to exist for termination of a Mzmbership under the Occupancy
Agrremenr, 'be Eylaws or the Rules and Rtgulations. the procedure set forth below shall bc:
followtd

               a)      The member shall be given sr leasr ! days prior writtea notice of rhe
                                                              i
                       proposed rermination and the reuocs for the tennirarion. Notice shall be
                       elvcn by any method i-casonabl;~    caiculated to provlde actual norlce. . U y
                       notice given by n a i l shall be sent by first-class or cenif:ed mail ro the
                       Member's last address as sboun 3n the Corporation's records.

               b)      The Member shall be given an opporr~nity be heard. either orally or in
                                                                  ta
                       wr~ting, least fi\:e days &fore the effective date o t tllc- proposed
                               st
                       expulsion The hearing shal! be kid, or the writreu statemen: considered,
                       by rhr Board to detenninc whether itre termination should take place.

               c)      The Board sk;lU decide whether or cot the Member should be terminared.
                       Tne decision of the Board shall bs fuial.

         6.     Ternmatian of Membersho for Cause. In the event the Coqxration has, pursuam
to the terms of the Occupancy .4greement these Bylaws or the Rules snd Ke~ulatious,         tcr~ilLuaicd
the rights of a Memlwr under the Occapaucy Azreement. md reclaimed the dwelling unit, the
                                                               au
hlzmber shall be required to deliver prollqtlv to the Corpratior his or her Membership
certificate aid his or her Occupancy Agreement, boin endorsed in such manner as may be
                                                                                 either (1)
required by [he Corporation. The C o q r a t i o u shall thereupon at irs elect~on
                                                                        by
repurchase said rnrmb:rslip at irs fair mxker value as dere~nmed the Corporation based on
rn appraisal performed by a State certified appraiser, or (2j proceed with reasonable dili,Deuce to
effect a transfer of the Membership to a purchaser aud at a transfer price acceptable to the
Corporation. The retiring member shall be entitled to receive the anmunt so determined, less the
following amounts (the determination of such amounts by the. Corporation to be conclusive):

                a)      Any amoucts due :o the Corpration from the Member under the
                        Occupancy Agrtzmeut;

                bj      Tile. es~imat:d cost of all deferred rr~intenance,including painting.
                        redecoratin?, floor finishing, and sdch repairs and replacements as are
                        deemed necessary by the Corporation LO place the dwelling unir in suitabie
                        condition for another oc;uoant: and

                c)      Leral and other expenses incurred by the Corpora!ion in cotlnection with
                        the default of such Member an3 rhe retransfer o i his or her Membership.
                        In the event ihe retiring Member for any reasons should fsil for a period of
                        ten davs after denland ro deliver to L ! Cornration his or her eudorsed
                                                                                                  x
                        Membership C r ~ d i c a ~ t , htembershp ~ e n r f i c a slyall fonhwirh t
                                                    said                          ~c
                                                   cd                                        to
                        deemed to be c ~ ~ i e l i and may be relssued by the Corpor~tior? a new
                        purchuser.


                                        ARTICLE IV
                                     MEETnG OF h&LEERS

        1.      plaze ~f Meztin~r.Me::ings of the Membership shall be held at the princtpal
oifice or place of business of the Coipration or a1 such other suitsble place converuent ;o tlx
Memberstup as may be desi~nated! tht Board ofDirr.ctors.
                                    :
                                    b
        7
        A.      i-al    Meetrngs The m d n l meetings of the Corporation shall be held in May
each v e x on a day to k derennined by the Boars of Directors. Ar such meeting the:e shall be
elected by ballot of the Members a Bsard o i Directors in accordance with the requirements of
Section 3 of Anicle V of these By-Laws. ?Iie members r m y also ransact such other business of
the Corporation as may proprly c o r n before them

         2.      S ~ e c ~Meetines. It shall be the duty of the Pres~dent call a special meetmg of
                          al                                            to
 the Members as directed by resolution of the Board of Directors or upon a ptirion sizued by five
 percent (5%) of the Members hnvmg k e n presented to the Secrttxy. Ii the meeting is properly
 requested by someone other than a Director, the Board must set s date for the meeting not less
 than thirty five (35) days nor more than ninety (90;days afrer receipt of the request. Tile notice
 of any special meeting shall state the time and place o i such meeting and the purpose thereof.
 No business shall br transacted at a special mccing except u stated i the notice.
                                                                        n

         4.      Notice of Metthes. I: shall be thc duty of the Secyerary to mail a llotice of each
 m u a l or special meeting, staring the p q o s e rkreof as well as the time and place where it is to
 t held, to each Member of record, at his or her address as it appears on the Membership book of
 x
the Corporation. or if no such address appears, at his or her last known place of address, at least
10 but not more than 90 days prior to such meting. In the case of a regular meeting, the noticc
shall state those matters u'hlch the Board of Directors, at the time the notice is given, intends to
present for action to the Members ar che meeting. The notice of any meeting at which Directors
are to be elected shall include the names of all tlnse who are nominees at the time the notice is
                                  l
given to Members. Lfa q x c ~ am e e t h is properly iequested by someone other than a Director.
notice of such meeting must be given within twenty (20) days after receipt of the requesr. The
notice of any special meeting shall state the business to be transacted and rhat no other business
shall be nmsocted. The mailing of a nonce i the manner provrded in thls Section shall be
                                               a
considered notice served.

        5.      Ouorum The presence of at least twenty-five percent (25%) of the Members of
record of the Corporation shall be requisite for. md shall constitute a quorum for the transaction
of business at annual and special meetings of Members.

        6.     Adiourned blvleetinos. If a '
                                          ) annual or special meeting of members cannot be
organized because a quorum has not attended. the Members who are present, may, except as
otherwise provided by law, adjourn the meeting to a time not less than forty-eieht (48) hours
born the time the original meeting was called.

        7.      w.At every meeting of the regular members, each Member present. shall
have the right to cast one vote on each question a d never more rban one vote. The vote of the
majority of those presem shall decide any question brou_ehrbefore such meeting, unless the
question is one upon which by express pro\ision of statute or of the Article of Incorporation or
of these Bylaws, a differeni vote is required. in which case sdch express provisiou shall govern
and conuol. No member shall be eligible to vote or to be elected LO the Board of Directors who
is shown on the books or m a g e m e n t accounts of rhe Corporation to be fore than 30 days
delinquent in payments to the Corporation under hrs Occupancy .4greement. Voting by proxy
shall not be allowed.

        8.     Joint Membershp Voting. In b e event that a Membership stands of record in the
names of two or more persons, such persons (the "Joint Members") shall be collectively entitled
to cast only one vote on any and all matters that come before t e Members, and such vote shall
                                                                h
be binding upon Joint Members. In order to arrive at one vote, the Joint Menbers must, prior to
any vote, notlfy the Secretary of the Corporarion. orally or in writing, the vote of such Joint
Members constitutes an agreed-upon vote of all Joint Members.

        9.     n
               &         bv Written Ballot wirbout a Meeting. The Board of Directors m y submit
any action requiring approval of the Members to the Members m writing, without a meting, by
           * a
dis~ributino written ballot LO everv Member entitled to vote. Such ballot shall set forth the
                                     <   -                             ~   ~




proposed action and provide an opportunity to specify approval or diiappro\.al of the proposal.
Members shall be given ten (10) days in which !o return the ballots to the Elzctions Committee
                                             Colmittee shall conslst of three (3) Members of the
of the Board of ~ c e c t o r s .The ~ledtions
Corporation who are not on the Board of Directors.
        Approval by written ballot shall be valid only when the number of votes cast by ballot
equals or exceeds the numher of Members required for a quorum at a meeting of the Members
.4 matter submitted t the Members by written ballot shall be deemed approved if the number of
                    o
ballots approving the proposal equals or exceeds the numbcr of votes that would be required to
approve the proposal at a meeting of the Members at which the number of votes cast is the same
as the number of ballots returned to the Corporation.

       Ballots shall be dismbuted to Members exher by mail or personal delivery. addressed to
the member at the address of such Member as it appears on the cenficate book of the
Corporation.


                                           ARTICLE V


        1.                                               of the Corporation shall be governed by a
                                                             shall be members of the Corporation


       At each .4nnual Meeting of the Members, there shall be elected two alternate members of
thc Board whose term of office will be one year. These shall be the next two remaining
                                            -        -
candidates for the Board of Directors havine the hiehest vote. after all vacancies on the Board of
Directors have been filled. They shall have the privilege of participatins m discussion but have
no power to vote, exce;rt that in the case of an absencz of a Director a a given meeting of the
                                                                        t
         ,
~ o s dthe charperson shall appoint rhc altema~epresentwho received the highest nukber of
                                 :
votes to function as a Director a suchmeeting. Should a second Director be absent from :he
given meeting of the Board, the Chnirperson shall appoint the airenlate present who r e ~ r ~ v rt d ~
                                                                                                   h
second highest number of votes to Function as a Director at,such meeting.

       2.      Powers and Duties.                                       the powers and durirs
necessary for the administration of                                       y do all such acts and
k g s as are not by law or by these                              ised and done by rhe Members,
The powers of the Board of Direct

                a)     To accept or rrject all applications for Membership and admission to
                                                        n
                       occupancy of a Dwelling Unit i the cooperative housing project, either
                       directly or through an authorized representative;

                b)     To establish mondlly carrying charges (the "Carrying Charges")
                       prescribed m the Occupancy Agreement, based on an annual operatlug
                       budget formally adopted by such Board;

                C)      To authorize in their discretion panonage refunds from residual receipts i
                                                                                                 n
                        accordance wirh Section 12451 of the California Corporations Code and
                        any other applicable law;
               d)      To promulgate such rules and regulations pertaining to use and occupancy
                       of the premises as may be deemed proper and which are consistent with
                       these Bylaws an6 the Articles of Incorporation;

                e)      To terminate Membership and occupmcy rights for cause

        3.      Election and Term of Office. At the fust       ual meeting of the Members the term
of office of two Directors shall be futed fo    ee (3) y e s       e term of office of two Directors
shall be fued at two (2) years,                , oficr G n e irector shan be fured at one (1)
year. At the expiration of the lnit 1 L                   sch res, ective Director, his or her
successor shall be elected to se                                      Directors shall hold office until
heir successors have been elec         d hold their first meeting. (If a larger Board of Directors i s
conteqlated, the rerms of office should be established in 2 similar manner so that they will
expire in different years.)

        4.      Vacancies. Vacancies in the Board of Duectors caused by any reason oiner than
the removal of a Director by a vcte of the Membership shall be filled by vote of the majority of
the renlaining Directors, provided, however, that if the number of Directors h e n in o E c e
constitutes less than a quorum, as described in Section 11 of rhis Arricle V, vacancies m y only
be filled by one of the following:

                a)                                           h
                        by the unanimous written consent of te Directors then in office;

                b)      by the aKimative vote of a majority of the Directors then in office at a
                        meeting held pursuanl to notice or waivers of notice complying with
                        Section 10 of this Article V; or

                c)       by sole remaining director

       Each person so elected shall be a Director until a successor is elected by the Members at
the next annual meeting.

         5.      Removal of Directors. At any regular or special meermg duly called. any one or
more of the Directors elected by the Memben r a y be removed with or without cause by a vote
of tb.e mjority of the entire Membership of record and a successor may then and there be elected
to fiil the vacancy thus created. Any Director whose removal has been proposed by the
Members shall be given an opporrunity to be heard at the meeting. The term of any Director
who beco~nes                                 in
                more than 30 days deli~lqueul pzyment of his or lxr carrying charges shall be
automatically terminated and the remaining Directors shall appoint !as or her successor as
provided in Section 4, above.

        6.     Comuensatiop. No compensation shall be paid to Directors for their services as
 Directors. No remuneration shall be paid to a Director for services performed by h m or her for
 the Corporation in any other capacity. unless a resolution authorizing such remuneration shall
 have been unanimously adopted by the Board of Directors before the services are undertaken A
 Director may not be an employee of t e Corporation
                                       h
        7.       Oroanization Meeting. The first meeting of a newly elected Board of Directors
shall be held within ten (10) days of election at s ~ c placc as shall be fued by the Directors at
                                                        h
the meeting at which such Directors were elected and no notice shall be necessary to the newly
elected Directors m order legally to constitute such             providing a majority of the whole
Board shall be present.
                                                  hO
         8.                                                the Board of Directo:~may be held at
                                                             rime, by a majority of the Directors, but
at least six such meetings shall                              year. Notice of replar meetings of the
Board of Directors shall be giv                                    or by mail, telephone or teleeraph,
at least three (3) days

        9.     Special Meetin~s. Special                 the Board of Directors may be called by
the President on four days notice to                       by mail, or on 48 hours notice when
notice is given personally                                      notice shall state the time, place
(as hereinabove provided)                                                   of the Board of
Directors shall be called                                               and on like notice on rhe
written request of at least two Directors.

        10.     Waiver of Yotie. Before or                of the Board of Directors, any
Director may, in writing. waive notice of                 such waiver shall be deemed
equivalent to the giving of such notce. tendance by a Director at any meeting of the Board
shall be a waiver of notice by                                        f
                                           the time md place &reof I all the Directors are
present at any meeting of the o , no mtice shall be required and any business n y be
                                                                                 a
transacted at such meeting.

        11.     Ouomm At all meetmzs o i the Board of Directors, a majority of the Directors
shall constitute a q u o m for the transaction of business, and the acts of the majority of thc
Directors present at a meeting at which a quorum is present shall be the acts of ;he Board of
Directors. Lf. at any meeting of the Board of Directors, there be less than a qwsrumpresenr, the
majority of those present may continue the meeting to some other time. At any such continued
meetiug, any business which might have betu tracsacted at the meeting as originally called may
be transacted without funher notice.

        12.     Action Without Meetin:. . b y action required or permitted to be taken by the
Board may be taken without a meeting, if all Directors, individually or ccllectively, consent in
writing to that action Such action by written consent shall have rhe same force and effect as a
                        ~
unaIiimous vote of r l Board. Such written cousent or collscnts shall be filed with the iniuutes ot'
the proceedings of the Board.

          13.    Open Meetina. h u a l , regular a d special meetings of the Board shall bt: open
                                                     n
 to Members of the Corporation, and all Mcmbers s M l be entitled to address the Board on any
 item before the Board, except when the Board adjourn to executive session to consider
 litigation, matters relating to the formarion of contracts with third parties, Member discipline, or
 personnel matters. The Board may establish rules limiting the time any one Member may speak
on a panicular item before the Board Members who are not on the Board may not participate in
any deliberation unless expressly so authorized by the vote of the majority of a quorum of the
Board. Members shall be given notice of the time and place of Board meetings, except for
emergency meetings, at least four (4) days before the date of the meting. This notice may be
                                                 ~
given by posting the notice in a prominent p l a w i t h the Cooperarive's common area, by
newsletter, by mail, or by other means reasonable calculated to reach the Members. An
"emergency meeting" shall mean any meering called by the President or by any two Directors
under circumstances that could not have been reasonably forseen that require immediate
attention and possible action by the Board and that of necessity make it impracticable to provide
prior notice m the Members.                                  t


                                                               , except executive sessions, shall
be made available to Members within                                     The minutes shaU be
distributed to each Member.

        15.                                        @?&equire           h t al officers and
                                                                            l
                                                   ible for corporare or trust funds shall furmsh
                                                         shall be paid by the Corporation


                                           ARTICLE Cl
                                            OFFICERS

        1.                                                              shall be a President, a Vice
Presidenr, a Secretary, and a                                             and from the Board of
Directors. The Directors may appom                                             secretary; and such
other o ~ i c e r as in t e r jud-ment
                  s      hi                                                     may be held by the
same person.

        2.                                  E
                Election of OEicers. T ~oficers of the Corporaion shall be elected annually by
 the Board of Directors at the organization meting of eachnea Board and shall hold office at the
 pleasure of tbe Board

        3.      Removal of Officer. Upon an affirmative vote of a majority of the members of
 the Board of Directors, any officer may be removed, either with or without cause, and his or her
 successor elected at any regular meeting of the Bovd of Directors or at any special m e e t a of
 the Board called for such purpose.

         4.      President. The President shnll be the chief executive officer of the Corporation.
 He or she shall preside at all meeting of chc 3lembers and of the Board of Directors. He or she
 shall have all of the general powers and duties which are usually vested in the office of president



                                              Q ?&",a
 of a cornration.                                               \

        5.
                                               &
                Vice preside^. The Vice President s all
 perfom his or her duties whenever the Presi
 President nor the Vice President i s able to
                                                               place of the President and
                                                        absent or unable to act Lfneither the
                                                 Board of Directors shall appoint some other
member of the Board to do so on an interim basis. The Vice President shall also perform such
other duties a shall kom time to time be imposed upon him or her by the Board of Directors.
              s

       6.       Secretaii. The Secretary shall keep t k minutes of all meetings of the Board of
Directors and the minutes of all meetings of the Members of the Corporation; he or she shall
have the custody of the seal of the Corporation; he or she shall have charge of the Membership
Certificate transfer books and of su2h orher book. and papers as rhe Board of Directors may
direct; he or she shall. in general, perform all the duties incident to the office of Secretary.

        7.      Treasurer. The Treasurer shall have responsibility for corporate funds and
securities and shall be responsible for kecpin,~ and accurate accounts of all receipts and
                                               full
disbursements in books belon-@ng to the Corporation. He or she shall be responsible for the
deposit of all moneys and other valuable effects m the name, and to the credit, of the Corporation
in suchdepositories as may from time to time be designated by the Board of Directors.




        1.     Aurhorized Membership. The authorized membership of the Corporation shall
consist of 80 Membershps.
                                 .   .
        2.                   e h a t e s . Each Membership Cenuicate shall contain on the
certificate or on an accompanying disclosure document the following:

                a)     .4 starement that the Corporation is a cooperativt corporation,

                b)     A statemeat that the Corporation's Articles and Bylaws will be furnished
                       ro each Mcm'be.r upon request made to the Corporation's office at the
                       address set forth in these Bylaws, pursuant LO h i c l e I.

                C)     A statement that tiansfer of Membership Certificates is restricted, as set
                       fonh in the Bylaws.

                d)      A statement rhat the Corporation may levy assessments and dues on
                        Membershps in the manner set forth in the Bylaws.

                e)      If the Member is required ro conmbute services ta the Corporation. a
                        starement to that effect. which also spciiies the amount and nature of the
                        services to be contributed

                f)      A statement that the proprietary interests of the Members zre unequal as
                        set forth in the Bylaas.

                gj      4 statement that a copy of the restrictions on transferability of
                        Membersbp and the conditions under which the Corporation can levy
                       assessments can be obtained upon request, free of charge, from the
                       Corporation's offices as set forth in Article I of the Bylaws.

                                                                             n
        Menberskp l p i f i c a t e s shall be consecutively numbered, bound i one or more books,
and shall be issued therefrom upon certification as to full payment. Every Membership
Ceruficate shall be signed by the President or Vice President, and the Secre~ary, shall be
                                                                                   and
sealed with the corporate seal. Ln the event the a b v e named officers are not available for
signatures, said certificate m y be signed by any two (2) of the Board of Directors. Upon the
transfer of ownership in accordance with the term of these Bylaws and the Corporation's
Anicles of Lncorporation, the issued Membership Certificate may br. cancelled and a new
certificate issued thereafter to the purchaser. Said issuance m t be duly recorded in the
cenificate ledger of the Corporation.

       3.       Lost Cenificates. The Board of Directors may direct a new cenificate or
cenlficates LO be issued in place of any certificate or cenficates previously issued by the
Corporation and alleged to have been dtsuoyed or lost, upon the making of au affidavit of the
fact by the person claiming the Membership ceruficate to be lost or destroyed. When authorizing
such issuance of a new certificate or cenlficates, the Board of Directors may, in its discretion.
                               n
and as a condition precedent t the issuance thereof, require the registered owner of such lost or
                      or
destroyed cert~ficate certificztes, or hls legal representative, to aaverrise the same in such
manner as the Board of Directors shall require and ro give the Corporation a bond in such sum as
the Board of Directors may require as indemnity against any claim that may be made against the
Corporation

       4.     Transfer of Mcmbcrship h o transier o i membership shall be made upon the
books of the Corporation within ten (10) days next preceding the annual meeting of the
members.

       5.     b. Corporarion shall have a lien on the outstanding Memberships in order
                     The
to secure payment of any sums which s a l be due or k c o m due from the holders thereof for
                                        hl
any reason whatsoever, including my sums due under any Occupancy kgeements. The Board
of Directors may refuse to consent to the transfer of such Membership Ceruficate u t l any
                                                                                  ni
indebtedness of the EvIember to the Corporation is pud.


                                          ARTICLE WI
                                          AkENDMEWS

        1.     i\mendment$. These By-Laws may be amended by a majority vote of an
Members of the Corporation Amendments may be proposed by the Board of Directors or by
petition signed by at least twenty (20) percent of the rembers. A statement of any proposed
amendment shall accompany the notice of any regular or special meeting at which such proposed
amendment shall be voted upon.
                                                X
                                        ARTICLE I
                                      CORPORATE SEAL

        1.     -.
               1      The Board of Directors shll provide a suitable corporate seal containing
the name of the Corporation, which seal shall be in charge of the Secret&!. If so directed by the
Board of Directors. a dcplicate of the seal may be kept and used by the Treasurer or any assistant
secretary or assistant Ueasurer.


                                          ARTICLE X
                                     FISCAL MAKAGEMENT

        1.                                        h
              Fiscal Y e q . The fiscal year of te Corporation shall begin on rhe fust day of
April every year, except that the iust fiscal year of the Corporation shall begin at the dafe of
incorporat~on.The commencement dare of the fiscal year herern establ~shedshall bt: subject to
change by the Board of Directors should corporare practice subsequently dictate.

        2.      Books and Accounts. Books and accounts of the Corporarion shall be kept under
the direction of rhe Treasurer. That amount of the carrying charges required for payment of the
principal of the mortgage of the Corporaxion of any orher capital expenditures shall be credited
upon the books of b e Co~poration the "Paid-In Surplus" account zs a capital contribution by
                                   to
the members.
       .
       +
        ;).    Budgets and Financial Statements. The Corporation shail regularly prepare and
distribute fmancial statements and related infoxmadon to its Members in accordance with the
followiIg:

                a)     A proposed budget for each Escal year shall be dismibuted not less than
                       forty-five (5 days nor more than sixty (60) days prior to the beginnkg of
                                   :)
                                              s
                       the fiscal year. T ~ proposed budget shall contain at least the following:

                       1       The estimated revenues and expenses on an accrual basis;

                        (2)    A summary ofthe Corporation's reserves based upcn the most
                               recent reserve srudy conducted, printed m bold type and including
                               the following:

                               (A)     The current estimared replacement cost, estimated
                                                                             e
                                       remaining life, and estimated useful U of each major
                                       componenr:

                               (B)     .4s of the end of the fiscal year for which the study is
                                       prepared!
                                    i)      The current estimate of the amount of cash reserves
                                            necessary to repair, replace, restore or maintain tbe
                                            major components;

                                     ii)    The current amount of accumulated cash reserves
                                            actually set aside to repair, replace, restore, or
                                            maincab major componenrs.

                             (C) The percentaze that the amount determined for purposed of
                                     clause (ii) of subpara_eraph is of the amount determined
                                                                  (b)
                                     for purposes of clause (i) of subparagraph (b).

                      (3)    A statement as to whether the Board of Directors has determined
                             o r anticipates t'hat the levy of olle or more special assessments will
                             be required to repair, replace or restore any major component or to
                             provide adequate reserves.

                      (4)    A general statement addressing the procedures used for calculation
                             and establishment of the reserves to defray the future repair,
                             replacement, or additions to those major components that the
                             Corporation is obhgated t maintain
                                                       o

          FoEou,ing approval by the Board of the proposed budget. rhe budget shall then be
prepared in final form. utilizing h a 1 repons obtained born the Corpration's accountant
              the                                                      U
r e ~ a r d i q prior year's revenues and expenses and m b g any an6 a necessary adjustments
and Membership assessments. The final budget as adopted by the Board shall be disnibuted to
each Member within t h y (30) days of adoption by the Board. In lieu of the discF.bution of the
proposed budget. the Board may elect to dismbute a summary of the proposed budget to all
Members with 10-point bald face wrinen notice that the proposed budget is available at the
bushess office of :he associauon or at another suitable locarion within the boundaries of the
cooperative and lhat copies will be provided upon request and at the expense of the Corprarion
Lf a Member requests a copy of the proposed budget, the Corporation shall mail a copy of that
budget within fivc (5) days of the request.

