Brought to you by a member of the Crossroads Ranch II community. The information on this website has not been approved or sanctioned by the Crossroads Ranch II Property Owners Association or HOAMCO and is the sole responsibility of its creator. Users of this website are responsible for making sure that they have the most current, official information regarding all the topics covered, which is available from the Board of Directors of Crossroads Ranch II and on the HOAMCO website. Though every attempt has been made to be accurate, what you find on this website may not be up-to-date. Use at Your Own Risk. ©2024

Crossroads Ranch II Resolutions

R 2022-1 Delegation of Authority -- Committee Discretionary Spending

R 2022-2 Delegation of Authority -- Roads Committee Discretionary Spending

R 2022-3 Roads Committee - Creating the Position of Vice Chairman

R 2022-4 Business Use

R 2022-5 Architectural Control -- Cargo Containers

R 2022-6 Architectural Control -- Refunding ACC Fees

R 2022-7 Association Roads

R 2022-8 Nominating Committee for 2023 Election to the Board of Directors

R 2022-9 Legal Entity - Owner Election to the Board of Directors

R 2023-1 Architectural Control -- Steel Storage Containers

R 2023-2 Management of Horse Manure

R 2023-3 Roads Committee -- Creating the Position of Vice Chairman

R 2023-4 Architectural Control -- Outbuilding Approvals

R2023-5 Repeal of Guest House Policy

R2024-1 Emergency Fund Interest Carryover

R2024-2 Building Site Contractor Signs

R2024-3 Residential Building Construction Fee

R2024-4 Nominating Committee Resolution

These Resolutions can be found on HOAMCO's Caliber Portal. HOAMCO's Caliber Portal is property owners' official source for all Crossroads Ranch II information. It may take a few days before documents are posted.

The Resolutions and all relevant documentation will be found by going to the Caliber folders: Documents, Community Information, Governing Documents, Resolutions, Policies, Procedures.

Click here for HOAMCO's Caliber Portal login page: HOAMCO Login ...

If you are not registered at HOAMCO, property owners who know their account number can create a username and password to log into their account by registering at: Register HOAMCO. Your account number can be found on the bill for your annual association dues, which is either mailed or emailed to you. For step-by-step instructions on using the Caliber Portal, click here.

Resolution 2022-1  Committee Discretionary Spending

Resolution 2022-2 Roads Committee Discretionary Spending

Resolution 2022-3 Roads Committee - Creating the Position of Vice Chairman

Resolution 2022-4  Business Use

Resolution 2022-5  Architectural Control -- Cargo Containers

Resolution 2022-6 Architectural Control -- Refunding ACC Fees

Resolution 2022-7 Association Roads

Resolution 2022-8 Nominating Committee for 2023 Election to the Board of Directors

Resolution 2022-9 Legal Entity - Owner Election to the Board of Directors

Resolution 2023-1 Architectural Control -- Steel Storage Containers

Resolution 2023-2  Management of Horse Manure

Resolution 2023-3 Roads Committee -- Creating the Position of Vice Chairman

Resolution 2023-4 Architectural Control -- Outbuilding Approvals

Resolution 2023-5 Repeal of Guest House Policy

Resolution 2024-1 Emergency Fund Interest Carryover

Resolution 2024-2 Building Site Contractor Signs

Resolution 2024-3 Residential Building Construction Fee

Resolution 2024-4 Nominating Committee Resolution

Because the CC&Rs are copies of PDF documents originating in 1996, they can be hard to read, and all the amendments at the end must be read in order to see if a particular section has been amended. In order to make the CC&Rs more accessible, a summarized, edited UNOFFICIAL version was created by Crossroads resident Chris Vuxton. To see the UNOFFICIAL version of the CC&Rs, click here: 

OFFICIAL CC&Rs

Crossroads Ranch Phase II Covenants, Conditions and Restrictions

Bylaws

Page 1 of 10 Pages

BYLAWS OF CROSSROADS RANCH PHASE II PROPERTY OWNERS ASSOCIATION, INC.

ARTICLE I

Recitals, Definitions

1. This corporation has been formed pursuant to the non-profit corporation

laws of the State of Arizona.

2. The specific and primary purposes of this corporation are as set forth in

Article IV of the Articles of Incorporation.

3. The corporation is hereby referred to as the “Association”.

4. The term “development” shall mean all of the real property within the

boundaries of that certain real estate development in Yavapai County, Arizona and

commonly known as Crossroads Ranch Phase II Property Owners Association, Inc.

5. The property which the Association shall initially own and control and/or

maintain is that described in the Declaration of Covenants, Conditions and Restrictions

(“Restrictions”) as recorded in Yavapai County, Arizona.

6. The term “parcel” shall mean any parcel designated on a duly recorded

survey map, or under separate ownership.

7. The term “owner” shall mean the person or entity owning or holding the

legal or equitable title to a parcel, including Declarant, which term shall include, but not

be limited to, purchasers under a purchase contract.