                              (A)    An annual repon consisting of the following shall be
                                     distributed within 120 days after the close of the fiscal year;

                                      i)     A balaace sheet as of the end of the fiscal year

                                      ii)     An operating (income) statement for the fiscal year.

                                      i       A statement of changes i financial position for the
                                                                     n
                                              fiscal year.

                                      iv)     For' any fiscal year in which the gross income to che
                                              Corporation exceeds S75.000. a copy of the review
                                            of the annual repon prepared in accordance with
                                            generally accepted accounting principles by a
                                            licensee of the Calfomia State Board of
                                            Accountancy.

                                    L this repon is not prepared by an independent account it
                                     f
                                    shall be accompanied by the cecificate of an authorized
                                                h
                                    officer of te Corporation that the statements were prepared
                                    without independent audit or review from the books and
                                    records of the Corporation

                             (B)     A statement as to the Corporation's policies and practices in
                                     enforcmg lien rights or other legal remedies for default m
                                     payment of Carryiq Charges against Mexnkrs shall be
                                     distributed within sixty (60) days ?rior to :he beginning of
                                     each fiscal year.

         I.   Review of Fiscal Affairs. The Board of Directors shall, on a quarterly basis,
renew:

              a)      a current reconcihation of the Corporation's operaring accounts

              b)      e current reconciliation of the Corporation's reserve account

              c)      the current year's actual reserve wvenues and expenses compared to the
                      current year's budget

              d)      an income and expense sta:ement for the Corporation's operating and
                      reserve accounts. The Board of Directors shall also. on a regular basis,
                      revlcw the latest account statemtnt for h e Copration's operaring aud
                      reserve accounts.

       5.      Auditing. 4t the ciosing of each fiscal year, rhe books and remids of the
Corporaion shall be audited by a Certified Pubhe Accomtani or other persoii acceptable t tlie
Board. Based on such reports, rhe Corporation will furnish irs mc~nbers  with an annual imaucial
statement including the income and disbursements of the Corporation. Tk Corporation will a!so
supply rhe members, as soon as practicable after the end of each calendar year, with a statement
showing each member's pro rata share of the real estate taxes and rnrtgage interest paid by the
Corporation during rhe preceding calendar year.

         6.    Risrniution of Other Statements. In addition to the tinancial statements to be
distribured pursuant to Section 3, the Corporation shall distribute to each Member the following
dormation annually:
                (a)     A statement a to the Cotporarion's policies and practices in enforcing lien
rights or other legal remedies for default in payment of Carrying Charges against Members shall
be distributed within sixty (60) days prior to the beginning of each fiscal year.

              @)       A summary of the Corporation's property, general liability, earthquake and
flood insurance policies, shall be distributed within sixty (60) days preceding the beginning of
the Corporation's fiscal year, that includes all of the following information about each policy:

                                a       Tbe name of the insurer.
                                b.      The type of insurance.
                                c.      The policy limts of rhe insurance.
                                d.      The amount of deductibles, if any.

                                        (1)     The Corporation shall, as soon as reasonably
practicable, notlfy its Members by first-class m i if any of the policies described above have
                                                 al
lapsed, been cancelled, and are not immediately renewed, restored or replaced, or if there is a
si=spficant change, such as a reduction in coverage or limits or an increase in the deductible, as
                           f
to any of hose policies. I the Corporation receives any notice of nonrenewal of a policy
                    h
described above, t e Corporation shall immediately notlfy its Members if replacement coverage
will nor be in effect by the date the existing coverage will lapse.

                                        .        (2)
                                                   , To the extent that anv of the mformation reuuired to
                                                                          ,
be disclosed pursuant to paragraph @) is specified in the insurance policy declaration pa_ee.h e
Corporation m y meet its obligation to disclose thar dormation by making copies of that page
                             to t
a n d d i ~ t r i i u t i n ~ ~ iall of its Members.

                                        (3)    The summary distributed pursuant to paragraph (b)
shall contain, in at least 10-point boldface type,the following statement: " ' h s summary of the
Corporation's policies of insurance provides only certain information, as required by subdivision
(e) of Section 1365 of the Civil Code. and should not be considered a substitute for the complete
polic!: rerms and conditions contained in the actual policies of insurance. A Member may, upon
request and provision of reasonable notice, review the Corporation's insurance policies and, upon
request and payment of reasonable duplication charges, obtain copies of those policies.
           the
Althou~h Co~paration         maintains the policies of Gnsurancr specrtied in this sunnnary, the
Corporation's policies of insurance may not cover your property, including personal property. or
real propeny unprovements to or around your dwelling, or personal injuries or ocher losses that
occur within or around your dwelling. Even if a loss is covered, you may nevertheless be
responsible for paying all or a portion of any deducrible that applies. Corporation Members
sl~ould  consult with their mdividual insurance broker or agent for appropriate additional
mverage."

                (c)   A statement that Members have the right to have copies of the minutes of
 meetings of the Board of Directors, includmg information on how and where such copies may be
 obtained.
       7.     lnmection of Books. Financial repons and the Membership records of the
Corporation shall be available at the principal ofice of the Corporation for mspection at
reasonable times by any members.

        8.      becution of Corporate Documeny. with the prior auhorization of the Board of
Directors, all notes and contracts, including Occupancy Agreements, shall be executed on behalf
    h
of t e Corporation by either the President or the Vice President, and all checks shall be executed
on behalf of the Corporation by

               a)      either the Resident or the Vice President, and countersigned
               b)      by either the Secretary or Treasurer.


                                         ARTICLE XI
                                       EMINF.NT DOMAIN

       1.       Definition: Total Takmo. Partial Taking. The tern "takmg" as used m ttus Article
shall mean condemnation or the exercise of the power of eminent domain or sale under threat of
the exercise of the power of eminent domain.

        A "Total Taking" shall occur

                               (A)     if there is a permanent takmg b!; eminent domain of the
                                       interest m all or pan of the Cooperative. such that the
                                       ownership, operation and use of the Cooperarive, in
                                       accordance with the provisions of these Bylaws, is
                                       substantially and adversely affected, and

                               (B)     within one hundred twenty (120) days after the effective
                                       date of the taking the Members holdmg Occupancy
                                       .lgreements for the units (i) not taken, or (ii) only partially
                                       taken and capable of being restored to at least ninety-five
                                       (95) percent of their floor area and substantially to their
                                       condition prior to the takmg (collectively the "Remaining
                                       Units") do so by affirmative vote of a majority of their
                                       entire voting interest approve the contmuation of the
                                       Cooperative and the repair, restoration and replacement to
                                       the extent ieasihle of the Cooperative and the Remaining
                                       Units.

         A "Paniul Taking" shall occur if there is any orher permanent raking of the Cooperative
 whch is not a Total Taking. A Partial Taking shall include a Special Partial Taking which is a
 taking of all or pan of the interest of any Member in such Member's Occupancy Agreement.
 wirhout involving any taking of the Cooperative exc-pt to the extent of the interest of such
 Members in the Occupancy Agreements and Membtrship Certificates so that the taking authority
 becomes a successor in interest to the Member's interest so d e n . with the same effect as if the
hlembership Certificate of such members was purchased by the taking authority. Following any
taking which in the opinion of the Board of Directors would constitute aTotal Taking m the
absence of the affirmative vote of the Members to whom the remaining units are allocated.
("Remaining Members") as required by the foregoing provisions, the Board of Directors shall
call a special meeting of the Remaining Members to be held promptly, and in any evcnt within
sixty (60) days after the effective date of such taking, to determine if suchRemaining Members
will, or will not, decide to continue the Cooperarive provided herein.

       2.                , -
              Awards: Reoair:eR

               a)     In the event of a T o d Taking,, the Board of Directors shall:

                      (       except as provided in Section 3 of this Article, represent all of the
                              Members in an action to recover any and all awards, and

                      (ii)    proceed with b e sale of that portion of the Cooperative which was
                              not included in the condemnation proce~dings distribution of
                                                                              and
                              t e net proceeds of such sale and any condemnation award, after
                               h
                              deducting any incidental fees and expenses, in the same proponion
                              and in t k same manner as provided in Article XJI for distribution
                              of insurance proceeds.

               b)     In the event of a Partial Taking. other than a Special Partial Taking, rhe
                      provisions of Section 2(a)(i) of this h c l e shall be applicable. The ne:
                      proceeds of the Panial Takmg awards shall be held by the Board of
                      Directors. after deciucting related fees and expenses on the portions of the
                      awards allotted by the Board of Duectors to

                       (i)   units totally takenor partially taken and not capable of bein!
                             restored to at least ninety-five percent (95%) of their floor area and
                             substantially their condition prior to the taking, and

                      (ii)    units taken m the same manner as in a Partial Taking except that
                              the taking is made subject to only some or to none of the By Laws
                              and Rules and Regulations (collectively the "Taken Units").

        The Aoceeds of the Panial Taking award allotted to the Taken Units shall, upon panial
liquid2tion of the Corporation, be paid to the Members holding Occupancy Agreements for such
Taken Units. The balance of the net proceeds shall then be applied to the repair, restoracjon and
replacement of the Cooperative and the remaining units (but not Members' personal propeny nor
those portions of the interiors of the u i s which the Members are obligated to restore) to as
                                        nt
nearly their condition as existed prior to the t a k q as may be feasible, in the same manner and
under the same provisions applicable to the proceeds of insurance as set forth in Article XI.
Any funds held for restoration by the Board following completion thereof shall be disposed of, m
each case m the same manner as provided in Article XII.
        Lf the Remaining Members have voted to continue the Cooperative and the funds held for
restoration and repair, a special assessment of thc Remaining Members may be levied by the
Board of Directors to provide the necessary additional fund for such reconsmtion. In no event
shall the Board of Directors be required to undenake any repair or restoration work or make any
payment with respect lo any unit in excess of that proportion of the awards reasonably
attributable to the loss to thar unit. Following any Partial Takmg, the Corporation and the
Cooperative shall continue, subject t and with the benefit of all the provisions of these Bylaws,
                                        o
so far as applicable to the remaining uniu, and the voting interests of the Members shall be the
same. Following any Partial Takmg, the Corporation shall be authorized u cancel the
                                                                            ,
Membership Certificates of the Members who held the Occupancy .4greenients for the Taken
Units.
         e
         3.      Awards for Member's Personal Propem and Relocation Allowances. Ln the event
that all or part of the Cooperative is taken by eminent domain, each Member shall have the
exclusive right LO claim all of the awards.made for such Member's personal property, aud my
relocation, moving expense, or orher allowance of a similar nature, designed to facilitate
relocation. Notwithstanding the foregoing provisions, however, the Board of Directors shall
represent each Member in an action to recover all awards with respect to such portion, if any, of
a Member's personal property whch at the time of any takmg, as a matter of law, is part of the
real estate compr'sing the unit leased to such Member, and shall allocate to such Member so
much of te awards as is allotted in the taking proceedings, or f a h z such allotment. allotted by
            h
the Board of Directors to such Membcr's personal properry. The amount so allocated s l a be
paid to TJE Member entitled thereto, whether or not the unit in w b c h such Member's personal
prop-      was located is to be restored by the Board of Directors. Notwithstanding restoration of
the unit,the Board of Directors shall have no responsibility for restoration of such Member's
personal propeq.

         4.     Norice to Members. The Board of Directors immediately upon having knowledge
       tk
of any aa by eminent domain of t e Cooperative, or any portion thereof, or any tbreat
                                     h
thereof, shall promptly notiff all Members and the holders of mortgages who have filed a written
request for such notice.


                                    ARTICLE XII
                            DESTRUCTION OF IMPROVEMENTS

        Section 1. Restoration of Proiect. Except as otherwise provided in these Bylaws. in the
event of any destruction of my portion of the Cooperative, it shall be the duty of the Corporation
to restore and repair the same to its former condition. as promptly as practicable. The proceeds
of any insurance nlaintained shall be used for such purpose, unless otherwise provided herein.
The Board shall be authoezed to have prepared the necessary documents to effc~t        such
rewnsrmction as promptly as practicable. The Cooperative shall be reconstructed or rebuilt
substantially in accordance with t e original construction plans if they are available, unless
                                    h
changes have been approved in writing by seventy-five (75) percent of the Members. In the
event chat the m u n t available &om the proceeds of such insurance policies for such restoration
and repair is at least eighty-five (85) percent or m r e of rhe estimated cost of restoration and
repair, a special assessment of the Members, allocated and assessed among the Members
proportionately, in the same propcrtion as each Member's carrying charges bears to the total
amount of carrying charges assessed for all Members, shall be levied by the Board of Directors
to provide the necessary funds for such reconstruction, over and above the anmunt of any
insurance proceeds available for such purpose. In the event that the amount available from the
proceeds of such insuraxe policies for such restoration and repair shall be less than eighty-five
(85)percent of the estimated cost of restoration and repa&,the Members, by the vote or written
consent of not less thac seventy-five (75) percent of the wtbg power of the Corporation, shall
dcterminc whcthcr t e Corporation shall be aurhorized to k v y a special assessmut and procecd
                        h
with such restoration and repair. In the event of a determination by the Members, as provided
 above, that the cost of such restoration and repair would be substantial and that it would not be in
 their best interests to proceed with the same, the Members may, at their discretioa proceed as
provided in Section 2 of h s Article X11 below.

         Section 2. Sale of Project. In the.event that the amount available from the proceeds of
the insurance policies maintained by the Corporation shall be less than eighty-five (85) percent
of the cost of reconstruction, a cerMcatc of the resolution prohibiting reconstruction shall be
frled with the Recorder for int County of S a m Clara within six (6) m n t h s from the date of such
desuuctinn and in the event of a failure to file such cerriiicate m the Corporation's book and
records within said period, it shall be conclusively presumd t a the Members and the
                                                                  ht
Corporation, ac-     througb the Board, shall be authorized to have the Cooperative offered for
sale at the highest a d best price obtainable, either in its d-ed    condition, or after damagd
                               ?
structures have beenrazed. l s net proceeds of such sale and the proceeds of any insurance
carried by the Corporation W, upon liquidation or partial liquidation of the Corporanon, be
divided proponionately among the Members, in the same proportion as each Member's monthly
canying charges bear to the total amnunt of monthly carrying charges for an Members.
Notwithstanding the foregoing. the balance then due on any valid m n g a g e of record
encumbering t e Cooperative as a whole shall be first paid in order of priority, before the
                h
 dismiution of any proceeds to a Member.

         Section 3. bterior Damage. With the exceptionof damage covered by insurance
                                                                                             nt
 maintained by the Coqrarion, repair of damage to the interior of any individual Dwelling U i .
 including without limitation all damage to fumes, cabinets and improvements therein, together
 with floor coverings, shall be made by and at the individual expense of the Member holding an
 Occupancy Agreement covering such damaged mir Such interior repair and restoration shall be
                                             n
 completed as promptly u practicable and i a lawful and workmanlike manner. Members shan
 indemnify, hold harmless and defend the Corporation and its Board Members, employees and
                                          rm
 agents from any and ail claims arising f o any damage occmino to the interior of an individual
                                                                  a
 D w e h g Unit, except to the extent such damage is covered by the Corporation's insurance or
 such damage is caused by the Corporation's negligence, and any work done by Members to
 repair damage to the interior of an individual Dwelling Unit.


        Section 4. Notice to M*
                              e.       The Board, immediately upon having knowledge of any
 damage or desuuction (1) to the Cooperative (except the interiors of the units). or any portion
 thereof, which damage or destruction is substantial or may be restored only at a mst exceeding
Ten Thousand Dollars ($10.000), or (2) t~ the interior of any individual unit. which damage or
                                                                                       hl
destruction may only be restored a a cost exceeding One Thousand Dollars ($1,000). s a l
                                  t
promptly notfy all affected Members and provide certification of costs based on bids by licensed
contTaCtoTS.

       Secuon 5. w e n t of assess me^, In the event of the damage or desrmction of all or
any portion of the Corporation, the Carrying Charges otherwise payable hereunder shall not be
abated or reduced without the prior vote and approval of the Board of Directors.


                                       ARTICLE XIII
                                    CARRYING CHARGES

        1.   General Canvin~   Charres. The Board shall determine t e amount of the General
                                                                        h
Carrying Charges mually-but may do so at more frequent intervals, should circumstances so
require. No Member shall be charged with more than such Member's proportionate share.
Members shall be provided with at least thirty (30) days' written notice of any adjustment t the
                                                                                            o
monthly Carrying Charges.

        2.     Limnations on the General Carnmn Charees. The Board of Direcrors shall not
impose a Carrying Charge that is more than rwenry percent (20%) greater than the respective
Carrying Charge for the Corporation's precedmg fiscal year, without the approval of the
Members casting a majoriry of the votes, or except m emergency situations, defined as any one
of the following:

        (1)    An extraordinary expense required by order of a court;

        (2)    An exuaordinary expense necessary to repair or maintain the common area where
               a threat to personal safety is discovered;

        (3)    An exuaordinary expense necessary to repair or maintain the common area that
               could not have been reasonably foreseen by the Board in preparing and
               distributing the a w l p r o f o m budget.

        (4)    . n extraordinary expense in m h g the first payment of the earthquake insurance
                4
               surcharge pursuant t Section 5003 of the Insurance Code.
                                   o

Riot to imposition of an assessment increase for unforeseeable expenses the Board shall pass a
resolution containing written fmdiqs as to the necessity of the expense and why the expense
was not or a u l d not have been foreseen. The resolution must be dism%uted to the Members
with the Notice of Assessment.

        3.       Soecial Carnine Charces. I addition to the General C r y n Charges
                                              n                         arig
 authorized above, the Corporation may levy, in any fscal year, a Special Carrying Charge
 applicable to that year for the purpose of defrayhg in whole or in part, the common expenses of
 the Corporation for any fiscal year as prescribed in the Occupancy Agreement. Any Special
Carrying Charge o k than the Individual Special Carrying Charge shall be levied against each
of the Members in equal amounts and may be enforced in the same manner as the Carrymg
Charge.

       4.     Limitation on Special Canvine Ciiarses. In my fiscal year, the Board of
Directors may not, without the vote or written assent of a majority of the voting Members of the
Corporation and except in emergency situations as defined m Section 2 of t i Article XII above,
                                                                             hs
levy Special Carrying Charges to defray the cosrs of any action or undertaking on behalf of the
corporation which in te wepate exceeds five percent (5%) of the budgeted gross expenses of
                       h
the Corporation for that fiscal year. Special Cmying Charges which in the aggregate are five
percent (5%) or less than five percent (5%) of the budgeted gross expenses of thc c o ~ o r a t i o n
may be levied by the Board of Directors without vote or assent of the Members.

       5.      Jndividual Special Carrviniino Charoes. The Corporation may levy an Indi\ldual
Special Canying Charges ("Individual Special Carrying Charges") against a Member in order to
obtain reimbursement of funds expended by the Corporation, provided that such an Individual
Special Carrying Charges may only be levied to reimburse the Corporation for costs incurred in
bring?% r b e Member and hisher Membership into compiiance with provisions of the Bylaws,
Occupancy Agreement and Declaration of the Carparation, including the costs of any repaus for
which the Member is responsible accordm_nto the provisions of the Bylaws and Occupancy
Agreement.

        6.     Delinocent C q i n e Charees. General Carrying Charges, Special Carrying
Charges, and Individual Special Canymg Charges, (collccrively and individdly referred to as
"Carrymg Charges") shall be deiinquenc, pursuant to Civil Code Sectron 1366 fifteen (15) days
after they become due. If Canying Charges are delinquent b e Corpxation may recover al of
                                                                                        l
the followmg:

        (a)     Reasonable costs incurred in collecting the delinquent Carxymg Charge, including
                reasonable attorney's fees.

        (b)     A late charge as may be determined by the Board, but not to exceed ten percent
                (10%) of the delinquent Carrying Charge or Ten Dollars ($10). whchever is
                greater.

        (c)     Luterest on al s u n imposed in acmrdance wid-, this section, including the
                             l
                delinquent C a q i n g Charge, reasonable costs of collection, and late charges, at an
                annual percentage rate of twelve percent (12%) commencing thirty (30) days after
                the Assessmen; becomes due.

         If any installment of a Carrying Charge is not paid within fifteen (15) days after its due
 date, the Board of Directors may proceed to coliecc the deficiency and declare a default pursuant
 to thc foreclosure provisions of Secuon 2924 et. seq. of the California Civil Code, in addition to
 pursuing unlawful detamer procedures for eviction pursuant to California Civil Code Section 789
 et=.,    and any other remedies proviCed in the Declaration, the Bylaws, the Occupancy
 Agreement or by law.
       7.        potice to Member of Lien Procedures. A General. Special, or Individual
Carrying Charge and any late charges, reasonable costs of collection, and interest, as assessed in
accordance with Civil Code Section 1366, shall be a dcbt of the Member at the time the
assessment or other sums are levied. Before the Corporation may place a lien upon the separate
interest of a Member to collect a debt which is past due under this subdivision, the Corporation
shall n o w the Member in writing by certified mail of the iee and penalty procedures of the
Corporation, provide an itemized statement of the charges owed by the Member, including items
on the statement which indicate the principal owed, any late charges and the method of
calculation, any attorney's fees, and the collection practices used by the Corporation, including
the right of the association to the reasonable costs of collection. In addition, any payments
toward such a debt shall frst be applied to the principal owed, and only after the principal owed
is paid in fidl shall such payments be applied to interest or collection expenses.

        8.       Procedure for Perfection of Lien of Canvine Charoe. In the event any Carrying
Charge is not paid within fifteen (15) days after the day upon which it kcomes due, rhe Board
may deLiver a "Notice of Delmquent .4ssessment" to the Member assessed and may cause a copy
of said Notice to be recorded m the Official Records of the City and County of Montereg. Said
Notice shall state the amount of the C q - i n g Charge then due and unpaid, a description of the
unit against which such Carrying Charge has been levied, the name of te record holder of the
                                                                             h
Occupancy Agreement on such u ~ tand the m e and address of the rmstee authorized by the
                                         ,
corporation to enforce the lien by nonludicial foreclosure (in the event the corporation so elects),
and shall be s i p e d by a representative designated by the Board. The Notice shall be mailed in
te manner set fonh in Civil Code Section 2924b to the record holder of the Occupancy
 h
Agreement no later than ten (l0jdays afrer recordation When such a Notice has been recorded,
the Carrying Char,oe described therein shall constitute a lien upon the Occupancy Agreement
identified therein, which lien shall be prior in right to all other liens thereafter arising, except all
taxes, Carrying Cnarge or other levies which by law would be prior thereto and except for the
lien of any mortgage r-mrded prior to the date my such Carrymg Charge became due. Such
Carrying Charge lien shall be in favor of the Corporation and shall be for the benefit of all
Members.

        9.      F.nforcement of Lien of Carrvinc Charges. After the expiration of thirty (30) days
following the recordation of a lien for unpaid Carrying Charges, the lien may be enforced by sale
by the trustee designated in the "Notice of Delinquent Assessment", or by a trustee substituted
pursuant to Section 2934a of the California Civil Code, h e r failure of the Member to pay such
Assessment in accordance with its term. Any such sale shall be conducted in accordance vith
the pmvisions of Sections 2924,2924b and 2 9 2 4 ~ the California Civil Code, applicable ro the
                                                       of
exercise of powers of sale in mortgages and deeds of M.         The lien may also be enforced by the
Corporation, its attorney or any other person in any other manner permitted by law, including
judicial foreclosure. The Corporation, acting on behalf of the Members, shall have the power to
bid for the interest at a foreclosure or trustee's sale and to acquire or take by deed in lieu of
                                                         h
 foreclosure, and hold, lease. mortgage and convey te same. The Corporation's Lien right
 pursuant t this Article shall be in addition t other rights and remedies of the Corporation
           n                                   n
 pursuant to the Articles, Bylaws, the Declaration, Occupancy Agreement and California law,
including the right to terminate the Membership and occupancy rights of Members for cause and
to repossess units by unlawful detainer procexiings.

        10.    Exnirarioa and Satisfaction of Lirn Upon payment of amounts secured by a lien
the Corporation shall promptly cause a "Notice of Release of Lien" to be recorded statmg the
satisfaction and release of such lien.
      T W I N DINES CO-OP ASSOCIATION
  9 3 5 i'omeroy Avenue
  Santa C l a r a , CA 9 5 0 5 1




         DECLARATION OF TWIN P N S COOPER4TFE COMXIJNITY, LNC


      This Declarztion is made on     8 176             , -,+          by ?arb Pines
Coopcrarive Commuuicy. Inc., a California Corsumcr Coopersi~vr:  (hercinafrer referred to n~ the
"3cciuaor or the "Cocpznrive") and is made uiih specific reference to tbe following facts:

       A.                                    real
               Declaranr ow-m that c e ~ a i n property located in the City of Svlta Clara,
County of Sznra Clara. Srzte of California, which is more particularly described in ExOlSlr,
artached here:o and iacor$ora:ed herein (*e 'T:oppcrty").

        B      Therc is iocatcdupon the P~openy a p a n e n r buildins consisting oieighy (80)
                                                  an
m u . tofeth-r with certain wtomnry nppuncnanccs. c o m m d y known ss Twin Pines
Coocer8rive (thr "Project') Declaranr inrends to establish u d & cs~abiishcJwitlin s u ~ l l
                                                               k
                                                               ;
hii:dings nnd on scch ?ropefly a caoperarlve uzder h e Davis-Stirling Commn interest
Deve!opn~enr Acr.

       C.       Declamt intencs by this Declmtioc to impose upon the Properrj mumuy
beoeficral restric:i~nsccder a gezeral plan of improve.mem for rhe bznefir of aU of rbe
apmrnents in the Project and the hlembers of :he Cooperaave.

        NOW, THEREFORE.        Dcc'M;mt hcrcby declarcs char the hereinafter described Propew
shall be held, conveyed. bypothecared. encumbered leas:d, rented. used, occupied, sold aud
unproved subjecr : the followkg deciiir~ti~ns,
                    O                             limirarions, covenants, conditjons, restrictions
and casements, all of which are for the p q n s e of enhancing and protecting the value a d
nrtrcctivencss of the Propeny, aod every pzrt &reof. All oi such limitations, covenenrs.
                        and
condirions. iesrrict~ons euemenrs sh2ll coosri~utc       covenants and equicnble servitudes which
shall mn \ri:h the !md and shall be bindkg u?on Decleranz and irs successcrs md assips. and
aU pmles h a w ! or acqu~rh_e r g i ~ ttitie or inrerest, includins possessory icteresr. in Or (0
                               any        ,
a pan of Ae Property.
 y
                                            ARTICLE I



       1.    "Articles" s b U mean the Aiticles of hcorporatioc o i T w i n Pines Cooperative
Community, lnc., as filed in he ofice of the S e c r e t q of State of the Slire of Cahfornia, and as
amended from tine. to time.

     2.     "Bylnws" sha!lmean and rc:fer to the Bylaws of Twin Pines Cooperative
Community, Lnc., as amcnded lrom time to time.

       3.      "Carryin! C h g e " means a General Carrying Chcrge. Special Carrying Charge,
 or Individual Carrying Chuge.

        4.     "Certificate" shall mean a blembership Certificsre, issued by the Cooperative to
one or more persons and recorded i the books and records of [he Cocperative which represent a
                                    i
                                    r
Membership or Membersbps in [he Cooperarive and the panicular Unit allocated to such
Membership. Each Cenificnre, end the Membership represented thereby, shall be appurtenant to
a particular Unit in the Propeny md a CeniGcate and the appunenant Membership and the
                                                                     or
Occupancy Agreement shall not 'ce separately transferred. assi~ned, conveyed.

         5.     "Common Area" The Cooperative owns all of rhe Property in its ezlrirer);, but as
2                            h
  nat:er of convenience, t e ttm "Conmon Area" &all incl~de,        without lirnitction: land,
landscaping, parking and driveway areas, recreation are= and buildings, h e Property ofice.
exterior st&-s, storage areas not located within any Unit, those porrions of reservoirs, tanks.
p l q s , motors, ducts, flues, chutes, conduits, pipes, plumbing, wires and other utility
instauations lying w i h the land or contained within and immediarely surrounded by that
panion of any strucnue or space which is defined herein as pa7 of the Common Area (as
requir-d w provide power, light, telephone, gas; water, sewa!e,'drainage, heat); and any central
:clevision m.ennn. Equipment wkiich is pan of a discrete and complete system servine only one
 nt
Ui shall be a pan: of such Unit nnd not part o i the Common Area
        6.        "Common Expenses" shall mean the acruai and estimated costs of. ownership.
maintenance, management, operation, repair and replacement of the Propeny (including unpdid
Carrying Charges), costs of management and administration of the Cooperative including, but
no: l h t e d to, compensation pzid to e;riployees; the costs of all g a r d e m g and landscaping.
mamtauling park in^ areas, repaving a d restripin!, security, and other services becefiring the
Propeny; the costs of fxc, cu~mlty liability insurance, wofiters'cornpensation insurance. and
                                       and
other insurance covering r Property; the. costs of bonding of the members of the Cooperative's
                            !
                            x
Board of Directors; taxes paid by the Cooperative, principal and interest paid and any other
chal-ges or fees incmcd on my blanket encumbrance; amounts paid by che Cooperative for
discharge of any lien or encumbrance levied against the entire Prope.ny or m y portion thereof;
and the costs of any o h e r item or items designated by, or i accordance with other exFenses
                                                              z
incurred by the Cooperative, for my reason whatsoever in connection with the Fropeny, for the
common benefit of the Members.
        7.    "Cooperative" shzll mean and refer to Twin Pines Cooperative Cornmuity, Luc.,
a Caliiomia Consimer Cooperarivc.

       8.     "Deciarmt' shall mean acd refer to Twin Pines Cwperative Communiry. Lnc.. a
California Consumer Cooperative, and such successors and assigns as it m y desipate.

       9.      "Declaration" shall meanand refer to this enabling Declaration.

        13.    "General Carryi; Cbar,oeU shall mean that portion o f the cost of maintaining the
Piopeny which is to be paid by cach Ivlemjer as detexmixed by [tie Cooperative in accordalct:
with this Dcclaiarion.

       11.    " M i v i d u d Special Carrying Charge" shall mean and refer to a charge again% 3
pmicu!ar Unit made for the purpose of obt&g reimbursement of c e n a k expenditures ofthe
Cooperative ?unuanr to Article N .

      12.     "Member' shall mean evrry narural person holding a blembershlp in the
Cooperative pursuani lo the Bylaws hereof.

       13.    "Membership' shall mn the propeny. v o i i g , and ocher rig'nrs and privileges of
                                     a
Members, together with rhe correlative duties and obligations contained i the A;ricles and
                                                                         n
Bylaws of the Cooperative. Each h.lembership and [he corresponding Ceriificzrc shall be
aspmenant to a particular Unit in the property.

       14.      "Occupancy Agreement" shall mean the lease entered into between the
Cooperative and each oi its Members and entitling a c h Member to the exclusive use and
Occupancy of the Unit allocated to his or her respective Certificate. Each owner of a
Membershp and h e correspordin~ e ~ X c a t e h d be entitled to a possessory interest in his or
                                    C           s
hcr Unit as srt forth in the Occupancy Agreermnt.

       15.     "l'lm" shzll refer to the Plan for the cooperative property anached hereto and
incorporated herein as Exhibit B.

        16.    "Properr! or "Propertiesushall mem and include all of the r e d propert:/ described
ir Zxhi'bit 4, and all improvemeats now or hereafter existing 01. erected chereon and all propeny,
real or personal, owned by the Cooperativ:.

         li.      'Special Canyiug Charges' shall m e u a char~r. be paid by cach Member to be
                                                                 ro
d e r c m c d in accordancc wirh rhls Declaration and the Bylaws fcr ibe purpose of defraying. m
whole or in pan, the Common Expenses of the Cooperctive for u y fiscal ye=.

        18.     'Unit" shall mean an andividual dwellin! unit located cn the Propeny. Each ~ 5 1
and the righr of its exclusive use p u r m t to an Occupancy Agreement shdl 'oe appunenm: to a
specified Cefiificate and the Membership represented thereby.
                                            ARTICLE II

                        DESCRIPnON OF PROPERTY, DIVISION OF
                     PROPERTY AND CREATION OF PROPERTY RIGHTS

       i.      Des~iption  ofProoeny. As of the date of chis Declaration, the Pmpeny consisis
of 75 Unirs and such other improvements as are now oi may hereafter be located thereon.
Reference is made ro the Plas attacked herero as Exhibit E.

          2.      Tvne of Pioperry. Thc Property is developed and organized as a consumer
cooperative consistin: of a corporsioh holding title to Lbe Propeny and each ivlember of che
corporarian havia! an exclusive right to occupy a ponion of the Propeny, consisring of a Urit.
                                                            to
The right to :xclusive occu?oncy shall kclude the r~ghr non-exclusive use of the C o m m n
Area of the P r o ~ e n y .Such right to non-exclusive use of the Common Area cannot be sepaated
h m the exclusive right to occupz~cy the Unit to which it is a p u n c n m r . Nor m a y the right
                                           of
tc exclusive occupancy be sepvated frorn the Membershp in the Coopera:ive. Each Member
r , a y us? all Common Areas within the Property in accordacce with the purposes for which they
are intended sr? Ion: as such use does not h d e r the exercise of or encroach upon the righrs of
any ather Member.

       3.       P i e h ~ s In_ercss.Eeress. Use. and Su
                          of                                 .For rhs k n e f i i of cach Unit locered
                                                                                  x
 the Propeny, the Membcrs and their guess, i n v i t r e z d liccnsees there a nun-exclusive
                    .                                             on
%hrs 3f k g ~ e s s egress, use and silppor, as necessary. hm.o-_ei azd over rhr Commcn Area.




        1.     Coooe~ative Ma3aec Common Areas. The management and coutrol o i the
                           to
common Area shall be vested i~tnr Cooperative. T h e administration of the Propeny shall be in
accordance with this Declaration, tne h t i c l e s of Incorporation. the Bylaws of h e Cooperativ:.
and an:{ Rules. and Regulat~onsissued by the Board of Directors ofthe Cooperarive.

        2.      Membership. Eligibility for blembership and rte rights. privileges and
obligations of Membership shaU be k accordance with the Articles of Incorpcration and h e
Bylaws o f the Cooperative. All Members must exectre an Occupmcy Agreemcr?! on a form
proscribed by rhc Buard of Cuectois. lvlembership shall not be drnicd 10 any person because of
race, color, creed, relig~on, sexual orien~arion.
                            sex,                                           origin, or ancestry.
                                                  marital s t a m , nn~ional

        3.      Trmsfer of Mcmbersk3. Transfer of 5le:nbership in the Cooperative is
                                                                      n
restricted, as Fully set fonh lo the Bylaws. Trznsfer of Membership i the Cooperative up3n the
d=athof a Member is also resrzicted, 3s fully set forth k~the Bylaws.

                a.   @ti03 to Purchase. The Cooperative holds an option to purcha~e
                                                                                  each
Member's ?/:embership, m fully set forth in the Byiaws.
        4.          .
               -I emztioc of Mernbersb~ Occu~ancv
                                            and              %i, Pursuant to the Occupancy
Agreement and Bylaws, :he Cooperative m y terminate occupancy of a unit and may terminarc a
Membership for cause. Such t e m a r i o n may be accomplished by enforcement of a Lien of
Carrying Charge provided by Section 8, Article IY of this Declaratioc, or by repossession of
the Unit by the Cooperative by unlawful detaine: proceedings conducted in accordance with the
provisiors of Section 1159 a=. of the California Code of Civil Procedure, Section789 e t a .
of the Califarnia Cvl Code and i conjunction with Membership termination procedures as set
                   ii             n
fonh in ine Bylaws. Should the Cooperative repossess the Unit. the Member shall be required to
deliver prompriy to the Cooperative his or her Certificate md his or her Occupancy Apeernent,
both endorsed in such a m m e r as may kc required by ckc Cooperative. The Coopera:ive shall
thereupon proceed with reasonable diligence to effect asale of the hleicber's rights unde; such
Cenuicate to a purchaser at a sale price equal to the rransfer value, as defired in :he Bylaws.

       5.      General Duties andPcwerg. The powers and duties of the Cooperative shall be
those enurnerared in the Articles of Incorporation and the Bylaws of rhe Cooperat~ve.


                                           ARTICLE IV

                                     CARRYING CHARGES
                                                          .
        1.                of
                                                      .
                                                                  t~
                 Crez~ioa the 1.ien and Personal O b l r ~ a for Carrvine  w.           The
blembers. by acceptance of chc (jcmipmcy Agieement, are deemed to covenant and a g e = to pay
the Cooperative the Carrying C h u g e s to be established and collected as hereinafter provided.
The Carrying Charges, logether with m y l a ~ e  charge, h:e:rsr, costs. and reasonable anomtys'
fees shall br: a charge on-the Occupmcy Agreement and shall be a continuing Lien upan the
             and
Cen~ficare Occupancy Agreement. Each such Cmjing Charee. together with any late
charze, interest. costs, and reasonzble arrorneys' fees shall also be the personal obligatioc of the
person who is the record holder of b e Occtipnncy Agreermenr at &e rime w l ~ c n Carrying
                                                                                    Ihc
Charge became due. No holder of an Occupaucy Agretnent m y e x e q t m c i f or herself
from liability for his or her contribution toward the common expenses by waiver of the use or
enjoy~llent m y of tne CoA?nonA-ea or by the abandonment of Sis or her Unit.
             of

        2.     -
               Puruose of Carpig D Charaes. The Carrying C h a r ~ e s
                                                                     levied by rhe Cooperaiv-
                                               safety and we'fare of all of the Meri.hers of the
shall be used exclusivcly to promote the he~lth.
Coope:aive, for the improvenent and nnintenance of the Common Ares, and for the c o m n
good of :he propert:v.

       3.       General Carrvine Charge$. Each Memkr shall pay General Cvrying Charges, as
set fonh in the Bylaws.

        4.                                    i
                                              r
                 &=cia1 Carrvinc Charge$. I add:tioilt~the General Carrying Charge authorized
a h v c , the Cooperarive may levy, in u y fiscal year, in accordance w t thc Bylaws a Specid
                                                                       ih
Carrying Charge npplicabie to [hat year for h e purpose of debaying, ir: whole or in pan. the
Common Expen:ses of the Cooperaive for any fiscal year (includin_e, but not limited to,
unaxicipated deliaquencies, cos:s of cou~truction,    =expected rzpairs or replacement or
iecons:~ciionor cap~tal    lmprovernenfs in or oo the Commor Area, including futures and
persona! property related thereto). Any Specid Carrymg Charge other than an Individual Special
Carrying Ch-gc sllall be levied against each of the Members in the s a n e proponion as General
          g
C ~ l i r O i g c s and n a y bc enforced in tlic same n m e r s a Gt-neral Cazying h - g e .

        5.                        C
                bdlvidual S~ecial a n i n e Charces. TbeCwperative m y levy an Inciividual
Specis1 Carrying Ckarge agaist a Memter in accordance with [heBylaws in order 10 ob[&
retniburseaenr of funds expended by h e Cooperative, provided that such an Lndividual Special
C%ir:/in_eCharge may oilly be levied to reimburse thz Cooperative for costs incured in bringing
                     s
the Memkr(s) and h or her Unit into complijnce with provisious o f the Bylaws of the
              the
C~opera!i\~t, h i c l e s of Incorporation, aiid the Occupancy Ageernent. When levied, such
an hdividuzl Special Carrying Charge s h d be immediately due and payable and may be
enforced in the same nlanner as a General Carrying Char=e.

          6.                                  huees. A Cairying Clxuses,or monthly installments
                                                        U
 hereo of, levied pursuan! :o rhis Declaration are delinquent fifreen (15) days after they become
due. For each dehquenr C q i n g Charge, or monthly i n s t a h c u t thereof,' [he Cooperative may
                                           n        -
recover: (a) reasonable costs kcurred i collectinn thc delinquent Carrying Charge, or part
thereof, includingrcasonable anomeg's iees, &) a late charge nor LO exceed ten percent (10%)of
t t e delhquenr Carrying Chxge or Ten Dollars (%10.00),      whichever is greater. m d (c) interest i
                                                                                                    n
all SUILE imposed hereiu, including te delinquent Carrying Chuge, reasonable costs of
                                        h
iollecrion, and late c1mzg:s at ~welve   percent (12%) m u a l percent+ rate interest, c o m e n c h g
rhiny (30) days &er [he Carrying Cbarge becomes h e .

         7.      Uotice to Member of Lien Procedures, Before the Coopcrarive m place a lien
                                                                                y
                                      ip
against a klemkr's ~ l e r n b c ~ s hand/or Occuoancy .4~ecrccnt,the Cooperative shaU provide
a.ri:ren notice to rhc Membe: with h e dorrr,;tion'mdm h e manner s p e c s & by c i v i l Code
Section 1367.

          8.                   a                              m.
                   Procednre f Perfection of L e n of C a r r v i p        In rhe event my Carrying
Charge is uot p i d w i t h ffiern (15) dnys after rht day upon which ir becomes due, the Board
m;iy deliver n "No:ice of Dehqcmr Carryicg C h x ~ ' e to the Me.nlur assessed and may c a m a
                                                            '
ccpy o f said Norice to be recorded in thz Official cords O F thc County of tvlontrrey. Said
Notice shall state the mount of the Cm-ying Charge then due and unpaid, a description ot' the
Unit agamsr wtuch suchcarryirg C h q e has bee" levied,             name of the record holder ofrht:
Occuparcy Agerruenr ousucO Unit. and the name and address o f [be trustee authorized by the
Cwperalivc to eaforcc the lien by noajudicinl'ioreclosure (in the event the Cooperative so
                                                       -
elects), a d shali br signed by a reprcsen;arive dcsigujted by the Board. The Notice shall
m i l e d 1i1 the m m e r set fonh in Civil Codr Section 2324B to rhe record holder of the
Occupancy Agreement no later thm ten (10) days after recordation. When such a Notice h a
k e n recorded, rhe Carrying Charge desc;ibed herein shalI constitute a lien upon the O c c u ~ a n c ~
Agreemen: identiFIed therein, w h c h lien s!,all Se prior in rizht to all other liens rhereafier arising.
except all taxes, assessmen& or other levies which by law would be prior thereto. Such Carrying
a a r ~ tien shali b ic favor of the Cooperative and shall be for the benefir of all Members.
            e         e
         9.                           oe
                                       o
                                       f-
                                        f
                                        .                   A lien for unpzid Carrying Charges
may be enforced by sale by rhe w l e e designated in the "Pv'otice of Delinquent Carrying
           or
Cl~arge", by a hustte substiruted pursuant 10 Scction2934a of the California Civil Code. after
failwe of the Member to pay such Canying Charge in accordance with its terms. Any such sale
shall be conducted in acccrdance with tile provisioas of Sections 2924.2924b, and 2924c of t e   h
Califurnia Civil Code applicable to the exercise of powers in mongages and deeds of must The
lien may also be enforcer! by the Cooperative, its attorney or any ocher person in any other
r c a e r permitted by law, mclding judicial foreclosure. The Cooperative. acting on behalf o f
the blembers, shall have the power to bid for the interest a! a foreclosure or rmstees's sale and to
acquire or take a deed in Leu of forcclosure, and hold, kase, mongage and convey the same.
                                                        V
The Cooperative's lien rights pursuvlt to fhis Anicle I shall be in addition to ocher rights and
remedies of the Coope:ative pursuant to the             Bylaws, rhis Declaration, and California
law, including the right .to ternhate Me~nbershipand occupancy rights of Members for cause
a d to repossess Units by u d a w f d defainer proceedings.

         10.    F.xviratioo and Satisfaction of L i a . Upon he payment of amounts secured by a
lien :he Cooperative shall promprly cause a 'Notice of Release of Lien" :o be recorded stating
tke satisfzc:ion md release cf such liec.




                          MAmTENANCE E.REPAIRS; UTILITIES

        1.     B e ~ a u Maintenance bv Member. Each Member shall be responsible tbr any
                       and
repairs or maintenance necessitated as a result of the blember's negligentor willful misconduct.
orof any redecoration of tbe Member's 'Unit. Each mcaber shall be responsible fdr m repairs,
                                                                                       y
maintenance, or replacements required on Member's Unit or fixtures therein not required to be
repaired or maiztamed 3y the Cooperative, including the stove and refiigerator in h e Member's
Unit .

       If repairs and maintenance to the co-n        areas of the Cooperative are necessitated by
the Member's negiigcnce. ihe Member is responsible for all expenses incurred The Cooperative
ref-   the righi lo make repairs at the E/Iernber's expense and may c h v g e rhe cost thereof to the
M e m k r as an Individual Special Carrying a g e . Toe Member m r d c rill repairs
mandated by :he Occupancy Agreemat, Condiciom of Occupancy, local ordhance and state
law.

        2.      B e ~ a i and ~Mahtenance
                          r              Duties of Cooperative. The Cooperative shall prcvide
and pay for all necessary repairs, maintenance and replacements in the Project, except
specified in Sec:ion I of this Aniclr. AU such rnainrenance, repain and im?rovec;entS to b e
Propeny which are the responsibility of h e Coopernr.ve s h d bc paid for as Common Expenses
Out of rhc Cooperative's funds, as provided b, Bylaws. All work p-rfomd for and on khalf
                                               the
of a Member shall be charged to suchMenber 2s an Individual S p e c i d Carryid! Charre, as
provided in the Bylaws.
        3.     U i s . The Cooperative sbll provide water, electricity. heat a d gas (if any) to
                                n
rhr common areas of ch- Project i such mounts as it d e e m reasonable for the proper
maintena3ce and use of such areas. The Cooperative sball provide sewage m d trash disposai
service in a m c r and at a Frequencyit deem desirable. The Member shall pay directly to h e
supplier f ~ all utility service billed to residents of individual dwelling units separately, i~cluding
             :
gas, e!ecuiciry, water, telephone, and cable television service provided ro the Member's dwellkg
unic.


                                            ARTICLE VI



        1.     Amendment$. This Declarationmy be amended by the Cooperative by the vote
or written consent of Members representing fifry-one percent (51%) of the voting pow= of h e
Cooperarive. Any amendment must bc: recarded and shall become effective upon k i n g recorded
in the Recorder's OfF~ce the Cou~lty Santa Clara
                        of           of

         2.        k r m The covenants and :estrictiou of this Deciaratiou shell run with and bind
the Propeny, and shall inure to the benefit of and shall be enforceable by the Cooperative or the
Members c f the Cooperative, their respective legal reprcscciatives, beirr, succcssars and a s s i p .
for 2 t e r m of fifty (50) years fron the dare his Declvration is retarded, aiter which time they
shall be auronvtically extended for successive periodsof ten (10) years, unless an ~~nt i          n
writing signed.by a majority of the then Members of thr Cooperative, shall have been remrded
                                  -     -
within the year preceding the beeiminn of zach su:cessive period of ten (10) years, agreeing to
chvlge said covenants a d res~ic:ions in whoie or in pan, or IO terminate the same.




        1.     Enforcerr,eni. The Cooperative, or any Membcr, shall hove b e right to enforce,
by ;iny proceeding at law or in equity, all restrictions. conditions, covenants, reservations, tiens,
     chug- now or hereaker imposed by the provisions of this Declaration. together with my
amendments hereto, or the Articles or Eylaws, and in such action shall b entitled to m o v e r
                                                                            e
damages mdlor injunctive relief, as well as reasonat~leattorneys' fees as ordered by the COW.
                                                                           t
Failure by the Cooperxi.it or by a n y Member ro enfarce my c o v c u ~ or restriction herein
contained shnll i no event be deemed a waiver of the right to do so (hereafter.
                 z

        2.     Seveiability. Should any provisionor partion hereof be dccla-ed invalid or in
conflict with any law of h e ~jurisdicricnwhere this p r ~ p e n y situated, the validity of all ocher
                                                                 is
provisions and ponicm hereof shall remain unaffected and in full force and effect.
        3.     Use of Words. Unless LLZ    cmtext otherwise requires, singular nouns and
pronollns used in rliis Dcciuation shouid k copstrued ar including h e plural thereof. All
CALIFORNIA ALL-PURPOSE: ACKNOWLEDGMENT

    Stale of California

    C w n l y of


    On
                                                                    ~    m dm    u
                                                                                n. or
                                                                                   UW   or^ .1 S. van. O.   rarr ~ v n r 7
    personally appeared              ~ N N MWG
                                           A
                                                                        mrrlrl d   swwq
                                                                                 known to me
                                                                        roved !o me on tbe basis of salisfactory


                                                                l o be the p e r s o n N whose n@.
                                                                                                m%
                                                                                                 )
                                                                                                a+p
                                                                subscribed to the w i t h ~ n instrument and
                        N o ' ~ - - ~ f ~
                           -CbmComty
                                                       T
                                                       -        the       same
                       MY~WesDec~ann
                                                                the entity upon behalf of which the p e r s o n q
                                                                acted, executed the instrument.