8. The term “Restrictions” shall mean the Declaration of Covenants,

Conditions and Restrictions of Crossroads Ranch Phase II, as recorded in the office of the

Recorder of Yavapai County, State of Arizona, in book 3231, page 854, as such

Restrictions may from time to time be amended, supplemented, or modified by or

incorporated by reference in subsequent Restrictions so recorded.

9. The term “common area” shall mean and include collectively all real

property and improvements located thereon conveyed to the Association, if any, or

otherwise designated or maintained by the Association.

10. The term “member” as used herein, shall mean a member of this

Association in good standing whose rights under these Bylaws are not suspended.

CRRII BYLAWS Page 2 of 10 Pages

11. The term “Board” shall mean the duly elected and acting Board of

Directors of the Association.

12. The terms “person” or “entity” shall mean and include any individual,

corporation, partnership, association or other legal entity recognized by the laws of the

State of Arizona.

ARTICLE II

Principal Offices

The principal offices of the Association shall be located in such place in Yavapai

County, Arizona, as the Board of Directors shall from time to time designate by

resolution.

ARTICLE III

Membership

1. Each owner of a parcel within the development shall be a member of the

association.

2. Each owner who is a member shall remain a member until he no longer

qualifies as such under Article I above.

3. The Board may provide for the issuance of certificates evidencing

membership in the Association which shall be in such form as determined by the Board.

The name and address of each member shall be entered into a membership register

maintained by the Secretary.

4. If more than one person owns a parcel, all of said persons shall be deemed

one member, with only one person being recognized as a voting member.

5. The Secretary shall have the right to demand proof of parcel ownership

prior to accepting a person or entity as a member.

CRRII BYLAWS Page 3 of 10 Pages

ARTICLE IV

Membership Voting

1. The Association shall have two classes of voting membership, with each

member having one vote for each acre owned, except Declarant who shall be entitled to

three (3) votes for each acre owned.

2. At any meeting of the membership called and held pursuant to the

provisions of these Bylaws, each member shall be entitled to one (1) vote for each acre

owned by such member, except Declarant who shall be entitled to 3 votes for each acre

owned.

3. Any member may attend and vote at meetings or cast his/her ballot as the

case may be, in person or by proxy holder duly appointed by a written proxy signed by

the member and filed with the Secretary. Any proxy shall be for a term not to exceed 11

months unless otherwise expressly provided therein, and may be revoked at any time by

written notice delivered to the Secretary. A proxy shall be deemed revoked when the

Secretary shall receive actual notice of the death or judicially declared incompetence of

such a member upon termination of such member’s status as an owner.

4. When more than one person holds an interest in any parcel, only one (1)

person shall be the member. Such persons holding an interest shall designate the person

to be the member and give written notice thereof to the Association. The vote for such

parcel may be exercised as the owners among themselves determine, but in no event shall

more than one vote be cast with respect to any parcel. The votes for such parcel must be

cast as a unit, and fractional votes shall not be allowed. In the event the joint owners are

unable to agree among themselves as to how their vote or votes shall be cast, they shall

lose their right to vote on the matter in question. If any owner or owners cast a vote

representing a certain parcel, it will thereafter be conclusively presumed for all purposes

that he or they were acting with the authority and consent of all other owners of the same

parcel. In the event more than one vote is cast for a particular parcel, none of said votes

shall be counted and said votes shall be deemed void.

5. Any matter or issue requiring the vote of the members may be submitted

for vote by written ballot, without a meeting of the members. The determination to

conduct a vote in this fashion shall be made by a majority of the Board or by members

having one-third of the total votes of the membership signing a written request and

delivering same to the Secretary. In the event of such a vote, the Board shall give written

notice thereof specifying the time place where the ballots are to be cast and the question

or questions to be voted upon. Such notice shall then be mailed to the members at least

10 days prior to the date that the ballots should be received and counted and shall include

the form of ballot to be used. A quorum shall be deemed to have been present for

purposes of the vote if members having two-thirds of the total votes cast ballots in any

such election. Upon tabulation of the ballots, the Board shall notify the members of the

outcome of the election. If insufficient votes to constitute a quorum are cast, the Board

shall notify the members.

CRRII BYLAWS Page 4 of 10 Pages

ARTICLE V

Membership Meetings

1. There shall be an annual meeting of the members on the first Monday of

September of each year at Prescott, Arizona, or such other date or time as voted upon by

the membership. The meeting of the members shall be at the offices of the Association,

at the development, or such other reasonable place and time within the County and time

not more than thirty (30) days before or after such date, as may be designated by notice of

the Board of the meeting.