I                                                      OPTIONAL
       Though lhs inlormeaor. Selovv rr nol reguired by law, 4 "ley pmve vsruable to p e m s ralyrng on thu a o c l m ~ e r l
l               a d W d prevent frauadenl m m w d and rasnachnonl of thm lomr lo snolher Wcament.

    Description of Attache
    Title or Tyae d Document:

I
    Dacument Date:          .   -                                                  Number d Pageo:
i
1   Signer(s) Other T?lan Named Above:

    Capacity(ies) Claimed by Signer
    Signer's Name:
    0 Irxllwwlc~al
    0 Corporate Offcar - htie[s):
    0 Partner -n Lm~led General
         Artorney I Fact
                  n
         Trustee
         Guardlan or   Conserva!or


    Sgner Is Representing:
                                                       3
             3320 Lochlnwar lvcnue                     1       64
                 Bulldlna 7                                    63

                                                               62

                                                               61

                                                               60

                                                               59
         0

                                                               5E
         C
76       r                                             A       57
                                                       Y

75       Y                                                 e


         v                           836 Porncroy Avcnuc
73       c




                     Flaygrour~d         Rcacation
                                       835 Purncroy
45                                         Avtnur

     n                                                                                  v
44       n

43
     .Q
     C

     -
     A
42
     V
     e                  834 Qulncc A v c n u c                      840 culncc Avcnuc
T A    C L A R A   C O U N i Y ,   C A L I F O f i N I A




--    HOMESTEAD      --                   -                ROAD
                                                                  I.   ..-rurr   c   +rnh<   - ASSESSOR^
   EXHE rT A

(Iagal Description)
0 F I : t C E       0 F   C O U N T Y   A S S E S S 0 3




                TWIN PINES
                     E COMMUNITY
p e r s o d p r o n o w - used herein. whether used h the mculinc, i s d e or neuter gender, shall
ullclude all other genders.

        4.                                    !
                   Staruto;v Ref:re~ces. A references in th~s      Declararicn to p m i c u l u statues o f
tte State o i c a h f o r a i a should k 5eerned to include h e same statute as henafier m e n d e d cr, if
repealed, such other statutes u m y theienhzr govern h e s m e subject a the s t a t u e to w?ich
                                                                                 s
specirlc reference w u made.

        5.      Notices. A n y notice perinitred or required by [he Declaraticg, Anicles a f
incorpor3riou s r Dylsursof the Ceoperarivr me? be delivered either personally or by                 If
deli3/e:cd by mail, ir shall be deemed to have been drlivered seventy-twc (72) hours afte: a Copy
of the sune hns been deposited in [he United States d,          postage p:e~aid, addressed ro each
perso3 a[ the c u r e r r address given b,y s ~ c person to the secretary of b e Board or alldressc.' to
                                                  h
the Unit of such Fersan, if no address h beer: given ra rhe secretary.
                                             a


      IN WTESS VIHEREOF, the undersigned. k i n ? rhc tecla-aut tiiein. has issued [his
D~c1ua:ion as of the day and year first above written.

                                                  ThTN PIN"-S COOPEPATT\/Z COlvfifLhT!',
                                                  EX., Crlifornir?Consil~ner
                                                      a                    Coopsrztive.
       TWIN PINES
COOPERATIVE COMMUNITY, INC.



       POLICY MANUAL
   (RULES AND REGULATIONS)

      REVISED OCTOBER 2003
     EFFECTIVE FEBRUARY 2004
POLICY MANUAL RULES AND REGULATIONS
                 Of
TWIN PINES COOPERATIVE COMMUNITY, INC.

       TABLE OF CONTENTS

ASSOCIATION FEES                  3
PROPERTY TAX                      3
SALE OF SHARE                     3
NOISE                             3
CHILDREN                          4
MANAGER                           4
HOUSEHOLD SIZE                    4
BB GUN POLICY                     4
INSPECTIONS                       4
LANDSCAPING                       4
MAINTENANCE                       5
ARER HOURS SERVICE                5
ALTERATIONS-STRUCTURAL            5
ALTERATION-REPLACEMENT-APPLIANCES 5-6
FLOOR COVERINGS                   6
KEYS                              6
MAINTENANCE SERVICE REQUESTS      6
MEMBER'S RESPONSIBILITIES         6-7
CO-OP RESPONSIBILITIES            8
NOTICE OF CLEAN-UP                8
GARBAGE/RECYCLABLES               9
STRUCTURAL CHANGE                 9
CORPORATE PROPERTY                9
SMOKE ALARMS                      9
TOOLS AND LADDERS                 9
TRUCK POLICY                      9
WASHING MACHINES                  9
PARKING POLICY                    9-10
PET POLICY                        10-12
PLAYGROUND POLICY                 12-13
POOL POLICY                       13-14
RECREATION ROOM                   14-15
WATER BED POLICY                  15
BBQ POLICY                        15
ROOF POLICY                       15
DOCUMENT REPLACEMENT              15
COMPLAINTS                        15
AGENDA FOR MEETINGS               16
MEETINGS                          16
ASSOCIATION FEES ( 1 0/01/03)
        I.                   iees
               kssoc~at~on are due on tne i i s l 01 each :nmlti. A 10% late charge
                                                                     For
               shall be imposed otter the tift*enth of the rno~tth. returned check tlte
               member must pay all bank clmrges imposed on the Co-cp.
        2.     hAembers niay recluest u woivar ol tno lalo charge by submitting a rmte
               ta fne corporate oftce PRIOR to !tie !ifteerltli of the month. Ilie request
               mud stale the reasor for the late payment and date when flit? paymenl
               is to b e receiifed in the corporate oiiice.
       3.      Ilxee occwrences of e~erduc                   fees
                                                 ossociat~or~ within one coienclcl: yeor
               nioy. l e d lo eviction poceedings. ( A filloc-n~day  notice prior to notice ot
               expulsion a termination and reason I'ierefrx will be sent to the rnernbel.
               ihe b a r d will meet wi:h the niemker ofter receip: cf any subsequent
               request for deie!rc~lof asrociotion fees or wuiver ol late fee within one
               colendur y e s . (Davis-StirlingAcl 7341 C I)
       4       Subjecl to Doard review members one-nionth in arreors for ussociation tee
               ~~illreceive thkty-dav notice to vacate evktlon poceedirigs m a y begi?.

PROPERTY TAXES (1O/Ol/03)
                                                                    of
EaSi member w y s his o hei own woperty tax. Each yecr the Cour~t,~ Santa Clara will
                        r
send a yecvly bll~ng individual property t a x d~reclly your home 3nd you ore
                   for                                to
          responsible for those laxss.
linoncioll~

SALE O SHARE (10/01/03)
      F
 The corporore office should be given o thirty-day written notice of imlention to sell a
s k r e . tdenibe-s are responsiL>lefw the sole of hislher share and tlie rnontliy payrnerts
there on. including to;.es, until i: is sold. The Board of Qreclws must opprove any nefl
b~yer.                            tor
          Soies ~ a n g e m e n t s trcnsfer of share must be consummated in corllprian=e
                                                              c
with Twin Pines rules or transfer. P. tronsfn tee o $199.00 t w new buyers (payable by
                                                     f
incaniinp inelnber) o 'ee of $100.91 will be imposed to any member each time a share
ceftificote needs lo be chmged (Exception: When the Eonrd req~ests          deleting c, name
of a mernberls no longer living at Twin Pines]

NOIE: I i s the responsibility of the occupantls o i each unil to accept ir, the "AS IS $tale
         :
o l tlie time! at a share exchange. the unit tha pntio of the unit and oltier added t e ~ t w e s
well as. b11l nct liniiiec lo:
           Additional cement. bricks elc. lo patio area
           Sheds in pati3
           Trees and slxubs
           Air conditioner
           Stri~;turaIchanger to inlmioc of unil
           Plulnbing upgrades (made by niembarsj
           Appliance upgrades (rnacje by niemhcrsl
                                                                    all
It shall be the sole responsibility of the sharelwider/s tomninlair~ such "added" feahrej
in ~ o o cond;?ionand in good appearonce a s apcrwri3t$.
            d

NOISE ( 10/01/03)
 o
Fr peocelul enjoymerit, pleare refrain from making unneces;ary noir6. Stereos. radios.
                          -7av no1 be played at a level distrxhirig to the r~eiylibors.
TV':. oc nusical insh~ments
CHILDREN (10/01/03)
                        a
Parents are responsible f actions and control of their children on the premises.
(CaliforniaCode. Section 11714)

MANAGER (10/01/03)
The manager is employed by and responsible to the Board of Directors ONLY and is not
                                                 s
accountable to individual members. Ihe manager I the designated representative of
the Board of Drecton and is empowered and required to enforce the Pollcies/Rulesand
Regulations. [Members must aid management in maintaining compliance with the rules
and regulations as required by the Occupancy Agreement).

HOUSEHOLD SIZE (1 0/01/03)
The units of Twin Pines are close together, sometimes with little private space per unit.
Initial household size will be !imited to 2 persons per bedroom and one additional person.
(1.e. a two-bedroom unit cannot initially have more than 5 persons: a three-bedroomunit
cannot initialty have more than 7 persons)

BB GUNS
BB Guns are Illegal in the City of Santa Cbro. Firearms are NOT to be displayed or
discharged in the vicinlty of the corporate property.

INSPECTIONS (l0/01/03)
(FOR REASONS OF: MAINTAINING SAFETY AND PROPERTY VALUE)
The Maintenancestaff and Manager or designated person will perform a thorough
Annual inspection of each unit, patio and carport. Members will have 4 days from the
                                                                             5
initial inspection to make repairs. A follow-up lnspectlon will be conducted at the
discretion of the maintenance staff. A Board member a the manager will accompany
the maintena~ce      staff at this time. The member will be informed in writing of the date of
the follow-up inspection. If. at the time of the follow-up inspection, the repairs have not
been made, maintenance stcff win make the repairs and bill the member for labor and
materials at current rates.

A separate inspection will be performed thirty (301 days prior to intent to sell. Per your
Occupancy Agreement you must notify the office pior to putting your uni! for sale. Slotf
will schedule a move out inspection at that time. New members will have ten (10) days
to report in writing any needed maintenance.

LANDSCAPING (1 0/01/03)
Additions to or removal of concrete in patio and removal of patio trees must hove Board
approval prlor to any removal. Members may not remove trees or other plants from
common ground areas under penalty of cost for replacement and labor.

Trees may NOT be planted or removed from corporate property or patio areas without
prlor Boord approval. The Board shall have the authority to request removol of any tree
                  r
causlng damage o potential damage lo corporale property at your expense.
MAINTENANCE (1 0/01/03)
 FE
A T R HOLIRS SERVlCE/EMERGENCY SERVICE

CALL 9-1-1 F R ANY EMERGENCY: Fire. Police. Medico!. Attacking dogs etc.
             O
In ine case of a flood or earthquake turn off the main water valve for your unit which is
the red~hondled   faucet In the front of y w r unit. Ifis suggested mot you turn off the main
water valve when you leave for vacation or l e w e tor any long period of time to help
prevent floods of any type.

For an emergency durlng evenings or weekend nous refer to the bulletin board located
outside the office or the bulletin bcard on the maintenance shop lo determine the
appropriate individual to contact.

              -
ALTERATIONS APPLIANCES - AND S R C U A (5/5/82)(10/01/03)
                                       TUTRL
The Bwrd of Directors must approve all changes to a unit both for oppiiances or
structural PRIOR to making any change. The corporation has strict and specific rules and
regulations regarding alterations such as:
         1. Buill-in dishwashers
        2. Cabinet alteraticns
        3. Air condltloners:
             (a) wlth Board approval window A/C in r e a of building only. AiC must not
                 exceed residential wiring 01 1 1 volts. 15 amps. If wood is used for a
                                                 0
                 spacer it must be painted to match the outside of the building. (clear
                 plastic may also be used as a spacer).
             [b) central A/C if Board opproves, requires permits and a licensed contractor
                 (For additional requirements contact the corpcrate office)
        4. Personal TV antennas
        5. Washers. dryers, refrigerator replacement
        6. Rangeloven replacemeni
        7. Washeridrye: relocation
        8. Removal of kitchen partitions or closets
        9. Removal of any partrtion o closet outside the kitchen. [wallsidoas or
                                        r
             windows.
         10. Fences and gates.
A form outlining rules and regulations is available in the corporate office. Failure lo
obtain approval PRIOR to making alterations may result in the member being responsible
              the
for restc~ring unlt to Its original srate as well as assume all financial responsibility to
doing so.

ALTERATIONS-REPlACEMENTS/STL'UCTURAL CHANGES (4128176) (10/01/03)
              O H
(WIlH REGARDS T T E REPLACEMEN1 OF APPLIANCES)

        I. The Cwporation will replace appliances. for which it is responsibie, when ttie
           normal functional life of such appilance comes to an end. In this regard, the
           judgement o: tile n~ciintencnce     staff will ulwoys receive very careful
           consideralion by tno Board. Consistent with the Board's obligation of
           safeguarding tincnclal Interests of the members, any cash oulay b y tbe
           corporation for appliance replacemeni when safe functional life remains in
           on a p ~ l i u n c e conhury to the Board's obligation.
                              is
             of
(Replaceri~ent Appliances continued)

          2. Upgrading of appliances by members i the members' financial and
                                                      s
             maintenance service respmsibiiity. All siructurol changes in regards to
             upgrading appliances must have Board approval prior to any change.
             All cost of mlnar or majcr structural change must b e borne by the member.
          3. If a member removes corporate owned items (Suchas, stove, refrigerator.
             washer, dyer or doors) member must return such ilernslappliances to the
             corporate maintenance staff. Failure to do s will resuit in the corporation
                                                           o
             billing you for missing property.

FLOOR COVERINGS
      I.    Water damage to f l o c f s (undetlayment and subflow] will be repaired by
            the corpwation, uniess due to member negligence.
      2.                                  a
            Members ore responsible f the replacement o! all Roar coverings.
      3.    Reporotion/tear out of existing flowing in preparation for laying of new
            flooring is b e financial responsibility of the member.

KEYS (10/01/03)
There is a $5.00 charge for replacement keys for the pool or/and the recreation room.
Any member requesting a lock change if lock is not broken will be charged for material
and labot at cureni market rates. Your pool key is not to b e given to anyone who does
not live in your unlt.

                          E USS
MAINTENANCE SERVICE R Q E T (10101103)
The members must complete and sign the appropriate corporate maintenance request
form for any maintenance service req~ested.   Verbal requests WILL NOT b e hclnored. T e
                                                                                      h
maintenance f m are located outside on the woil of the recreation room near the
office and on the west side they are located on the maintenance shop wail.

MEMBER REPAIRIREPLACENIENT RESPONSIBILITIES (10/14/92) (10101103)
The Board of Directors has designated the lollowing items os theresponsibifity ot the
individual members. (See your Occupancy Agreement Wicle 11. Repat) The
maintenance staff if requested, will assist in locating the proper pats. and providing
advice an repairs and installation pocedures. a time pemlts. The maintenance staH
may be able to do some of the work on the following Items, but in such cases. the
member w l be billed f time and materials.
                       a

                                   O
NOTE: MEh4BERS ARE RESPONSIBLE F R MAINTENANCE O EXCLIJSIVE-USE COMMON AREA
                                                      F
(PATIOS AND FRONT YARDS F R BLDGS: 2 & 5.) MEMBERS MUST NOT ALLOW THEIR PATIO
                            O
TO BECOME A FIRE HAZARD.
       I.    All window screens and glass, inciuding framing. latches and rollers. The
             cwpwation will repair wlndow screens a t the member's expense.
             The member will makc arrangements lo repluce any broken window.
             subsequent to the member being notified that it i to be repoied within
                                                              s
             ten days. If the member Is in noncompliance the corporation will arrange
             for the repair at the member's expense.



Revised OcR~ber     2003
Eflecllve F e b n a y 2004
[Mernbef RepairlReplacement continued)

       2.   All gluss (wlndows and doors] and screen door. Including frames and
            lalches are me responslbilltyot the member.
      3.    Stucco and redwood bumper in carpals ifmembers neglect, tile
            corporation will repair at the rnembw's expense.
      4.    Door bells. peepholes. locks and deadbolfs. The corpwntion will he
            responslble for front and staage doors.
      5.    Weather-skipping, door boltams, drip caps, and threshab plotes.
      6.    All interior doors, doorknobs and locks, including closet sliding dam.
      7.    Faucet rep1acernc:n Is, If primarily for decmative purposes. shower head
            towel bars and tollet paper holders.
      8.    Broken toilet bowl and tank replacement, irrcluding !op of tank.[ The
            corporation will repairlreplace working parts1
      9.    Sinks, tubs and vanities. and associated plurn3ing parts necessary to
            make the item functional. [Repair of upgaded faucetr requiring speclal
            p u t s cx handling will be the responsibility of rnembec.)
      10.   Stove hoods, exhaust fans and motas.
      11.   Walls. ceilings, and both tiles. if damage is caused by extenuating
            circumstances It will be reviewed on a case-by-case basis by the Board.
            If the ceiling is asbestos the repak only will be a t Co-op expense. (any
            painting will b e at member's expensel,
      12.   Finish f l w r coverings. indudlng tile. lirioleum. vinyl and ccrpeting. The
            corporotion, is responsible for the underlayment and subfloor repats only if
            water damaged and no1 o' membec neglect. Preparationltear out of
            existing flooring in preporation of laying new ffooring is member
            responsibility.
      13.   Replacement a repuir of kitchen and bathroom cabinets, drawers.
            counter tops, hardwae. finish, hingas, handles and latches.
      14.   Inferior lights, porch and potio lights (Kjtcher fluorescent tubes will be
            replaced by staff at member's expense]. (Maintenance staft will replace
            stairwell light a t member's expense).
      15.   Any appllance repair necessitated by user abuse including, but not
            lirnitad to, ben?/brokenrefrigerator s'lebes, drawers or support brackets
            Foreign objects in disposals. washers and dryers. (see alterations)
      16.   All wlndows. curtc~ins.   bllnds and/or screens must be in good condition at
            all times.
      17.   Resoonslble ior cleaning furnaceslfilters on a regular bosis. as needed.
      18.   Air condit:oners.dishwasher and mernbec upgrades.
      19,   Interior IigLlt fixtwes.
      20.   Front door screen, potlo door screen and window screens.
      2;.   Malntoin all surfaces of interior such as walls, tiles, countertops, glass. floor
            coverings and t w s .
      22.   Costs of repairheplacement if damaged by member to Co-op's property.
      23.   Cost of plumbing repairs found tc be member's fault.
      24.   Loculized infestation of Insects furlts. spiders, etc.)
      25.   Caulking l o :inks If member upgrade(bothfvbs at Co-op expense).
NOTE: MEMBER IS RESPONSIBLE F R REPAIKIREPLACEh4ENT O ANY ITEM. WHICH IS
                                  O                             F
DAMAGED O NEGLECTED BY T E MEMBER O OCCUPANTS IN HlSlHEH UNIT.
          R                      H            R
CO-OP REPAIR/REPLACEMENT RESPONSIBILITY
       I.      Rcngeiovens (if nut upgoded by member].
       2.      Refrigerat~rs not upgraded b y member].
                               (if
       3.      Faucets. (orily wiginad   faucets it not upgaded b y member].
       6.      Tolletr if originaf/w co-op uoyrade such as low water usage fbw. working
               ~orls  only if not upgraded by member.
       5.      Carports and carp011     roofs.
       6.      Cornn~on     cement wdkways and roofs oi buildings.
       7.      Gutrers/!lxains on buildings and on ground of common a-eos.
       8.      Unstopping of sewer lines.
       v       Painting of exlerior bullding.
        lo.    Exterior hont door.
        I I.   Faundation!Vents.
       12.     Wire within walls [if not cal~snd  from rnembec Up~OOeJ
       13.     Elechlc wall plugs.
       1. 4    Crcdt breaker panels.
        S
       I.      Wall switches.
        I .    Hot water heaters.
        17.    Farnace repairlreplacenlenl (if not from member neglect).
        18.    Smoke alarms and batteries.
        lo.    Swimming pool, pool pump ond pool shower.
       20.     Sda panel for swimming pool (focoied on roof of buikling 31.
       21.     Benches in enclosed pool area as well as other common grounds.
       22.     Cemen! in enclosed pool area,
       23.     Carpx: lights.
       24.     Lighting for oll common ground areas and timer.
       25      Supply a fire extinguisher apparatus (one in eoch unit) ond yeorly sewice.
       26.     Supply a f i e extingvisher appcratus in carport areas and on designated
               buildings. and yealy service.
       27.     Ali !ences and benches in common ground areas.
       28.                                  U
               Exterior of builaings and a roofs.
       29.     Undr~iaymant       and sub-flooringrepairs ONLY i f wafer damage and not
               member neglect.
        w.     Landscaping of all common ground oreas.
        3I     Caulking bathtubs.
        32.    Repoir of zeilings if asbestos.
NOTE: Appliances will be repaired a long as parts are available and/or it is practical.
                                       s
Age is not a cause lor replacement, (Replacements by Co-op do nof include any
upgcade by member or acquired on an "as is"basis of time of pwcho~e).

         O
NOTICE F R CLEAN-UP (6114195) (10/01/03)
Carpods are for registered vehicles in use b y the member. not :or storage of any kind. (By
request cl Ihe Fire Marshcll]. Staff hos the authority to give memhen a fourteen(lA1dov
notice lo remove ary debris. non-registered vehicle or slmed articles in lhe carport
areos. honf yards oc patio areas.

if it becomes r~eceuory  fa.sfaif to dispose of debris the mernber will be responsible for
the cost of staff'stime and any tne associated with the actual disposal of debris.
GARBAGE/RECYCLABLES
It Is suggested thct all instructions from the City of Santa Clara for gabage disposal and
recycling should be followed. Garbage must be deposited i r ~      containers provided.
Items fa recycling should be sorted and laced In the bins as indicated. Boxes and
cartons must be crushed flat. Discorded items of furniture. etc.. must NOT be lett in
garbage area or placed in the trash bins.

STRUCTURliL CHANGES (ALTERATIONS) (1214178) (10/01/03)
         1.   MEMBER INSTALLED APPLIANCES: Member will sigri an agreement stating
              they [the member) assumes all responsibility for any structural damage.
              water damage, etc. that is caused by the appliance.
        2.    ALL STRUCTURAL REMODELING: Membw will dgn an agreement stating.
              Any change of this type must have prior approval from the Board, and all
              work is to be done by a licensed contractor and to be in accordance

      31 Y
                    - - - - -  --
              with local buildina codes.
                                     - - -

THIS P . C COVERS ~ J I L T - , DIShWASnERS. CAB hEl REMOVAJREPiACEblVIENT.
                                ~
PORTABLE 91s-WASrlERS. WALL HEATER REMOVAL, h R CONDlTIOqERS. ETC. 1 3        1
                                                                              .
STRUCTURAL CHANGES TO A UNIT, INSIDE OR OUT, INCLUDING ATTACHMENTS TO THE
                                                      H
EXTERIOR MAY BE MADE WITHOUT PRIOR CONSENT OF T E BOARD OF DIRECTORS.

CORPORATE PROPERTY (10/01/03)
SMOKE ALARMS (3121178)
Smoke alums are a condition of our Corporute Insurance policy and must be !eft in
piace at all times. Members must advise the office immediately if smoke a l u m is
nonfunctional. Mernben are not to remove banerlesl!!

TOOLS/LADDERSlOFFlCE EQUIPMENT (1/28/76)
Tools and office equio,~entthat is the property of the corpaotion is tor the exclusive use
of the staff during wwkhg hows.

 RC
T U K POLICY (10/01/03)
The corporate office will be in possession at the truck keys when not in use. The Vuck is to
b e used (or corporate business orily. Truck use is limited to ca~pcmte employees during
working hours while performing ca-pcrate business.

WASHING MACHINES (8126176)
Within any conseculive twmyeo period. beginning with the adoption of this policy. tne
corporation will pay the fun cost of lhe fist MAJOR repair to corporate clothes washer
requiring maintenance. Fo: the second and each succeeding MAJOR repair during the
two-year period, the corporation will pay 50% of the repair costs. and the member will be
required to pay the remainlng 50% of the repair bnl. For t h e purpose of lhis policy. a
MAJOR repair is defired as any repair costing over $75.00 excluding the time spent by
corporate maintenance staff (See "Alterations-Appliances ond Structural")

PARKING AND COMMON GROUNDS (10/01/03)
      1.   The maximum number of registered vehideslassignedspaces (including
           The covered space) that any unit may have is two. Parking is allowed in
           Designated spaces only. Unassigned spaces wU b e marked for visitor.
                                                             i
           Any visitor parking in spot marked "visitor" must be moved after t w d y s .
(Parkingond Common Ground continued)

              Members may park o nioximum of two (2) vetiicles or1cu-paote property
              A l any glven time.
              All vehicles parked on corporate property must have curent registration.
              The corporation does not aliow storage of any boat. trailer. motor hame.
              commercial business vehicle, recreational venicie or any other-vehicle
              whether o not in aperoting condition.
                          r
              Carports are for vehicles in use by the member and not for storage ol any
              kind. Staff has the authwity to give a fourteen-dcy notice torernove any
              debris or stored items In the carport, front yard or patio areas. If i t Is not
              clea?ed up wlthin h e fouteen-day timeframe and i t becomes necessary
              for staff to dispose of debris, the member will be rerponslble for the cost of
              stoff's time and oqy fees associated witb the actual disposal of the debris.
              It is the responsibility of the member to repair auto-leaks ASAP. If y o u car
              leak It may cause serious damage to the asphalt.
              For a two-day period only, minor repairs to members' vehicle is ailowed
              on corporate properly. Repairs on any vehicle for business purposes s
              pohibited and may riot De repaired on corporate properly.
              Eiicycles, skateboards, roller blades. ramps. elc. are NOT permitted on
              corporate property.
              ParMcg in red zonestfire lane is prohibited. Double parking is also
              prohibited.
              The association may cause the removal without notice of any vehicle
              parked in a marked fire lane, wimin 15 feet of a fire hydrant, in a parking
              space designated for handicapped without proper authority, or in a
              manner which interferes with any enkance lo, or edt from. the common
              interest development o any separate interest contained therein.
                                         r
               (Davis-Stirling Act 22658.2 381

 LAE                                   O E O N
P E S UNDERSTAND THAl CARS W l l l BE T W D F R A Y iNFRACTlON Of THE CORPORATE
                         F TF E USS
POLICIES/NON-COMPLIANCE O S A F R Q E T .


PET POLICY (1 1/15/95)(10/01/03)
No governing documents shall prohibit the owner oi a separote interest within a
common interest development from keeping ONE pet within the common interest
development. Subject to reasonable ~ i e and regulations of the ossociatlon. This
                                            s
section may no' be construed to affect any other rights povided by law to an owner cf
o separate interest to keep a pet within the deveoprnenl. (Davis-StirlingAcl 1360.51.

For the purpose of this seclion 'PIT means any domesticated BIRD. CAT. DOG. AQUATIC
ANIMAL kept within an aquarium. The corporation restricls the number of pets an owner
may keep l o one pet per unit. For the purpose of thi: section. "govwning documents'
sholl include, but are nor limited to, Ihe conditions. covenants and restrictions of the
cornmon interest develownent, and the by-laws, rdes and regulations of the association.
(Davis-StirlingAct 1360.51
(Pet Policy continued)

The Hoard of Directors has delegated to the Pet Committee. responsibility for proposing.
enforceable pet rules and regulations and responsibility tor enforcement. Handling
complaints, and informing co-op members of any health hazards thot may harm their
tomilies or theu pefs.

THE PET COMMIllEE
        1.  The Pet Commlttee shall consist of at leasl three members (these
            members should consist of pet owners and non-pet owners): one shall be
            named chairperson.
        2.  All pet ownes will b e expected to serve a minimum ot a six months lerm
            on the Pet Cornmitree.
        3.  A iot'evsystem will b e devised lo select Pet Committee members when
            necessary from pet owners; non-pet owners are welcorne to serve.
        4.  After amiable attempts to resolve pet problerris among members have
            failed, a written complaint about pets or their owners shal. b e submitted to
            the Pet Commlttee. No verbal or anonymous conplaints will be
                                  in
            considered cr res~~ltany action.
        5.  Written com~loints   should be dropped off at the office. Please mark the
            complaint to the attentton of 'Yet Committee".
        6.  The Pet Committee will act independently ot the Board andlor manage-
            ment in assuming responsibilities for Implementing an initial rosolufion in
            administrating pet policies. As o last resort, the Pet Committee will refer a
            situation to the Boad and/or management.
        7.  Designated Pet Committee rnemberls shall maintain the pet files.
            Duplicating equipment and sup~lies     necessary to carry out thet duties
            may be granted at the discretion of mnagement. Access to the oiflce
            sholl be durlng office hours cx with the assistance of a Board member.

PET OWNER RULES AND REGULATIONS (10/5/95)
      1.     Number of pets per household shall NOT exceed ONE.
      2.     All pets must b e spayed/neuteted, immunized. and propwly licensed with
             the County of Santa Clara.
      3.     Pet Committee will retain immunization informotion on all onimak living at
             the Co-op. It is the pet owner's responsibility to turn in these certificates to
             the Pet Committee
      4.     When registering your pet with the Pet Committee it is manaatory tho1 a
             plcture witn height a n d weight information accompany the registration.
      5.     Members mLst cc~nsider    animal temperament, size, and suitability for living
             in our constrained space. Tho weight of an animal, at tull maturity sholl
             not exceed 50 pounds.
      6.     Effective Octobe~.  5,1995. The Board determined that keeping dangerous
             anlmals as pets exposes the c o a p lo dgnificont riskin the evenl such
             arimols injure someone. Dangerous aiimais, such as, but not Umited to pit
             bulls, venomws snakes, and unirnals with a nistory of biting, moy NOT be
             kept an cnpcfate property.



Revised OClmer 2W3
Eflecllve Febrwly X€M
                                conlinued)
[Pel Owner Rules and Regc~lotions

                Y o u may not reed anima!s. birds, insects or reptiies of a i y kind on
                co:porote poperty for ony purpose.
                 Pet owners rnust provide a litter boxls on their premises for their cat.
                Animal feces in patio areas MUST be picked up immediately. Any
                excrement left by your pel must be bagged and disposed of.
                Any excrerrient left by a pet in common areas o outside a member's own
                                                                   r
                unit must b e picked up Immediately. bagged and disposed of. Pet waste
                transmits disease. PICK-UP AFIER Y U PET -IT IS THE LAW. Fines con range
                                                     OR
                from $25.00 to $250.00.
                Any constant noise including. but no1 limited to. barring, whining, or howl-
                           R
                ing DAY O NIGHT i not permitted.
                                     s
                All dogs on corporate common ground ueas rnust be on a leash and
                attended by a responsible person.
                All dogs and cats are to b e kept in at night.
                Members are responsible for their guests' pets at all times during mek visit.
                The corooration assumes NO LlABllllY for property damage or personal
                injury caused by any pets. Pet owners must sign a "Release of Liobiiity' as
                provided by the corporation. If a pet bites or injures anyone. Ihe proper
                public outhon'tier will be notified.

NOTE: Members u e urged to handle spaadic annoyances directly with their neighborls.
                s
Ifthe situation i not remedied, a written complaint must be rubmleed to the P e l
Committee. Comolaints, direct64 to the attention of the Pel Committee. may be
delivered to the off;ce. Staff wlll lorward thern to the Pet Committee.

ENFORCEMENT
The Pet Committee will evaluate a written complaint and discuss Its validity. II
appropriate a written warning will be sent to ine member. After the first written wcming.
the pet owner will be responsible for ccrrecting the problem immediately. 11 the sltuo'ion
is not resolveo. a second warning will be issued lo resolve h e problem within a specified
perlod of time. If the problem is still not c w e c t e d a thud written warning will b e given.
The pet will then be removed from corporate poperty.

            pet own- who is genuinely concerned and iryinp to correct the sifuation
A respo~sibie
will not !et it get to this point; however, it if does. the committee believes the animal
would be better off in another environment. PLEASE NOTE: If necessary strict measures
will be lcken by the proper authon'ties. The Humane Society. Health Department. andlor
the Pollce De~flrtnWnt       can and will be colled in extreme cases.

PLAYGROUND POLICY (l/10/96)
        1.                                             0O
                Playground hours are from 9:OOa.m. to 1 : O p.m. seven days a week.
        2.      Play equipment shall not b e ubusad.
                a) No wrapping of swing chains.
                b] Skates, bikes, skateboards or any mobile object are not permitted.
                c) Climbing on the swing poles ir prohibited and very dangerous.
(Playground Policy continued)

       3.      Littering on the ployground or the common areas is not permibed.
                                               in
               a) Throwing objecls. rocks, toys, dirl etc. Is not permitted.
                                                                          O
               b) Ihe trash containers in the playground areas are N T lo be used foc
                    housohdd trash.
       4.      Pets
               a) Dogs are no1 allowed excepi on a leash (no longer than 6 feet in
                    length).
               bl If any dog or cat is seen using !he playground as o litter box, the pet
                    ownrr shall be nolitied as soon as possible and will be responsible for
                    cleaning up after their pet and/or posslble flne imposed. Pel waste
                    transmits disease. Fines can range from $25.00 to $250.00.
       5.                     -
               Responsibility It is the responsioility of all who reside at the Co-op :obe
               considerate of neighbors ond poperty. Pareits are financially responsible
               for any darnages (o!   fines) bough! o n by the actions of their chiidren.

NOTE Vialations will be reported to Management and/oc Board. A notice of action (i.e.
fines, discussion of playground privileges revoked etc.] will be sent to the chiid's porentls.

POOL POLICY (10/01/03)(06/07/04)
SPECIAL NOTE: T E E IS NO LIFEGUARD ON DUTY AT THE SWIMMING POOL.
               HR
                          T                                   O          O
MEMBERSIGUESlS SWIM A THEIR OWN RISK. WIN PINES IS N T LIABLE F R ACCIDENTS O                R
INJURIES.
       1.                      R                        0O         EE
              POOL HOURS A E FROM 1000 AM. 1 0 1 : O P.M. S V N DAYS A WEEK
       2.     The pool gate must be locked at all tinies.
       3.     LAP SWIMMING: 530 P.M. T 6:30F.M. Monday through Friday.
                                           O
       4.                     O
              ALCOHOL I S N T ALLOWED in tile enclosed p o d area.
       5.     A MEMBER may be irl the enclosed pool area alone for sunbathing and oc
              swimming if 16 years of age or dder.
       6.     State law requies children under 14 yeorr dd lo b e occompanied Dv a n
              adult (Title 22 of the Califaria Code) The corporation requires that the
              adu!t b e a responsible resident as well. Resident children from 14 throuyh
              17 years may use the pool without adult supervision.
       7.     A RESIDENT M S ACCOMPANY iHElR GUESTS IN T E POOL AREA A ALL
                             UT                                   H                  T
                                    NE        ER               O
              TIMES. CHILDREN U D R 18 Y A S OLD MAY N T BRING G E T INTOTHEUSS
              POOL AREA WITHOW AN ADULT RESIDENT WITH TI-IEM. The suggested
              number of guests i s limlted to 5 per famlly.
       B.     F c x uny pool baby sitters wrillen permission must be filed iri lhe cffice with
              a release of liability, approved by the Board.
       9.     Members are financially liable for any and u l daniages caused by ttiei
              children, themselves, or thek guests.
        10.   Pets are not allowed In lhe er~ciosea   pool area.
        I I.  Do not louch any pool equipment, including the grate on the bottom of
              the pool.
        1%.   NUDE SWIMMING IS N T PERMITTED BY ANYONE A A Y AGE. Swimming
                                       O                          T N
              atiire must be worn at all times. (Cul off jeans may NOT be worn in the
              pooll.
(Pool Policy condnued

        13.   H WR
             S O E before swirnniing. P E S AVOID EXCESSIVE USE O SUNTAN
                                            LAE                            F
             LOTIONS AND OILS.
       14.   People with curlers or bobby pins should not swim in the pod. These
             articles can cause serlous damage to the equipnienl.
       15.   For safety reasons, glass objects of any type will not be permitted in the
             enclosed pool mea.
       16.   Each member k responsible fa' keeping the pool area clean. Please bring
             nonglass type ashtrays for your cigarette butts, etc. Please empty your
             ashtrays when leaving the enclosed pool area.
       17.   No private pool or swimming parties may b e held at any time.
       18.   RadiosIStereosare allowed it not disturbing to members.
       19.   Bicycles, skateboards, roller blades. ramps. etc ore not permitted in the
             enclosed pool area.
       20.   Any violations of the pool rules, by members or their guests could result in
             denial of pool privileges.
       21.   Climbing over the pool gate and/or fence In not permitted.
       22.   All long hair (male or female) must be tied bock.
       23.   Diapen ore not allowed in po31 area without p i a s k pants over diapers.
       24.   Safety devlces are encouaged for beginning swimmers.
       25.   Shouflng. running or any noisy disruptive behavior k prohibited.
NOTE: One pool key is issued at no charge per unit. There will be a $5.00 chorge for a
replacement key. Members are not to give their key to anyone who does not live In their
same unit.

RECREATION ROOM POLICY (10/01/03)
The hours f o ~ recreation room ore: 10:OOa.m. to 10:OO p.m.
              the
      1.        No smoking or alcoholic beverages.
      2.       Children 12 years and under must be accompanied by on adult member
                at all times.
      3.        Guests must be accompanied by a member at all times.
      4.        Members are responsible for tneir guests.
      5.       The fireplace is not to b e used at this time if in use it is a fire hazard.
      6.         No skates, rollerWodes, skate boards, etc are allowed in the recreation
                room.

                        .
RECREATION ROOM PRIVATE USE (10/01/03)
A one-page combination policy and application form for private use of the
Recreation Room i available in the office. The member shall include a $35.00 cleaning
                  s
deposit when submitting an application. Applications will not be accepted without the
fee [see item 7 next page).
       1.      Designated C m p activities, rneet;rigsof the Board of Directors. o ony
                                                                                  r
               Bowd/Committee precludes prlvote use of the facility.
       2.      The Recreation Room is limited to members use for social evenrs. Live
               music is prohibited.

Revised Octrhe, 2M3
EIlecHve rebNofy 2004
(Zecrealion Room Private Use continued)

               Maximum occupancy is not to exceed 40 people.
               Member must be present for the enke time the Recreation room is in use.
                                                                             0W
               All members and visltors wlll vacate the room no later than 1 : p.m.
               Member mus?cleon the room immediately after the function, or before
                12:M) noon on ihe following day.
               Recreation Room tee: mere will be o $35.00 deposit for the use of the
                                                                               s
               room. The deposit will be refunded to the member ifthe room I left in
               satisfactory condition as determined by management andlor staff.
               Members are required to take home all food and or beverage from the
               recreation room after their go%ering. Do not leave anythlng in the
               refrigerator.
               When leaving the recreation room you must turn off the lights and furnace
               and open the drapes.
               Members who reserve the recreation room will be held liable for any
               properly damage and any injury sustoir~eo   by/to one of their guests.
               Eighteen year old members may reserve the recreation room, but an
               aduli member 21 years of age c olaer i required to be present at all
                                                x      s
               times.
               A member over 21 years of age is required to sign on agreement thal
               slgnllies agreement and cornpllance with the above condiflons.

       E
WATER B D POLICY
Because of the structural damage to walls arid joists caured by the weight of water, and
because of the hazards o l water escaping from the beds, water beds are prohibited.

BBQ POLICY
All chacoai burning barbecues must be kept at a safe dlstance lapprordmately 6 feet)
from the urea under the building overhang und away l r w n 011 olher fiammubk items
such as hccs.

ROOF POLICY (7/12/99)
Unauthorized individuals shall refrain from walklng on roofs of buildings and ca.ports. Due
to the risk of injury and potential oarnage to the roof. these areas shall remain strictly off-
limits. if anyone [member, occupanl or guest), who is not authorized and is seen o n a
roof, the corpatation shall have the roof inspected for damages. Charges incuned by
these non-twtie inspections, as weil as the cost ol any repairs, will be the financial
obligation 01 the member a paenl.

DOCUMENT - REPLACEMENT FEE (lO/Ol/03)
Evey rnember Is issued ot no charge a copy of the Policy Manual. Articles of
lncorporution and By-Laws. If members seek additional copies of any of these
documents 3 $5.00 fee will be charged for each document regardless iftor additional
copy or replacement copy.
COMPLAINTS
Complaints must be signed and dated by the member before submittal to Management
or Board fm Review. All cornploints sholl be processed and resolved in a confidential
monncr in wder to protect the memberls.

AGENDAS FOR BOARD MEETINGS (1/8/97)
The Agenda as distributed to the Board aridlw Membership is final. Membm may add
iterns to the Agenda before it is distributed.
         1.     Write your request with explanation.
         2.     Sign your request
         3.     Bring the request l o the office a! least one week in advance of the
                meeting.

MEETINGS (1 0/01/03)
I. Any member of the association may attend meetings (board meetings and general
   membership meetings) of the board of directors. except when the board adjourns to
   executive session to cmslder litigation, matters relating to the formation of contract:
   with third parties, member discipline, or personnel matters.
2. Minutes or a summary of !he minutes, of any meeting of the board ot diectors other
                                                                       0
   than an executive session shall be avoliable to members within 3 days of the
   meeting. These minutes shall be distributed to members.
3. The board of directors shall permit any member of the association to speak at any
   meeting of the association for ? e board of directors, except for meetings of the
                                   h
   board held h executive session. (Davis-Stirling 1363.05)
                     INTER OFFICE MEMO

Date: June 24,2004

To: Twin Pines Members

Fr; Bocrd of Directors

Subject: Change to Policy Manual

Please through out page # 13 in your Policy Manual and
replace it with the attached new page #13.

The change is on item #5. Now a member may be in the
enclosed pool area alone.

The change reads: "A MEMBER may be in the enclosed pool
           for
area%plone sunbathing and or swimming if 18 years of age
or older."

Regards,
                                COVER MEMO


To:   Twin Pines Meniberrhip                              Dote: January 20.203l

Now thot wo are o "Fair Market Co.op"we must be in cmplionce with the Uavis Stirling Act.
therefore ow Pollcy Manual required a few char~yes.This it your personal copy of the revised
Policy Manual eHecfive Febnrary 2004.

lwin Pines legal odvisers and lhe Board of Directors hove reviewed and oppfoved the changes to
the Policy Munuol. T e Policy Manual and the Uovis Stirling Act were sludied thorougnly by the
                      h
Bylaw committee who recommended to the Board that some revisions wete needed for
cornplionce wilt1 the Dovis Stirling Act.

       Revised tne Manual's index section.
       Terminology: "Assoclatlon Fees"replaces "Carrying Charge" and the term
       "Corporatlon/Corporate" replaces 'Twin Pines" through out your manual.
       Under section "Associatim fees" Item #1: added member is responsible for all
       bank charges to Twin Pines for "returned checks".
        Page #3 a] added a section for "P-opnty Tax".
                 b) added administration fee to "Sale of ShareVeachtime a name
                      change K requested.
                 c ] added section "Noise".
        Page # 4 a) added section "Children".
                  b) added section "Manager".
                 c ) added section "Household Size".
                 d) revised section 'Inspections".
                 e) revised "Landscaping"section.
       Page # 5 a) revised section "Maintenance" about 9-1-1 calls and indicated the
                     location for y o u wo:er shut off valve. Eliminated fee ot $10- in non-
                     emergency section.
                  b) odded specs for A/C in section "Alterations-Appliances.
       Page #6 a] revised section "Keys" [come pick up your key).
                  bj revised "Maintenance Request" added locotins for form pick up.
                  c) revised "Member Repat/Replacement Responsibiliv.
       Page #8 a] added section "Co-op Responsibilities".
                  b) revised section "Notice for Clean up".
       Page X9 a) odded section "Garbage/Recyclable".
                  b) added title "Corpcrate Propertf.
                  C) revised 'Tri~ck  Policy".
                  d) revised "Pcrking 8. Conirnon Ground".
       Page # 10 revised "Pets Policr.
       ?age #13 revised "Pool Policr.
       Page #14 revised "Recreation Room" & "Private Use".
       Page # 15 0) revised "Document Fee".
                   b) revised 'Complaints".
       Page # 16 added "Meetings".

Regards.
The Board of Directors.
The Bylaw Committee
                                  M E M O

February 23,2004

To: Twin Pines Member
Fr: By taw Committee

                        p
Subject: Where to Plck U Your New Pollcy Manual

Sorry we missed you in our attempts to deliver your revlsion of the Twin Pines
Policy Manual. rt requires your signature as receiving it. We will have your copy
of the Policy Manual in the Twin Pines office for plck up Thursday February 26,
2004 between I0 a.m and 7 p.m. t this is inconvenient for you, it will stay in the
office for you to pick up on days the manager is in the office, whlch are:
Monday, Tuesday or Thursday from 10 a.m. to 7 p.m. Please keep in mind she
does take an hour for lunch.

The revised Policy Manual is effective February 2004.

cc: Board of Directors
    D. White, Mgr.
             TWIN PLA'ES COOPERATIVE CO>IMUNITY


       NEW POLICY FOR AIR CONDITIONERS &
                 WINDOW FANS
                               (EFFECTIVE 5-20-05)


            WINDOW WARRANTY DISCLOSURE MEMO

                         THIS IS A POLICY CHANGE.

If you want to use a window fan or air conditioner in your new double
pane windows the manufacturer has advised Twin Pines, they will not cover
those particular windows under the lifetime warranty they have agreed to
extend to us.

Any mechanical devise vibration may cause the seal to break down and
allow condensation to build up between the panes.

To protect Twin Pines' investment and have you able to use your air
conditioners the Board is making a policy change.

   >   Below are the conditions in which you may use a window fan or/and
       air conditioner:
           Sign a "Window Warranty Disclosure Agreement"
           Use the standard adapter kit (selected by management). This kit
           consists of a shelf, a bar under the shelf to hold up the weight of
           your A/C and a Board approved spacer. Chains with hooks
                                                                     r
           screwed into the bldg. and wood spacers are no l o n ~ e permitted.
           Your financial responsibility:
                 * The cost of the adapter kit.
                  :
                  * The cost of the window replacement.
                  :
                         4 The window must be ordered ttuough Creative
                            Window Co. and be replaced within 30 days of
                            damage.
                  *> The cost of your Air Conditioner or fanls
            W I N D O W WARRANTY 1)ISCLOSURE AGREEMENT




I/we (nanlds) ( I )                               (2 1
the current shareholderls on record. Ywe understand that this agreement
applies to mdus and any future shareholder in the case of the sille of mv
-
unit. I/we also agree thal it is my responsibility to notify any new buyer of
my unit of these conditions and policy.


                                    POLICY

          Listed below are the conditions in which a shareholder ]nay use a
          window fan andlor an air conditioner in their double pane windows.
             o Sign the "Window Warranty Disclosure Agreement"
             o Use the standard adapier kit (selected by management). This
                kit consists o f a shelf, a bar under the shelf tu hold up the
                weight of the N C and Board approved spacer. Ilwe understand
                that chains with hooks screwed into the bldg. are no longer
                permitted.

                      -
             o Member's iinancial responsibilities are:
                       The cost of the adapter kit.
                       The cost of the window replacement.
                       Creative Window Co. will do all rrpl:~cen~eots.       The
                       windows are replaced at my expense and I will have
                       replacement done no later than 30 days from rime of
                       damage.
                   03 Location of windows in BACK of bldg.

   P 2 Rdr units
            Large Master Bedroom (back of bldg only))

   P 3 Hdr units
                   One or two of the smaU bedrooms (back of bldg only)



I,/we the holderfs of Twin Pines Share Certificate agree with the above
conditions:


  @a*)                (unit 0 )        (Sharcholdcr Signature)


  (Dale)              (unil ii)        [Shlotholda Signalum)




M.C. Rrvwd4-I&06
                      TWIN P N E S COIV~MUN~CATIOVS


 ACCEPTABLE SllOWEH DOOR ;1.IOL)ELS FOR TWIN I'INES TO
                          PAY FOR INSTA LLA'TION. -

Place ttus in your Policy Manual for reference.

The below listed shower door models are the only rnodels approved by Twin
Pines which are standard installation types for Twin Pine to pay for
installation costs by our maintenance person. They can be purchased at
Home Depot. (Warranty may vary).

A fler you have purchased tire sho wcr cIoors calf Property Pro ut 378-1 7.30
to schedirle a mnintmunce uppoinm~enl     for insrullrrtion.

        APPROX COST          .MOI)EL P      COLOR          -
                                                           SUE

            ~129.00        11-5856BCKNR     chrome,       53 % x 5 8 %
                                             white           (T=56 )

            S189.01) to      20-59s          chrome,      55 X 59 318
                                             gold         (T=57718)

            5739.00 to       3U505X          chrome,      5 5 % x 5901/8
            $298.00                           gold        (1=57 7/8)

            $299.00          245958           gold,chrorne, 57 118 x 390318
                                              Bn~sh nickel (T=57 x 718 )
Twin Pincs Cooperative Coniniunitv
                                                              C/o Associa~lnssingbarnSr Associates
                                                                           Bascon1 Ave., S11itel70
                                                                 2542 Soutl~
                                                                             Ca~~lpbcll. 95008
                                                                                        CA
                                                                             Phone: 408-540-5050
                                                                               Fax: 408-371-5130




                            TV DISHIANTENNA POLICY


All TV dishes a n d / o r antennas have specific r e q u i r e n l e n t s by T w i n Pines t h a t
must be n i e i prior to i r ~ s t a l l a t i o n .

T V dishes a n d ;Intennas cannot be installed o n i h c r o o f o r attached t o the
trellis' i n t h e f r o n t o r b a c k o f the buildings.

'fV dishes a n d antennas m u s t b e installed i n the b a c k patio, free s t a r ~ d i n g
froni the b r ~ i l d i ~al n d below t h e fcnce line.
                            g

The TV dish c o r ~ ~ p a n i c s  have advised us t h a t the installer is equipped t o
handle this w h e n i n s t a l l i n g antennas.

Please s u b m i t a l l requests to Associa/Rlassingllam.
                       TWIN PINES COOPEKATIVE CORP.

                               SWIMMING POOL RULES


Members are liable and hold Twin Pines harmless for Injuries to themselves, their guests,
             and/or any damages caused by them t o Twin Pines property.


  @ HOURS: 1o:oo am - 10:oo pm (NO LIFEGUARD ON DUTY)

  @ Lap Swimming Monday - Friday 5:30 p m - 6:3o pm

  S Children ages 0-17 years old must have adult supervision. Young adults 18 years of
       age or older may swim without adult supervision.

  @ All guests must be accompanied by an adult resident.
   ?

  3 Glass objects are not permitted in the pool area.

  @    Alcoholic beverages are not permitted in the pool area.

  (0   Nude swimming is not permitted at any time (adults or children).

  L* Please shower before swimming.
   i

  ibl Bobby pins or curlers cannot be worn pool.

  C? Long hair (male or female) must be tied back.

  & Diapers must have plastic coverings if worn in the pool.

  3 No shouting, running, or disruptive behavior.

  L Radios are permitted on low volume only.
   a

  2 Pool parties are not permitted.




                              Associa Massingham & Associates
                              2542 South Bascorn Ave., Suite 170
                                     Campbell CA 95008
                            Phone: 408-540-5050 Fax: 408-371-5130
                         PROPI'RTY PRO LTD.
                        14127 Capri Dr. S ~ ~ i#t e 8
                          1.0s Gatos, CA 95032
                   (408) 378- 1730 (408) 378-0650 Fax
                       E-mail: Propel.ty(ii),best.corn


Date:       March I ", 2006

To:         All Homeowners
            Twin Pines Cooperative Co~nn~unity.
                                             Inc.

From:       Board of Directors

Re:         New 2006 Assessment Collection Policy

We are enclosing the adopted Twin Pines Cooperative Community, Inc.
NEW 2006 Assessment Collection Policy, This policy has been revised to
include all of the new require~nentsin SB137 and has a New Addendum
"Dispute Resolution, Meet and Confer, and ADR" which is now required
procedgre for owner assessment disputes since 1366.3 Resolution of
Assessment Dispute by Alternative Dispute Resolution will be repealed
effective January I ", 2006.

The New Assessment Collection Policy was adopted February 27'11, 2006
and will be effective March 27"', 2006.
                                                                                                                  11;lte ~ d o p t c d0 2 . 3.7 '

                                                                           l
                                         Twin Pilies Cooperative Con~niunity n c
                                        ASSESSMENT COI ,I .ECTION PO1.ICY
 .qtrticc~to Mc1111,ers:
'l'his drs111nu11 ion11llx Associntion's pollcy rcgardil~g l ~ c o l l c r t i ~ ~ n iisscsrlncnw: [norstllinl 111 lhc Associnlion's DcclHrnl~o~i
                fcla                                     t                       of                                                            01
Cove~~nnls.            Kcsuicl~ous. 1 Bylaws. and Ctliiovniit CivilCwle seclions 1363.05, 1365.1. 1365.2. I3b6. 1367 and 1367.1,
             Conditio~~s          1s
 1367 4. 1367.5
1.0 A s v s r n t r ~ ~iln Grncrul.
                         s
                       has                      and                                                                 tlr~drr guvcrnlng docc~mcnu
The Associ:ltio~~ it duly l o levy ~ e g t l l n ~ spectal ss.ws.slilcnts sul'l~kientII p r ~ . l o r ~ n~rbllgalions
                                                                                      I               ils                 lllc                   nnd
Cilllfornia Inw. Regl~lar                               sl                        nnd                          llle
                              nucrsnrcnts are dctcrm~necl lcilsl on'= u~lnuully nrc pnynMe J u ~ i n g year in Mmlhly inst~ll~nenls nl       01
such Mher inkrvnls 8s l h t Board o f Direclors SIIBII                                  on                  1l1e
                                                       tksigr~slc Tllc A ~ % ~ i n t ishnll d~su-ibt~re wriltcn nnllcc d w r i b c d in Civil CM!C
                                                                   lhe                                                         oi
scclinn 1365.1 (h) loeach member of lhc &.socistion d u r ~ t ~ g 60-dny p r i u d imlnrllinlely preceding the bcgi~~rliilg the Association's
I'ircal ycnu.

2.0 Ohlignlion lo I'ay Assessnrnts.
                                                                   fees
A ngular or sprcini ns<esstncnrniid any lntc chwps, reaso~~ablc and costs o f collcclion, re~~sonnble     altor~try'sfecs. I[ any. and inlcrest.
                                     w Sec!ion 1366, shall bc s dcbt ul' Ihc owncl o f lhc scparalc inlcrcxl nl lhe time the nssumcnt or
i f ilng, S detcrmil~ed ncc~rdance ~ l h
          I
          ;             ill
                                                                                                                  IC
uthcl s u m ;I<C lcviul. &ich osrcssnml or chrgc is alsu ti lien on U ownu's properly from and after [he lime II Assoc~nlio~~ r
                                                                     C
                                                                     I                                                             causes
Noricc o f Delinql~cn~  Asscssmcnl (Lien) lo be recorded wirli fhe County Rccordefo Office of ihc County in which l l prnperty i s located.
                                                                                                                          ~


                                                lo m l           lo             Lo           Areas
3.0 Monelary Charge Tor R c i n ~ b u r s c ~ ~ ~Assoclalio~~ r Du~riagc C o ~ ~ l n ~ o n a ~ Fscililies~ d
A molletnry chargc irnposcd by thc Association as a ~neslis f relmbursit~g Associalion for costs incurred by lhc Associnlion in lhc
                                                               o                 [he
                                                                            or
repair of dnmage lo common arcns and factlities for which the n ~ e n ~ b uthe mcmbcr's gucsls or lenanls wcre rcspoasiblc mny bccomc n
lien ngalnst the member's separalc inte~esl   enforceable by the salc o f !he inlcrest under Sections 2924. 2924b, nnd 2924c. provided the
nulhority to impose a lien is set Forth in the governing doc~lments.

4.0 Monetory Penalty Imposed hv the Associalion ns s Dlsclplinar) Mensure.
A smnelary pennl:y imposed by the Association as a disc~plinary                                 lo
                                                               lncasurc for failure o f a ~ncmber comply with !he governing
instruments, except for l l ~ c payments, may nai be charncterizcd nor treated in the governing instruments ns at1 ossessnlecl lhnt may
                               late
>owmea lieo ngainst the member's sobdivision scparnle interest cnforceablc by the salc of h e inlcresl under Scclions 2924. 2924b, and
2924~
5.0 Notice of Asscssmenls.
No1 less than 30 days nor more than 60 days before any increase in tllc regular asscssmcnl or nny special assessmen1 becomes dbe, the
Association will givc the owners noticc o f thc a6scssmenI. Nolice will be sent by f~rst-clnssmail to addresses on the membership regisler as
o f the date o f notice. 'Thc Board of Dinctors may clccl from time lo lime lo provide pdditionol periodic state~ncnts assessmcnu and
                                                                                                                      of
charges, but lack of such stalerncnls does not rclicvc fhe owners of lhc obligation LO pny ossessrnena.

6.0 Designation of Agent.
The Board ofD~reclors  may designnle an agent or ngcnts lo collect arsess~iien~ pnymcnls and adminis~erlhis Asressmen~Collec!ion Policy
Such designaled agent !nay bc an officer o f Lhe Associalion, manager, collcclion service, banklng ~ n a i l u t i ulaw .firm, allorncy or orher
                                                                                                                     ~~
nppropriale agent.



7.0 Aasociulion Cannol Volunvnrily Aasign or Pledgc lllc Associalion's Righl l o Cnllecl
                                                                                                                                  or o
An Association niny IW voluntnrily nssign or plcclge (he Asrncinliun's ribhl to collccl payments or nsscsslnu~ls, l enforce or foreclose o
                                                          w
lien I o n third pa11y. except when the %sigt~men~ plctlgc is modc lo u finnncinl inslitulion or lendcrchorrcred or l~ccl~scd                under lcllcrnl nr
                                  ihc.
slnlc lnw. when ncling w~lhin scopc or thn! chnrlcr or license. as security for a loan oblainccl by the Assncinlio~r:however. thc foreguing
provision ltlry 1101 rcsuicl lhc right or ability o f an Associalio~~ sign nny ilnpnid obligalions of a former member l o a h i r d party for
                                                                           11)
purposcs u l collcctio~~.  Subject lo thc li~nitnlions i this subd~v~sicr!~, t l r expiration of W dnys follnwi~lg rccnrding Of u licll pcr lilt
                                                          n                      inflcr                                        tllc
Cove~ia~tls.               and
               Co~lditions Rcslliclrot~s     (CCR's), the lien tnay bc enfmced in any mantler permlctcd by law, incladiltg sslc by the courl, rnlc
hy thr inislec desigllnled ill the 1101iceo f d c l i ~ ~ q ~ l nsscsstncnl, or salc by n lnlrlec !iubst~tulcd pl8rsu;tnt lo Secllon 2934.7. Ally sk by lhc
                                                                crn
                              ill
lnlslec sllall be condtr~ed nccorda~tce       will1 Secliol~s     2924. 2924b. and 2924c npplicubk IU r l r . cxcrclse o f pawets of a ~ l c ~mwlgages
                                                                                                                                              in
and deeds o f lrusts. Tht lces o f n rlvrac may 1101        exceed thc alnounLl prcscl ibcd ill Scctions 2024c and 2924d.
11.0 Duc Dalcl Deli~lqucncy   Dnlc of Asscssmcnls.
il~ilcss                                         c
       utlicrwisc spccihcd by fhc Board 01.~ h govcr~ii~tg  rlocurnetlls. an nssessnrnf is duc or1 lhc first of utch monll~.AII iIussment,              n
                                                                                                                                                        r
.~ny                                I
            thereof, is delinqi~entIit Ilnr no1 been received ns dlrcclcd by tln: Board t IL. draig~~:~lccI IS dnys niter il is due.
     porliol~                                                                             w                 agcnl
                                                                                                                          D i t t e ~ t ~ o p l cO X 23-
                                                                                                                                                  d          '2~06
                                                           A~niiunts.
9.0 l,ate Cllnrges ntltl lrilcrcsl o n r > c l l n t l ~ t c ~ ~ l
                  x
Del~nq?rent c o ~ l n l s    bccome sub!ecl lo lhc lollowing nrldil~onal       chtlrgcs S colllziltrtl i n Civil Cmlc scc11o1~
                                                                                         I                                    1366 m d the govcrninp,
                                        l                                                         u                                    l
doatmenls coslr o l c o l k c l ~ o tinclutling lcasu~ln!!lc atlorncy's Ices; n lalc chn~ge f I l 0 0 8 . 10% oilhe d c l i n q t r i ~asxsslncnl, w l ~ ~ c l ~ e iv e r
                                                                                                                                                                    s
                            n                      llle                  r~t
yrrrllel. a n d i n ~ c t ~o nl all sums (includi!~g d c l i ~ i q i ~ ciiasesstnelil, collection fees nnd costs, nnd rcasnl~nble  a~lorney'rices) nt un nrli~lr~tl
                                                        30
tlilercsl late tit11 to cxceed 12.00% cnin~nencing day> a f c ~ihc asscss!nctil k c n ~ ~ due; s         ~ c whether 01 1\01 cl~nrged    prior to ccllect~u~r. i:
                                                                                                                                                               If
                      lllc                      l                               lllc
is d e t e r n u i ~ d nssc?smcm was p a ~all lllne l o tlii: ~issocinllun owticr will nu1 be lit!ble 1'1 pay the cl~nrges,inlere~t, costs of   and
collrction.

                     Cllnrpes.
10.0 C ~ ~ l l c c l ~ o n
Ally costs and fees incurrecl 111selling up, prwcsaii~g collccl~ng
                                                                und                delinrl~tanl                              ng,
                                                                                                ilinnunls, i ~ l c l t ~ d ~ witht>ttl lirnllalion, lrtlc chilrges.
                                                  ~rlivc
slatclnclll chnrgu, tnon!hly ~ ~ t l m ~ n ~ s tcharges. chnrgcs fol. prepnrnlion o f tleit~!q~~:ncy          11u1iwsor lorwnrd lo collcclion cllsrges, 01
rcqusst fol n paymclti plan 11s wcll ns the r a o r d i ~ t i o n f ;I lien a# inlrta!ton of foreclosuir proccerlillgs. p~istupc. o p ~ u cr~velopcr;.
                                                                o                                                                           c        ,
                     ,               chxges, dcl!vcry chnrgen. nnd altnincy's 1cc.s i ~ n coslr, lillc sca~cl~eb,
labels, f i l i t l ~alltl rccordnt~on                                                          d                            hankrilptcy senrchw, pullilig copies
ol grant dceds or propcl.ry ownership hinory. ~lddrcss           and or 111io11c   ilurnbcr vc:.ilic;~l~onscnrches. in nddillnll i t ) any otlic~       cl1s1gc5
!necessary IU collcct a delirlquenl USS~~SIII~III shnll liecomr 811 addition111         cliargr ilpniltsi ihc owner and the r~wncl's propcrly nnd silnll hc
subjecl l o collection ~ c t l o n  pussunn~~oi s Policy.
                                              ill
11.0 Applicaliun o f Pnjments.
Neither llle Association 1101its dcsig~lnlcd agenl has :my obl;gi~tionto iucccpl plnidl (,rlyliirnls or, an iwessnlelll nccotllit. Unless sinlcd
olherwlse in writing, pnrlinl psymelils ncxepled will be appliul firs1 l o the oldesl asscss:lients owed, and, only nfier t11c assessmcnls owcd
am paid in full will the paymenls be sppllcd lo the fces and cosls o f collcclion, ntlor~tcy'cfecs, late chnrgcs, or imerest. Owners may
request n l ~ c e l pnnd the a%sociauon
                     l                 shall plovide it. The receipt shall iltdicitte ~IIC or payment id the person who i-cceivcd i t
                                                                                        dale
Payments mny be required to bc mnde in ccrltficd htnds. e.g. cashier's check or money order.
12.0 I n i t i a l 1)rlitlquency Noticc.
Otlce an assessrncni, or any portion thereof, has becomc delinqucn!, the owncr m3y rezcivc cn inilia1 delincuct~cy   notice slating all atnuunts
past due nnd any known collection charges imposed as o f the date o f [he nolice, which may be in ihe form o r a letter, monthly statement.
past duc notice, or any oll~erform of writing or tloticc from tllc Associauon or its designalcd agcn!.
13.0 Notice of lnlelit lo Record a Lien.
Ifan asscsstnclll %count remains unpaid fur 45 days nfrcr it i s duc. !he Association 31 ica dcstgiinted agent shall, at least 30 days prior to
 -ecording a lien upon h e separote illteresr o the owner o f record. nooiy the owner ia wriling by ccrtificd mail nll or [he no!ice
                                              f
                                                                                                    ~l
rcquircmcnls pilrsl;anl lo Civil Code Seclron 1367.1. Prior to recordilig a lizn for d e l i n q w ~assculnenrs. the owner has the right l c requesi
                                     pursuant lo [he Association's "Meet and Confer' yrugrzrn 1.equired i t i Aclcle 5 (com!tie~tilngw11h
l o paniclpale i n dispu!c resolutiol~
                                                                                                              lo
Section I363 810) of Chapter 4 of Crvil Code A copy or the "Meet and Confer" procedure is auacl~ed this collection policy us nn
A D D E N D U M titled 'Dispute Rcsoli~:~on. e t And C ~ n f e r And ADR."
                                              M                  .

14.0 Recording of Lien.
At the expiralion of 30 days foliowing ihc Noticc o i Intent to Record n Lien, lhc Associution or its dcs:gnnled agent will w~lhou;funhcr
 notice to the owncr, record a lien ogainst tile owner's propcriy The ~noticc f d e l i ~ i q ~ ~asscssmcnt slinll be inoiled in thc munner set fonh
                                                                             o                   enl
                                                                                                          tio
In Section 292413, to nll record owners of thc owner's intcrcst i n lhc conunon intcresl dcvelop~nent inter thnn 10 calendar dnys afrcr
;ecordetion
15.0 Assmclallon Lien Subordinntion.
A s s ~ i o u o lLie11Subordi~iation. licn created ptttaunnt lo 14.0 Recording o f L i c : ~
                 i                  A                                                                       lo
                                                                                           shall be p r i o ~ a l l orhcr liens recorded subsequent to
the P C ~ ~ C P assessme~il.cxccpt [hat tile dcclzxniior~!nay providc for [he si~bortlinntion
              01                                                                                                              and
                                                                                              ~k:eof LO iiny o1I1cr I~CIIS citittmbrnnces.
                        of
16.1) R e c o r d i l ~ g l{elense o f Lien.
A release of licn wll! 1101 bc rcccndcd ~ l n l ithe entire balancc of tllc owncr'r accotlnl 15 puid in f1111 A l l charges incurred i n recording 11
                                                  l
Reknse d Lien, il~cludisg    rcasnnnbk nllorncy w ages! leer und cn$tr, w i l l be chnrpcd l o IIe accrn~nt.Wlthin 21 dnys o f the p p n m n l o f tP-c
suins specified i n lht mice ol'dclinqucnt asse&smcnl. the n w ~ i o l i o dlall m o r d ovct~tlhc bc ttcnrded in the office o f l k counly
                                                                              r                     to
                                                      ~s             t rcconlul a IICII
recorder in which thc 110t1ce o l d c l i n i l ~ i c u r c s e n ~ is ~ ~                                ol                o ~ prnvldc lhc o w s r of the
                                                                                      rclmsc or t ~ o l ~ c e r c ~ i s s i and~
                                                                                     eni
scpnrate tlitcresl copy o r the lien relenw or nocice lhnl lhe d e l i ~ ~ t ~ unsacwnml has bcen ~ o ~ ~ s f t c t l .
                   i
17.0 Lie11 Kec~trded n X r r n r .
I f ii 8 dctc~:nitlcd tltnt a lie11 p ~ ~ v i o u srecorded egaitisl s sepmslc interest wr,s recordetl ill error. ~ h c
       s                                            ly                                                                party who ncnrtletl llic licli shall,
wi1l1111 calendn~
         21            days, record orcntlse lo bc recorded 611 tllc officc or the county recorder in whlcl, !hc r ~ o ~ i o f i l e l t ~ i q ~ ~usscss~ne~rt
                                                                                                                              cc                  cnr       is
             n                           o
~rcnrded, lien relense or l ~ o t i c c l rescission a ~ l d pruvidc thc owtlfr o i LIKscpnrnle in~eresl                      that
                                                                                                           with 11dccl;tra~icr~ 111c lien filing or
recording WIS II erm. and n copy o l t k lien relc~lsc ~ m l i c c l resciss~wi.
                   I                                           or         o
18.0 Forrclosurc.
Judicinl w Nun Jidicial iulrcloni~rc                                               lhc
                                                plocecdings il~ny btgin u~alil H I I ~ I L I ~ol llle deli~~il~lenl
                                                                   1101                         ~                    ashc%smrl;L% secured by lllc licn.
cxclusivcol nny ncceleralcd nsscssm~n~s,              li\kcltnr~eb, c e ~ costs orcollecln~~n.
                                                                     f    n11d                    ;tllorncy's fees, or iiitere~t,                      oiic
                                                                                                                                 equnls or c x c c c d ~
I~OI!SU~KI                                                                                                         Priu~             a
              eielit hundred dollars ($1.800) ortllc nsscsslnenta nre more lhnr~12 nlonths rleli~hlue~il. L) la~liatlng forcclosu~rfor
dcli1111ue111    nbscsslllclns. lllc as social in^^ will orel lhc owocl 2nd. i f so rccl~lcsle(l thc owller, shall pdrllc~palc dlsp~ilc
                                                                                               hy                                 in        rcsolulion
purrunlil 111 t l r i~ssooiation's   "Mrct nnd Conrcr' prugralll rcquirccl i t 1 Artick 5 (c~~rnmel~sing Sectio~l
                                                                                                             wilh           1363.810) oiChnpter 4 o f Civil
Code or allcr~~auvr       displl~e  rcsolutio~:   with n neulnl third plmrly pnrnianl to Arllclc 2 (cu~i~rncncing Seclinn 1369.510) n f Chi~pter of
                                                                                                                      wit11                                 7
                                  to ~                             ~ :I n         tyl
Clvil Codr. Thc d e c ~ s i o ~purauc dibputr r c u ~ l ~ ~ l01 c r piut~cula! ;c o l ;~lic~ni.livc    dispulc itxolul~on   shall k thc chnbcc nIlhc rlwnu,
cxcepr t l i a l bmnding arhitratin~i   shull IIUI nvailablc IF thc sssucii~tiu~i
                                                    hc                               i~itcadr i11i1i;iten judiciill lnrccl~aure.A copy oI'II?~ ~ i n d
                                                                                            to                                                   'Meel
Cunfcr" Proccdurc is alrschc(I to thkcollcc~iuri            policy as ;I AUDI3NUUM lillml " D i s p ~ t c
                                                                        II                                 Rrsi~lulinn. e And Cunfcr. A w l ADR.'
                                                                                                                          M
19.0 Drerl ill Lieu u l F'urcclns~~re.
          in            ur                (a)
Nulhil~y liiis sccliw~ 111m~hdivis~on 0lSect1o11         726 n f the G ~ d I>( Civil Pmccdurc prohib~ls
                                                                            r                                uclio~lr         ihc
                                                                                                                      ngni~lsl nwmlc~of il sepuratc
                                                                                        ~ laking n deed !#I lieu o f lurccktsurc.
                                                                                           t
intercst to recover sums Tor which a lien is CICGIC~ or proh~bilsI n s s ~ ~ ~ nl tr ioc ii~
                                                                  UI

20.0 Payment Plan Agrer~l~enl.
Anowller of a separate ioteles~                                                the                     I
                                    may sub~nit writleu reqllesl to mccl w ~ t h Boald o f Di~ectors n discus ; pnyment plan ngrccmcnl to
                                                a                                                                  I
                                      pu      l
sllrrw the owncr LO m n k licr~od~c ~ i npaymclltr on ihc clltire hnlnnce o f tllc ilsscssmcnl aculunl in nddilion lo nsressn~cn~s will   thnt
nccruc (luring Illc pilyliicnt plan period The Assoclalion Itas no obligntion lo cnlcr into such ; pnymenl ngrcemcnt. I f the Assoc~atian
                                                                                                   I
ncccptr all agreement wilh the owncr il shall be rwscinablc, as dctermincd by the Bonr(1 in 11swlc discretion, nnd ill accordnnce wilh lhc
standards for payment plans, i f any exist. T k pnymenl ngrecmcnt shnll be in writing and will iecludc o provision that ndd~tioaal fces      lnte
shnll no1 l r c ~ u c
                    during the pny~nelllplnn period lhe owner is i n con~pliancc   with the terms of the pnyment plan. Interest and
ndmi~~lrUlive                                                                                    include n provision that in the event o f a default
                  charges will ncertle u141lthe account is paid in full The agrccmcnl will ~ l s o
on the pnymcnt plnn. thc Associntion mny resume ilsefforts lo collecl Ihe dclinqilcnl assessments from thetlme prior to elltcring inlo the
payment plan. A lien will be recorded against lhc pmpcrty io securc dcbt for the Association. The olvlier will bc charged for !he addirlonal
collection fees nnd costs l ndnlinisler ihe paymcnl plan. Paymcnl plnfi requests wtside o f the Associalion's payment plun stnnda-ds will
                             o
rcgllire ihar lhc Board mccl with lnc owner in :xcculivc scssio~i    within 45 days o f lhc postmark of [he rcqllcst, i f t l ~ e
                                                                                                                                request is mailed wllhin
I S days o f lk date o f lhc poslmnrk of lhc 13.0 Nolicc of Intent to Record a Lien unless bere is no regularly scheduled board rneeti~lg
within that period, in which case the board may dcsignntc n colnlnittce of or~e Inare incrnbers lo meet with rhc ouner.
                                                                                   or

21.0 Validallon o f Drbl.
Unless an owner disputa thc validity of thc debt, or any portion Ihereof, withln thirty (30) days after rcccipt of the notice pursuant to 13.0
Notice o f Intcn! lo Record a Licn. Ihe dcbi will be assumed to be valid. Vnlidntion o f the deb1 will bc prov~ded wriring. a no nddilional
                                                                                                                   in          !
                                       I)            sutemcnt of ~ h chargesowed by the owner. including iiems on thr slatclnenl which
cost to ihc owner and will i n c l ~ ~ d c an ~tcmizcd               c
indicate the amount of any dclinqucnt asscssmcllLr. the lccs auld reasonable costs or collccuon, rcnsunable o:torriey's fees, any late charges.
nnd intercsl, i f any 2) the Associarim's nalm rind 3) the Assoclarion's lrlniling address.

22.0 Disputes.
Federol law stales that illilia1 dispute can he eithci.ornl or in writing Sta:e Inw requires dispuas 10 be in writing.          I is therefore
                                                                                                                                 l
rccom~ncndedl i a 1 all disputes be pul in writing to avoid rnisur~dcrstnndins.
               I

                               Procedure, M e c l And Cosfer.
23.0 Dispule R c s o l u l i o ~ ~
AII owner has !he righl lo dispute 1l1e assessment debt by a~bmilung writtell rer)ucst lor dispute resolutiun to lhe Associa:ion pursuant tu
                                                                            H
the Associalion's "Mcet and Confer" program required in Arliclc 5 (com~nencing * i l lScctior~1363.8 10) of CI~nplcr of the Civil Code. A
                                                                                         u    ~                         4
copy o f Ihc'Meet and Confer" Procedull: i s a t l a l u d to lhls collsclion policy as all ADDENDUM ritlcd "Dispulc Kcsolulion, Meet A I I ~
Confcr. And ADA.'

24.0 ADH     - Alternative Dispute Kesrtlutlon.
An owne! 11;e the rlghl to requesl nlternntivc d~spulc  ~esnlutiul~~ l h neutrnl third party ~II~SII~III to A!.ticIc 2 (CO~I~CIIC~II~
                                                                   w H                                                              wilh Section
1369.5 10) o l Chaptcr 7 of the Civil Code ltcforc tlic Assnciimtion Inily init~aleforcclosurc agail~st owner's scp;~ralcinterest, excepl lllnt
                                                                                                       the
binding wbilratioll shall 1101be nvnilnble ~f the Associatio~~ intc~lds inili:itc j?ttlicial foreclon~re. Asummory of lhc ADR - Allemalive
                                                                       to
                    CC
Uispule Resol~ilinn 1069.520 IS altachcrl as an ADDENDIJM lo tliis policy tilled "D~spltc             Rcsoii~lion,            l
                                                                                                                    Mcct A ~ uCo~ller.Aid AI)K'


      WI
25.0 O IC.                          M             will1 Drmurd.
               llns Right to Reql~csl c c l i ~ r g
An owner h a the r i g h ~ rcqilcsl ; mcctlng wit11 f i r h l r d Tltc boatrl slwll ~ ~ wilh the oumcr in excccrlivc 6essran witltin 45 days ol tlie
                          ro          I                                                   m t
p~~rtmnlt. the rcqucsl, if 11% orque*t is ma~lccl
         al                                                  15                                                                       to
                                                   wilh111 days o l l l r date or llle pnstmxk. o f ihc ~llllice13.0 Notice of liltet~t Record a
     .
L.ien u111ess(Ilcre ir inn rcgt~lnrlyscldcdl~icd                  wilbir lhnl perind, in WIIICII t k boald lrlsy dcsig~intcl cornmillee r ~ f o n e
                                                bonrd m c c l i ~ ~ g                         cusc                           .                     or
                to
lmrc ~l~cn:bclr !nee1 w ~ l lti l r owner.
                 r                                        Hect~rds.
26.0 O ~ v l l c llna l l i # l l l to llevicw As~uci;~liuii
                         ~                                                                                                cu~il;~cl
OWII~I lrns the r ~ g l lo trcview the A.uociatinti records, p11r.w.111 lo Scclion 1365.2 I Iihc Civil Codc. Owncr s11u11ld
                                                                                                    ~                            llbc
Associalion's ~:III~!L/III~                                           c~
                              ilgcnl lor t11cpul~cics p r ~ e d t i r XI l o r l l ~ illalrecl I I reco~'ds.
                                                    and                            tu           IC
                01                  I i~              r                                    r         -                              1366.3
27.0 l(cs~~ll~tia,n A ~ s e r s ~ l ~ )e s lil li ~ l I l y r\llcr.tlnlivc I l i s l ~ u l l(l.b~~litlit,n Civil (:#ldr S c c t i ~ ~ l i    -   i s rrpealcll el'lcclivc
.lnnu;~ry1, 2006.


      r                                  lo                      ulh-r rnllicdy per~nlllell h w nlid lllc A s s n c ~ a t ~govenlilg dncum~ilno
T l ~ Asswiatial rerirrver ti= r i g h ~ nvnil i l x l f u l ill?)                                by                           o~~'~                    l
                         n ~ s d~               cl111rgc5,i l ~ h ~ d i lbut # a tlilnited 113 bringing an actlcrn in Slnnll Clnims or Supcriov Cuurl S i r h
ctnlkcl ~ ~ r s e s ~ ~ n e n torhtcd cosL\ ~ I K I                       lg
rclncdics lnsy be tnkci~ ~ d d i l ~ o0.l w i t i I~CII nctiun nlrcady Iiiko~i. cu~nnientcnidni
                             111         1l            of, any                               :11111                ololu. ~.elnedyshall i n 1 prcveril ilir
                                  i
A.wcintinn frnlli e l c c i ~ ~nlgs Inler dntr lo purs~lc. 1111u1her renie~ly


                               id
0wlcr.r vliould r c ~ p n ~it1 wr~ling nli~kc
                                        LU       paymeills 10 the addre~s dirccled hy the dcsignalcd :lgcnl. Fol thc plrporc of OVERNICiH1'
                                                                          as
PAYMENrS ~ n ~ i i l    IU. Id127 Capri Drlvc Suirc 8 Los Cntos. CA 95032.For lk ptlrpohe of CORl<liSPONDENCE lnail lo: 14 127 Capri
                8
Drivr St~ite Los Catos. CA 95032. These addrcsscs ore s ~ ~ b j clol chnngc nflcr thedisiribelinli o f l i t i s policy. Notification of a change
                                                                        c
w i l l be it1 wrillt~g o the lllei~bcrsl~ip
                      l                                                                                     or
                                           llimugh liormol day.10-dny cwreqpaulelre frmn the ia.iociat~a~ i l s inattagtilg mgcnl I1 IS thc
ownrm' rcxponsibllily la note any changes lor their mcou.ds.
30.0 Returned Payments.
                     for
Pnymcnls rcu~rncd insuificicnl fiinds, closed uccounl, stop payment nr f a nny olhcr r c w n will be chrirgcd bock lo ihc owners accou~ll
           lo any odministrnlivc fee, bank fee orcollcclion fccs ond cosls illcurred to hnndlc llle returned payinen!. Personal checks will
i l addition
 l
not be accepted i f rwo payments are "Rcuired" by lllr hank for any n u o n ,
31.0 SuRiciency of Notice.
Except for notice tho1 undcr California law IIIUS~ be sen1 by ccl-[ifled mail. notice is sufficient i f cithcr hnnd dtlivcrcd or mailed firs1 class.
postage prepaid, lo !he owner or the address on the. nlcrnbership regis.:r a thc llme of nolicc. Notlcc is prcsu~ncd
                                                                              1                                           rcccivcd (3) lhrcc days
after noticr was ~nailcd.

32.0 Owner's Change of Address.
Owner is rquired lo notify the Asuxiallon o f any change in the owner's namc or lnnil~ng      address An owner may provide wrltlcn nolice by
fncrsirrile transmission or Unitcd Stales mail lo the Assoc~alion l a SECONDARY ADDRESS. If a secondary ~ddress prov~dcd.
                                                                 o                                                           is        the
Association shall send any and all corrcspondcnv and legnl notices r q ~ t i r e d
                                                                                 pursunnt lo the .uticle lo both the primary and recond~ry
address.

33.0 Void Provisions.
                                                                           provisiot~s f the Policy shall remain in full lorcc and cffccl
Ifany pmvlsion o f this Policv is determined to be nall and void, all o~lier         o
                                                                             ~~ t
           Kecluii.ed N o t i c e l < c g a l . d i r ~ gA s s c s s r ~ ~ e A ~ tl s Il i r ~ r r c l r ~ s u r e
                C i v i l C o d e 9: 1365.1 -1~;1'1.~ctivr            Jnnuary 1, 2006



              This nluicc ovtlincs sunie ol' the rights and resllonsiliilit~esuf uwllers o r
                                      sl                ant1
properly i n colhlrnon i ~ ~ t c r eclcvclopn~c~~ts thc ass~xialinns              1Ii;tI mitnngc them. I'lcnse
I-cl'el. LO 1111. SCCII~IIS CIS the CIVII C:~itlc ilitl~c;ltcdlor lurrhcr i ~ l l o r ~ l ~ a t iA n
                                                                                                 o portioil of tlre
~rr!c~r~nntiont h ~ s
                   in      nolice applies only tv l ~ c n s rccortletl UII or i~l'tcrlitni~;lry I , 2(H!B. Yo11
11)ily W I S ~LO CUIISUIL a lilwyer ir YOII tli61)11teail ~S~CSSIIK!III.



                                                       1.5
            Asscssl~le~lt: beco~nc d e l i ~ , q u c ~ ~ t clays after they are tlt!c, unlcss thc
governing ducu~ncnts providc t ' t ~ a l u ~ ~ g elllnr. Thc failure l o pay associalio~l
                                                           r
assessnxnls may rest~lt 111 h e loss ol' an owl~er'h property th~.oupl'~forcclos~~re.
Foreclosure miiy occur ctther as a result o f a court nctioo, known es judiciad fo~.cclosure
             c      l
or withot~t o t ~ raction, often relerred to as ino~~judicial     I'oreclosur-, For liens recorrled 011
and after January 1. 2006, an assoc~ationmay not use judicial o r nonjudicial foreclosare
to enforce that lien i f the alnount o f the delinquenl sssesslnenu or dues, cxclus~ve any     of
                                                                                        st,
accelerated assessments, late charges, fees, attorney's fees. i ~ ~ t e ~ . r ahid costs o f
collect in^^, is less tlln11 one ihousand eight hundred dollars (S1.800). For delinquent
nssessmriits or dues i n excess o f one thousand eight hundred dollars ($1.500) or more
than I ? months dcl~nqtient,ail association may i ~ s e         judicial or irunjudic~alroreclosurr
subject to the condi:~ons ser lortli i n Section 1367.4 o f the C i v i l Code. When using
judicial or ~~onjudiciai   foreclosure, the association records a lien on the owner's property
The owner's propmy may be sold to sal~sfy lien if the tmounts secured b y the lie11are
                                                     the
1101paid. (Sect~ons1366, 1367.1. ancl 1367.4 of' the C i v i l Code)


            I n a judicial or nunjudicial foreclosure, the association n a y recover
assessnlents, ~easo~lable    costs o f cnllection, reasonable attorney's fees. late char:cs, and
                                                         c~al
interest. ?'he assocfi~Lionmay not use ~ ~ o n j l ~ d iforeclosure to collccl fines or penalties,
exccpt for costs to repair colnlnoll areas damaged by a member or a member's guests, if
                    docu~nents
the g o v e r n i ~ ~ g       provide f o ~this. (Sections 1366 and 1367.1 of !hc C i v i l Code)

           The association must c o ~ n p l ywith tllc requirements o f Sectic~n 1367.1 of' the
C ~ v i lCode when collecting delinquent nssessinents. If thc association fails to follow
lhcsc rcc]uhl-hncnts. 11 lnay 1101rccord a lien on the ownerm.c  properly t ~ ~ l 11lhils satisfied
                                                                                  li
those reqt~iremcnts.A n y cltldition;~l costs that resull from satisfyiilg tile recluircnle~ltsare
                                                                       l
Ihe I-esponsibility of the association. (Scctioa 1367.1 o f thc C i v ~Code)

               A t le;~st 30 tl;~ys prior 10 ~.ecordinga lien on all n w ~ ~ r r scliaralr intcres~.tile
                                                                                 's
i1ssociali011musf provicle tlie ownel ol' recold with ccrti~intlocurncnls by certified m i ~ ~ l .
111clucl1ng clrscril)ti~in its collrctio~,and IICII
                a               ol'                                                          l
                                                            c~,lolrcrncnl ~jrocedureti ~ n tthe meiliod
ol'ccllcul;lting the ~IIOLII.       11 I~LISI ;~iso
                                                  proridc all ite1n17zdsLntrlnent ol'1l1c cl~argea owccl
by thc owner. An owncr has a right ro review the assnciotlon's lacolds Lo v c r ~ f y clel~l.  the
( S c c t i n ~1367.1 of ihc C i v i l Code)
                ~
          I<ecluirrcl N o l i c t r I t r g a r t l i ~, I s s e s s r i ~ e ~ l tAnti I ; o r e c l o s t ~ r e
                                                         l~                       s
                   Civil Coclc 9 1365.1               - Effective J:~II~I;I~J'1, 2006
          II   I
               ;                                   ;In
                     lie11 is rccottlctl ;1gai11~1 uwnri-'s (lrol>c~-ly r r r I persoil who
                                                                               111
recordctl the licn i s recluirul r t r ~ectrlrl:I lien release wil!~in? I d;iys, and l o pnrvidr ;In
      c             i            in
owi~ci- r i i a i ~tlocu~~fieiits t h ~ s                       ~
                                         rcgard. ( S r c r i o ~1367.1 of tlir C i v l l C d e )

           Tile collectini~            o                                    l)y            i
                             prac~ices f tlic ;issoc~aticiim;ly bc gnvcl-i~eil state a ~ r dc d ~ r a l
lows regartling filir clcb~                        c;~n             ibr
                             collcction. I'e~ial~ies he i~npclsctl t l c b ~collcction practices
Ilia1 uiol;~lr:lliesc li~ws.



          Wlieli ;III owiler ~n;~kes [)aylnoll. he or she may requcsr a reccipt, cu~dthe
                                           a
associ~~tion rerluired m provide it. C)n the receipt, the association ~iiust ~ ~ d l c athe d;ite
           is                                                                        i    te
                                                                                        l
o f paymen1 :~ndthe 1)rrsoii who ~,ece~vctl The ;issocial~ulimtist i i ~ f o r n owners o f :i
                                                      it.
        address fol i ) v e r i ~ i g lpaylne.nts. (Sccrion 1367.1 o f the C i v ~Code)
nlnili~ig                              ~l                                         l

                                                                             a g
           A n owner may tl~spute assessnicnr debt by s u b ~ n i u i ~ ~wri!tcn request lor
                                     .In
 dispute resoltiti(ln to ihe associalion as set forth in Article 5 (commencing wilh Section
 1363.810) o f Chnptcr 4 o f Title 6 o f Division 2 o f the Clvil Code. In add~rion,an
                                                 w
 association may not in~tlatca fo~.eclost~re i t h o u ~parlicipriiig in allernative dispute
 resolullon with a ne~itral  third parry u set fonh in Aiticle 2 (commencing with Section
 1369.510) o f Chapter 7 o f Title 6 o f Division 2 o f the C i v i l Code. if so requcsrcd b y :he
 owner. Bindmy arbitration shall not be avn~lnblci f the nssociallon inte!ids to initiate a
judiclnl fo~.eclosure.

          AII owner is no! liable for charges, interesr, and costs o f collcclion, if i t is
established tliar the assessmen1 was pnitl properly on time. (Section 1367.1 o f the C i v ~ l
Code)

          MEETINGS A N D PAYMENT I'LANS

          A n owner o f a separate il;tel.cst that is not a li~neshareniny recluest t!le
nssoclation !o consider a payment plan LO sntisfy i~ilelinqner~l            The
                                                                assessine~i~. associatioil
musr inform owllcrs o r the starldards for payinenl plans. if any exist. (Seclion 1367.1 o f
the Civil Code)

              The boilrd 01' directors must ineet with all owner wllo 111akes a pioper writteil
            h                                                         owncr has i-eceivml a notice o f
r e i l u w ~ ~ ar iiiecting to tlisc~lssa lpayinent plan wiien r l ~ e
a dcliniluei~la~ssessli~cnl.       Tl~escpaymcnt plnlls niust conlbrm will1 the payinellt plail
standartls ol thc association, i f they exist. (Section 1367.1 o f lhc C i v i l Code)
                         TWIN PINES COVER MEMO

              Applies to REVISED Occupancy Agreement

Date:

To: Each Twin Pines Member

READ:
Enclosed is the October 2004 revised Occupancy Agreement. These
revisions were made to comply with the Civil Codes as stated in the Davis
Stirling Act. Please read this agreement before signing it. After signing
please return it in the same envelope to the office. The manager will make a
copy for you with the appropriate Twin Pines Directors signatures for your
records.

PROOF READ and SIGN:
There are a few changes to the Occupancy Agreement for the reasons
stated above we have UNDERLINED the changes for your convenience.
In addition: on pg. #I ... states your unit number, address and the date which
this agreement is to be renewed.
In addition: on pg. #2 ...the amount of your current Association Fee is stated.
In addition: on Pg. #9 ...requires the signature of each member whose name
appears on the Share Certificate [each member signing this agreement must
occupy the unit we are an owner occupied Corporation].

W e would appreciate your returning this Occupancy Agreement to the
office within a week from the date of this memo.

Thank you for your cooperation.

The Board of Directors
                        TWIN PINES COOPERATIVE COMMUNITY, INC.
                                 OCCUPANCY AGREEMENT

         H GEMN
           S
        T I A R E E T made and entered into this d         a    y of                    20
by and between Twin Pines Cooperative Community. Inc. 0 Colifornia consumer cooperative
corporation, hereinafter referred to as the Corporation. having its m-ncipaloffice and place of
business at 835 Pomeroy Avenue. Santa Clara. California and
hereinafter refened to as Member. T i Coooerative 6 a common interest develowrnent oursuont
                                      hs
to
- the Davis-Stirlina Act (CaliforniaCivil Code 1363.5et sea4

        WHEREAS. the Corporotion has been formed for the purpose of acquiring. owning and
operating a cooperative housing project to be located at Pomeroy Avenue near Homestead
Rood, with the intent that its stockholders, hereinafter caUed Members, shall have the right to
occupy the dwelling units thereof under the terms and conditions hereinafter set forth: and

       WHEREAS, the Member is the awner and holder of one Membership Gertificate of the
Corporation and has a bona Rde intention to reside in the project: and

        WHEREAS. the Member has certified the accuracy of the statement made in hislher
application and agrees and understands the representations made in the application are
substantial and material requirements of hislher initial and of hlslher continuing occupancy:

         NOW. T E E O E for valuable consideration, the receipt of which is hereby
                 HRF R.
acknowledged, and in further consideration of the mutual promises contained herein, the
Corporation hereby lets the Member, and the Member hereby hires and takes from the
Corporation. helling Unit N o . . located at                                  T HAVE AND T
                                                                                O          O
HOLD said dweling unit unto the Member, his or her executors, administrators and authorized
assigns. on the terms and conditions set forth herein and in the corporate Articles and BMms of
The Corporation and ony rules and regulations of the Corporation naw or hereafter adopted
pursuant thereto. hom the date of thL Agreement, for a term terminating on
reriewable thereafter for successive three-year periods under the conditions provided herein.

 RI L
A TC E 1.         OTL                       R P RY      N SES ET.
                 M N H Y ASSOCIATION FEES, P O E T TAX A D A S S M N S

                   -
        Commencina at the t h e indicated in Article 2 hereof. the Member agrees to pay to the
Corparar.on a montnly rum referred lo herem as 'Assoc a1on Fees." Assoc:al& fees shall Cover
lne folawng arm-o expenses. but not Itm~red the fo.~owlng:
                                             to

                   h
                 T e cost of all operating expenses of the project and services furnished.
                 T e cost of necessary management and odrninistration.
                   h
                   h
                 T e amount of all taxes and assessments levied against the Cooperative or which
                 it is required to pay, excluding any taxer which members are individually
                 responsible for.
                   h             r
                 T e costs at Re and exiended coverage insurance on the project and such other
                               s
                 Insurance a the Corporation may effect.
                 The cost of furnishing water, garbage, and trash removal and other utilities. if
                 furnished by the Corporation.
                 All reserves set up by the Board of Directors. including the general operating
                 reserve and the reserve for replacement.
                   h
                 T e estimated cost of repairs, maintenance and replacement of the project
                 properly to be made by the Corporation.
                 Any other expenses of the corporation approved by the Board of Directors
                 including operating deficiencies. ifany. tor prior periods.

 RevisedOctober 2033                               1
I. ASSOClATlON FEES. The Board of Directors shall establish monthly Association Fees upon an
      annual ooeratina budaet fonnallv adooted bv the Board. excent a orovided in Section 2of
                                                                     s
      this ~rticle.
                  The &nth& Associatibn ~eksshalcbe divided propdrtioncltely among the
      Members.

      All oronertv taxes inckrdinq charaes and fees levied bv or throuah the Countv shall be
      allocated separatelv either bv the Board of Directors or the CauntvTax Collector in
      pccordance with state loco1liw.

2.                  N                 ES
      UMITATiONS O ASSOCIATION F E . The Board of Directors shall not impose an Association Fee
           i
      that s more then twenty percent (20%)   greater than the respective Association Fee far the
      Corporation's preceding fiscal year. without the approval of the Members casting a majority of
      the votes. and except in emergency situations. defined as any one of the tallaving:
          (a)                                                    r
                  An extraordinary expense necessary to repair o maintain the common area
                  where a threat fo personal safety s discovered:
                                                     i
          (b)                                                    r
                  An extracrdinory expense necessary to repair o maintain the common area that
                  could not have been reasonably fweseen by the Board in preparing and
                  distributing the annual proforrna budget.

         Prior to imposition of an assessment increase for unforeseeable expenses the Board shall
                                                s
pass a resdution containingwritten findings a to the necessity01the expense and why the
expense was not or could not have been foreseen. The resolution must be distributed to the
Members with the Notice of Assessment.

       Until further notice from the Corporation. the monthly Association Fees for the above
mentioned dwelEng unit shall be $

&                SES ET
      SPECIAL A S S M N . In addition to the Association Fees authorized above. the Corporation
      may levy, in any fiscal yew. a Special Assessment ("SpecialAssessmenY) applicable to that
      year for the purpose of defraying in whole or in part the common expenses of the Coqmration
      for any fiscal year a prescribed in the Occupancy Agreement. Any Special Assessment shall
                           s
      be levied against each of the Members in equal amounts and may be enforcedin the same
                 s
      manner a the Association Fees.

-
4.                  N P CA S E S E T
       LIMITATION O S E I L A S S M N . In any fiscal year. the Board of Directon may not.
                         r
       without the vote o written assent of a majority of the voting Members ot the Corporation and
       except in emergency situations as defined in Section 2 above. levy Special Assessment to
       defray the costs of any action or undertaking on behalf of the Corporation which in the
       aggregate are of five percent 15%) of the budgeted gross for that fiscal vear. Soecial
       assessment that is in the aaaresote i five oercent 15'1.1 or less than 1 x of the budaet
                                            s                                  51              oross.
5.                   P CA S E M N .
       INDIVIDUALS E I L A S S E T The Corporation may levy on IndividualSpecial Assessment
       ("lndividualSpecial AssenmenY'I against a Member in order to obtain reimbursemenl of funds
       expended by the Corporation provided that such an lndividual Special Assessment may Only
       be levied to reimburse the Corporation for costs incuned in bringing the Member and hislher
       Membership into compliance with provisions of the Bylaws. Occupancy Agreement and
       Declaration of the Corporation. including the costs of any repais for which the Member is
       responsible according to the provisions 01 the Bylaws and Occupancy Agreement.

 -
 6.                                            SES ET.
       DELINQUENT ASSOCIATION FEES AND A S S M N S Association Fees, Special Assessments.
       and individual Special Assessments. (hereinafer collectively ond individuany referred to as
       "Assessments")shall be delinquent. pmuant to Civil Code Section 1366, fifteen (15) days after
       they become due. Ifan assessment i delinquent the Corporation may recover all of the
                                             s
       following: LCalifornioCivil Code Section 1366.01

 Revised October 2003                               2.
        (a]      Reasonablecosts incurred in the collection of delinquent Assessment. including
                 reasonable attorney's fees.
        (b)      A late charge 0 s may be determined by the Boord but not to exceed ten percenf
                 (1%) of the delinquent Assessment or ten dollars [$lO.W). whichever is greater.
        (c)      Interest in dl sums imposed in accordonce with this section. including the
                 delinquent Assessment, reasonable costs of collection. and late charges. at an
                 annual percent rate of twelve percenf (12%Jcommencing thirty (301 days after
                 the Assessment becomes due.

        If any installment ot on Association Fee is not paid within tifteen 115) days after its due
aate, ine Board of Directors may proceearo co lect the aecciency and declare a oefo,~i
pursuant lo the fweclosure ptovisbns of Section 2924 e' seq.. of tne Ca'tcfnia Civil Code ond any
other remedies provided in the Declorotion, the Bylows, the Occupancy agreement, or by low.

7.     R C D R O E FCI N                       F SES ET.
     P O E U E F R P R E TO OF LIEN O A S S M N S In the event any Assessment i not        s
     paid~thin   fifteen (15) days after the day upon which it becomes due. the Board may deliver
     a "Notice of Delinquent Assessment' to the Member assessed and may cause o copy of said
     Notice to be recorded in the Official Records of the County of Santa Clara. Said Notice shall
     state the amount of the assessment then due and unpaid, a description of the unit against
     which such assessment has been levied. the name of the record holder of the Occupancy
     Agreement on such unit. and the name and address of the trustee authorized by the
     Corporation to enforce the lien by non-judicial foreclosure [in the event the Corpwation s  o
     e1ects)ond shall be signed by a representoywe designated by the Board. When such o Notice
     has been recorded. the Assessment described therein shall constitute a lien upon the
     Occupancy Agreement identified therein. which lien shall be pfiorin right to ail other liens
     thereafter orisins. except all taxes. assessments c other levies which by lowwwld be prior
                                                        i
     thereto and except for the lien of any mortgage recorded prior to the date any such
     assessment became due. Such Assessment lien shall be in favar of the Corparation
     and shall be for the benefit of all Members.

8.     N O CMN F                F SES ET
      E D R E E T O UEN O A S S M N . A lien for unpaid Assessments may be enforced by
     transfer by the trustee designated in the "Notice of Delinquent Assessment". O by a trustee
                                                                                       r
     substituted pursuant to Section 29340 of the California Civil Code. after failure of the Member to
      pay such Assessment in accordance with its terms. Any such transfer shall be conducted in
     accordance with the provisions of Section 2924.2924b and 2 9 2 4 ~ the California Civil Code.
                                                                           of
     applicable to the exercise of powers ifsale in manner permitted by law. including judicial fore-
     closure. The Corporationacting on behalf of the Members, shall have the power to bid for the
     interest at a foreclosure or trustee's sale and to acquire or take by deed in lieu of foreclosure. and
     hold. lease, mdgage and convey the same. T e Corporation's lien right pursuant to the Article I
                                                        h
     shall be in addition to other rights and remedies of the Corporationpursuant to the Articles. Bylaws.
     the Declaration. Occuponcy Agreement, and Califomia low, including the right to terminate the
     Membership and occupancy rights of Members for cause and to repossess units by unlawful
     detainer proceedings.

9.                                      F
     EXPIRATION AND SATISFACTION O LIEN. Upon payment of amounts secured by a lien the
     Corporation shall promptly cause a "Notice of Release of Lien" to be recorded stating the
     satisfaction and release of such lien.

A TC E 2.
 RI L               HN A M N F                           O
                  W E P Y E T O ASSOCIATION FEES T COMMENCE.
        After thirty (301 day notice by the Corporation to the effect that the dwelling unit is available
                  r
for occupancy, o upon acceptance of occupancy, whichever is earlier the Member shall make a
payment for fissociation Fees covering the unexpied balance of the month. Thereafter, the Member
shall pay Association Fees by the first day of each month.


RevisedOctober '2033                                3.
ARTICLE 3.       PATRONAGE REFUNDS.

         The Corporation agrees on its port thot it will refllndor credit to the Member within ninety (90)
days after the end of each iiscal year, his or her proportionate share of such sum a have been
                                                                                      s
collected in anticipation of expenses which ore in excess of the omount needed lor expenses of all
kinds. including reserves. in the discretion of the Board of Directors.

A TC E 4.
 RI L            MEMBER'SOPTION TO R N W
                                    EE .

             s
          It i covenanted and agreed thot the term herein granted sholl be extended ond renewed
from time to time by and against the parties hereto for further periods of three years each from the
expiration of the t e n herein granted upon the some convenants and agreements as herein
contained unless: ( 1 ) notice of the Membeis election not to renew sholl have been given to the
Corporation in writing at least four W months prior to the expirationotthe then current term. and (21
the Member shall hove on or before the expiration of soid term (a) endorsed the Member's Certificate
for transfer in blank and deposited sarne with the Corporation and (b) met a the Membeis obligations
                                                                               n
and paid all amounts due under this agreement up to the time of said expiration. and (c) vacoted the
prernises, leaving same in good stoteof repair. Upon compliance with provisions (1) and (2) of the
Article, the Member shall have no further liability under this agreement and shall be entitled to no
payment from this Corporation.

 RI L
A TC E 5.         R MS S O     S D O E I E TA U P S
                 P E I E T BE U E F R R SD N I L P R O E ONLY.

          The Member shall occupy the dwelling unit covered by this agreement as a private dwelling
unit for himselflherselfor for himselflherself and his or her famih, or sianificont other. and for no other
pwpose. and may enjoy the use. in common with the other members of the Corporation, of all
                                                            s
common poperly ond facilities of the project so long a helshe continues to own a Membership of the
Corporation, occupies the dwelnng unit, ond abides by the term of this agreement.

          The Member shall not permit of suffer anything to be done or kept upon said premises which
will increase the rate of insurance in the building, or on the contents thereof orwhich iw obstruct or
                                                                                    l l
interfere with the rights of other occupants. or annoy them by unreasonable noises or otherwise, nor will
                                                                      r
helshe commii or permit any nuisance on the premises or commit o suffer any immaal of illegal act to
be committed thereon. The Member shall comply with all of the requirements of the Board O Health
                                                                                               f
and all other governmental authwities with respect to the soid premises. If by reason of the
occupancy or use of said prernises by the Member the rate of insurance on the building shall be
increosed; the Member sholl become personally liable for the additional insurance premiums.

 RI L
A TC E 6.          E B RS I H S O E C A L O S S I N
                  M M E ' RG T T P A E B E P S E SO .

        In return for the Membeis continued fulfillment of the terms and conditions of this agreement.
 the Corporation covenonts thot the Member moy 01 all times while this agreement remains in effect.
 have and enjoy lor hislher sde use and benefit the property hereinabove described. after obtaining
 occupancy. and may enjoy in common with all other members of the Corporation the use of all
 common property and facilities of the project. The Corporation is not responsible for and shall not
 have any liability to the Member by reason of any damage arising from acts of neglects of CO-
 Members, or other occupants of the sarne building. w of any owners oroccupanis of adjacent or
 contiguous property. or others.




 Revised October 2W3
 RI L
A TC E 7.         O            IH U O S N
                 N SUBLEillNG WT O T C N E T OF CORPORATION.

          T e Member hereby agrees not to assign this agreement or sublet hislher dwelling unit without
            h
the written consent of the Corporation. Violation of this provision shall. at the option of the Corporation.
result in termination and torteiture of the Member's rights under this agreement. Rents under any
sublease shall be assigned to the Cocporotion and the sublease shall be delivered to the Corporation,
and the Corporation inevocably empowered to collect rents and apply the rents in reduction of sums
                                                 h
due from time to time under this agreement. T e sublease shall be in form acceptable to the
Corpotation, shall require the subtenant to abide by the terms of the Occupancy Agreement during
hislm subtenancy. ond shall           to the Corpaation an irrevocable power to dispossess or otherwise
act far the sublessor in cose of default under the sublease.

       The liabilih/of the Member under this agreement shall continue notwithstanding the fact that
members may have sublet the dwelling unit with the approval of the Corporation. The Member shall
continue to be liable for all obligations hereunder and shall be responsible to the Corporation for the
conduct of member's sublessee. Persons other than the Member or hislher family or sianificant other
may occupy Member's unit only under such terms and conditions and for such periods of time a may  s
be prescribed by the Boord al Directors in the rules and regulations applicable uniformly to all
Members. and only upon the priorwrittenconsent of Re Board of Diectors. T e aooroval for a
                                                                                 h
sublease bv the Boord of Directors       not exceed one 11) year.

 RI L
A TC E 8.          RNFR.
                  T A SE S

       Neither this agreement nor the Membets right of occupancy shall be transferable or
assignable except in the same manner a may now a hereafter be provided for the transfer of
                                       s
memberships in by the Bylaws of the Corporation.

          h
         T e Member hereby certifies that neither helshe nor anyone authorked to act for himlher wfil
refuse to sell hiilher membership to any person because of race. color. religion. sex. martial status.
                   r
national origin. o ancestry. Any restrictive covenant relating ta race. calm. religion. sex. marital status.
national origin. or ancestry is recognued a being illegal and void and is hereby specifically disclaimed.
                                           s

ARTICLE 9.        MANAGEMENT, TAXES AND I S R N E
                                        N U A C .

          h
         T e Corporation shall provide necessary management, operation and adminirhation of the
project: pay or pcovide for the payment of all taxes or assessments levied against the project that are
not attributabie to individual Members interest in the project: procure and pay or provide far the
payment of fire insurance and extended coverage, and such other insurance a the Cor~oration
                                                                                  s                 may
                                                   h
deem oavsoole on tne arooem In the oro~ec!. T e corporalon w I not. nowever. ptovlae msdance in
                                     -
me Memoer s .nteres: n tne owe! lna bnlt 3r on the Memoer s oersonal Dropem/. T e in0 v.dm
                                                                        .  .    .   h
member shall bear total resoonsibilitv for all orooerb taxes on that Member's tax oarcel.

 RI L
A TC E 10.         TU I S
                  U I TE .

          T e Corporation shall provide to the Members. water and garbage disposal in reasonable
            h
 amounts for family use and all utilities for the common regeational facilities. T e Member shall pay
                                                                                  h
                                            m.
 directly to the supplier for all other utiiities

  RI L
 A TC E 11.       REPAIRS.

 (a] BY M M E :
         E BR       The member agrees to repair and maintain the dwelling unit at the Member's own
                    expense as follows:
         (I) Any repairs maintenance necessitated by the Membe<sown negligence or misuse:


 Revised October 2C03                                5.
        (2) Any redecorationof the interior of hislhelown dwelling unit: Memberwill not redecorate
                                       -
            the exterior of the dwellina unit without the express written consent of the Corwrotion.
        131 Anv reoaifl ot any opp~ionces           or
                                            fiit~res improvements instal ea by ine Member-
                                            s
            torln in rhe P3licy Monuoo (RJ e ano Rea~lal'onsl.   'Memow's Responsib;r/.

(bJBY   CORPORATION: The Corporation shall provide and poy for. maintenance and repairs to the
                                    s
                          dwelling a follows: Any repairs, maintenance required on the following
corporation owned items: electric range and oven, refrigerator,washer. dryer, garbage disposal. water
heater. toilet workina parts. faucets and furnaces: provided however, the Corporation shall have no
liability for repairs to appliances or fixtures installed by the Member, or as set forth in the Policv Manual
[Rules and Reaulationsl "C-op ResoonsibiliN'

                              O
(c)RIGHTO CORPORATION T MAKE R P I S AT MEMBER'SE P N E
          F                             E AR                  XES:
        In case the Member shall fail to effect the repairs, maintenance or replacement specifiedin
clause la)of the Article in a manner satisfactory to the Corporation and poy for it. the latter may do so
and add thecost thereof to the Member's next month's Association Fee oament.

 RI L
A TC E 12.        LE AI N
                 A T R TO S AND ADDITIONS.

          The Members shall not. withoutthe prior wTitien consent of the Corporation. make any
stwctural alterations in the premises or in the water. gas or electrical conduits, the plumbing or othe
fixtures and improvements. or rernove the same.

        If the Member for any reason shall cease to be an occupant of the premises helshe shall
surrender to the Cwporation possession thereof including any alterations. additions. fixtures and
improvements.

          The Member shall not. without prior wilten consent of the Corporation. install or use in his
dwelling unit any air conditioning equipment and appliances other than the one in the premises upon
occupancy. The Member shall not install or usein the dwelling unit any major power tools. The
Member agrees that the Corporation may requite the prompt removal of any such equipment at any
f i e , and that foilure to remove such equipment upon request shall constitute a default~within    the
meaning of Article 1 of this agreement.
                       3

 RI L
A TC E 13.                    F EA L       E BR             H R O.
                  DEFINITION O D F U T BY M M E AND EFFECT T E E F

         It is hereby mutually agreed as follows: Ifany time after the happening of any of the events
specified in clauses (a)to i )of this Article. the Corporation shall give to the Member a notice that this
agreement win expire at a date not less than thirty (30) days thereotter. o in the event of nonpayment
                                                                             r
of amounts due the corporation, a notice that this agreement will expire at a date not less then three
u)  days after the Notice. this agreement and 011 of the Member's rights under this agreement wll expi!e
on the date s fixed in such notice, unless in the meantime the default has been cured in a manner
                o
deemed satisfactoryby the Corporation, it being the intention ot the parties hereto to Create hereby
conditional limitations, and it shall thereupon be lawful for the Cocporation to re-enter the dwelling unit
and to remove all persons and personal properly therefrom, either by summary dispossession
                                                         r
proceedings or by suitable action proceeding at law o in equitym by any other proceedingswhich
may apply to the eviction of tenants or by force or otherwise to repossess the dwelling unit in its former
state a if this agreement had not been made.

         (a) Incase at any lime during the term of thisagreement the Member shall cease to be
             the owner and legal holder of a share of stock in the Corporation.


 RevisedOctober 'XQ3                                 6
        (b) In case the Member attempts to transfer this agreement in any manner inconsistent with
            provisions of the Bylaws.
        (cJ In case at any time during the continuance of this agreernerlt the Member shall be
            declared a bankrupt under the laws of the United States.
        (dl In cose at ariy time during the continuance of this agreement a receiver of the Member's
            property shall be appointed under any of the laws of the United States or of a state.
        (e) h case at any time during the continuance of this agreement the Member shall moke a
            general assignment tor the benefit of creditors.
        (f) In case at any time during the continuance of this agreement the Membership owned by
            Member shall be duly levied upon and sold under the process of the court.
                                                                                         s
        Ig) In case the Member fails to effect andlor pay for repairs and maintenance a provided
            fw in Article 1 1 hereof.
        (h] In cose the Member fails to pay any sum due pursuant to the provisions of this Aareement
            hereof.
        (i) In case the Member shall default in the performanceof any of his obligations under this
             Agreement.

                                                                   f
        The Member hereby expressly waives any and all right o redemption in case he shall be
dispossessed by judgement or warrant of any Court of Judge: the words "entef', and "re-enW and%
enter4'ar used in this agreement are not restricted to their technic01 legal meaning and in the event of
o breach or threatened breach by the Member or any of the covenants or provision hereof. the
Corporation shall have the right of injunction and the right to invoke any remedy allowed at law Of in
         s
equity, a it reentry. summary proceedings. and other remedies were not herein provided for.

        The Member expfessly agrees that there exists under this Occupancy Agreement a landlord-
tenant relationship and that in the event of a breach or threatened breach by the Member of any
covenant w provision of the agreement. there shall be available to the Corporation such legal remedy
              s
or remedies a are available to a landlord for the breach or threatened breach under the law by a
lenant of any provision of a lease or rental agreement.

         The failure on the part of the Corporation to wail itself of any of the remediesgiven under this
agreement shall notwaive nor destroy the right of the Corporation to avail itself of such remedies for
similar or other breaches on the part ot the MemDer.

         Waiver by the Cocpwation of any breach of ony term oc condition of this agreement shall not
constitute a waiver or subsequent breaches. The acceptance of any payment after any default or
breach hereof shall not be construed to waive any right of the Corporation or affect any notice or
legal action heretofore given m commenced. or which, by reason of said default or breach the
Corporation may give m commence. Moreover, the acceptance of the Corporation of some but not
all of any payment specified in a notice shall not bar the Corporation horn commencing appropriate
legal ptoceeding predicated an the notice given foc the amount specified therein, less the partial
payment.

A TC E 14.
 RI L             M M E T C M L WITH ALL C R O A E R G L TO S
                   E BR O O PY            O P R T E UAI N .

       The Member covenants that the Member will preserve and promote the ownership principles
on which the Corporation has been founded, abide by the Charter, Bylaws. Rules and Resulations Of
the Corpwation and any amendments thereto. and by the Member's acts of cooperation with other
members bring about for the Member and the Member's co-ownen a high standard in home and
community conditions.




 Revised October 2 W 3
 RI L
A TC E 15.                   F W L I G NT
                 INSPECTION O D E LN U I .

        The Member agrees that the repesentatives of any mortaaoee holding a mortgage on the
properb of the Corporation. and the officesand employees of the Corporation shall have a right to
enter the dwelling unit Of the Member and make inspections thereof at any reasonable how of the
day. Except in the case at an emergency. entry shall be made only after the Member has been given
reasonable notice.

 RI L
A TC E 16.             H R E N TE OT F
                 LATE C A G S A D O H R C S S O DEFAULT.

        The Member covenants and agrees that, in addition to the other sums that have become or
w'll become due pursuant to the terms of thii agreement, the Member shall pay to the Corporation a
late charge in an omount to be determined from time to time by the Board of Diectors for each
payment of Association Fees, or part thereof. more than fifteen (15) days in arrears.

          If a Member defaults in makirig a payment of Association Feez or in the performance or
observance of any provision of this agreement. and the Corporation has obtained the services of any
attorney w.th respect to the defaults involved, the Member covenants and agrees to pay to the
Corparation any cast or tees involved. including reasonable attorney's fees, notwithstanding the fact
that a suit has not yet been instituted. 1 case a suit s instituted, the Member shall also pay the cost of
                                          n
                                          .            i
the suit. in addition to the other aforesaidcosts and fees.

         The imposition of the late charge is to reimburse the Corparation far the bookkeeping and
other related expenses it will incur by reason of the subject late payment, and the parties agree that
since it will be difficult, if not impossible. to determine precisely haw much expense the Corporation
may be put to. it is agreed that the s m fixed by the Board of Directors shall be reasonable
                                           u
compensation for these extra expenses. T e provision far a late charge is not to be construed a
                                                  h                                               s
                                          s
granting to the Member on option a to whether to pay the Association Fees on time or to pay it late
                                               i
with a late charge: the Association Fee s due on the date specified above and express or implied
authority to pay it after that date & not granted or intended.

 RI L
A TC E 17.        OI E.
                 N TC S

                                                                         r
        Wllenever the provisions of low or the Bylaws of the Corporation o this agreement require
notice to be given in w t g by depositing the same n o post office or letter box, in a prepaid. sealed
                       ?n
                        i
envelope addressed to the person to whom the notlcels is to be given. or his or her address a the
                                                                                              s
some appears in the Corporation, ond the time when the same shall be moiled shall be deemed to be
the time of the giving of such notice/s.

 RI L
A TC E 18.                EO T.
                  FISCAL R P R S

       At the end of each fiscal year, the Corporation shall furnish the Member a statement of the
income and disbursements of the Corporation. Pwsuant to the Bvlavs Article X.

ARTICLE 19.                       OS N NE E T
                  EFFECT OF FIRE L S O I T R S S OF MEMBER.

         In the event of lais or domaae bv fire or other casuoltv to the above-mentioneddwellina unif
without the fault or neqlioence of the Member. the Cor~oration     shall determine whether to restore the
damaaed remises in accordance with the orovisions of Article I 1 of the Bvlaws.




 Revised October 2003
 RI L
A TC E 20.            ERSNAI N O
                ORAL R P E E T TO N T BINDING.

       No representation other lhan those contained in this agreement: the Articles and the Bylaws of
the Corporation shall be binding upon the Corporation.

         This document and any addendum thereto. reoresent the entire agreement between the
parties and there are no understandings ofagreements save and except as are herein expressly set
forth. A written instrument executed by all of the oarties hereto mav only alter this aareement.

             INS      HRO,
        It4 WT E S W E E F the parties hereto have caused this agreement to be signed and sealed
the day and year first above written.

       IN ACCORDANCE WT CALIFORNIA CIVILCODE SECTION 1945.5. P E S T K NOTE THAT T I
                         IH                                     LAE AE              H S
                                            EE F               O H
OCCUPANCY AGREEMENT CONTAINS IN ARTICLE 4. H R O PROVISIONS F R T E AUTOMATIC RENEWAL
O T l AGREEMENT ON THE SAME T R S AND CONDITIONS T E EN S E i F R H U L S A PRIOR NOTICE
 F HS                        EM                   HRI          O T NE S
T T E CONTRARY IS GIVEN.
 O H

                                      I E
                                TWIN PN S COOPERATIVE COMMUNIN. INC..
                                        a California Corporation

                                BOARD:
                                                                                 Date
                                (President Sianature]


                                 P I T
                                L RN Namel


                                (Secretary Sianaturel


                                !PRINT name)

                                MEMBER:


                                 (Member Sianaturel




                                                                                  Oate
                                 (Member Sianaturel




 Rwised October 2033

				
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