2. Special meetings of the members may be called at any time to consider

any reasonable business of the Association. Said meetings shall be called by notice to the

membership signed by a majority of the Board or by members having one-third (1/3) of

the total votes of the membership, and mailed to members not less than ten (10) days or

not more than sixty (60) days prior to the date fixed for said meeting. Said notice may be

included in a newspaper or circular, shall specify the date, time and place for a meeting

and the matters to be considered thereat. The place for such special meetings shall be at

the offices of the Association at the development or at such other reasonable place with

the County as designated by the persons calling the same.

3. The presence at any meeting, in person or by proxy, of members having at

least 66 2/3 ‘s of the votes shall constitute a quorum. If a quorum is not met at a meeting,

such meeting shall be adjourned to a time not less than 48 hours, nor more than sixty (60)

days after the time the original meeting was called. At an adjourned meeting, the quorum

requirements shall be one-half of that required for the initially called meeting.

4. Unless otherwise provided in these Bylaws or in the Restrictions, a vote of

the majority of the votes cast shall prevail with respect to any issue presented to a

membership.

5. Any vote taken for the election of Directors shall be by secret written

ballot in form prescribed by the Board. All other issues presented at any meeting for a

vote by the membership, shall be voted upon either by oral vote or by raise of hands or by

secret written ballot at the election of the Chairman of the meeting, unless 25% of the

votes present at such meeting request that the vote be by secret ballot, in which event the

vote shall be by secret ballot.

CRRII BYLAWS Page 5 of 10 Pages

ARTICLE VI

Membership Rights

Subject to the provisions hereof, the provisions of the Restrictions, the members

have the following rights:

1. Each member shall be entitled to the use and enjoyment of any Common

Area, if any, within the Development, which is for use by its members.

2. Each member shall have the right to designate members of his or her

family who reside with the member who may use and enjoy any Common Area, if any

within the Development, which is for use by members.

3. The invitees and guests of a member shall have the right to use and enjoy

any Common Area, if any, within the Development, which is for use by members, to the

extent any Common Area, if any, permits, as determined by the Board.

4. The right to use and enjoyment hereunder, shall at all times be subject to

all existing published rules and regulations promulgated by the Board, and shall at all

times be subject to the Restrictions. In the event of a conflict, the Restrictions shall

prevail. The Board shall have the right to suspend the use and enjoyment of any

Common Area, if any, for the failure of a person to comply with such rules and

regulations and Restrictions, provided, however, that such suspensions shall only be

imposed after such person has been notified in writing and has been offered a reasonable

opportunity to be heard.

ARTICLE VII

Board of Directors

1. The corporate powers of the Association are vested in and shall be

exercised by the Board consisting of not less than three (3) or more than five (5) owners

as may be determined from time to time by a vote of the membership.

2. The Board of Directors shall select a Nominating Committee consisting of

at least two (2) members, which members may also be Board members. The purpose of

said Nominating Committee shall be to name persons to fill vacancies on the Board

caused by the expiration of a Board member’s term. The Nominating Committee shall

prepare a slate of eligible persons, which slate shall be presented to the membership

which shall vote for the appropriate number of Directors necessary to fill the vacancies

on the Board. No other Board nominations shall be voted upon except from the slate

prepared by the Nominating Committee. The Board of Directors shall set the term of

office and fill all vacancies which may arise on the Nominating Committee.

CRRII BYLAWS Page 6 of 10 Pages

3. At each annual meeting of the members, the members shall elect the

Board for the forthcoming year. Each member may cumulate his votes and give one or

more candidates for Director a number of votes equal to the number which such member

has hereunder multiplied by the number of Directors to be elected. The candidates

receiving the highest number of votes up to the number of directors to be elected shall be

elected.

4. Directors shall serve a term of one (1) year on until their respective

successors are elected, or until their the death, resignation or removal, whichever is the

earlier. Vacancies on the Board shall be filled by a majority vote of the remaining

Directors though less than a quorum, and each Director so elected shall hold office until

his successor is elected by the members.

5. The membership has the power to remove the entire Board or an

individual member of the Board at any time provided, however, that an individual

Director shall not be removed during his term if the number of votes cast against his

removal exceed twenty percent (20%) of the total number of votes of the ownership.

ARTICLE VIII

Board Meetings

1. A regular meeting of the Board shall be held each year following the

annual meeting of the membership.

2. Special meetings of the Board shall be held when called by any officer of

the Association, or by any two (2) Directors, after not less than three (3) days prior

written notice, unless such notice is waived in writing by all Directors.

3. The Board may act without a meeting if all of the Board shall individually

or collectively consent in writing to such action. Such consent shall be filed with the

minutes of the Board.

ARTICLE IX

Duties and Powers of the Board

1. To exercise all power vested in the Board under the Articles of

Incorporation, these Bylaws, the Restrictions, and under the laws of the State of Arizona.

2. To appoint and remove all officers of the Association sees fit.

CRRII BYLAWS Page 7 of 10 Pages

3. To appoint such agents and employ such employees, including attorneys

and accountants, as it sees fit to assist in the operations of the Association, and to fix their

duties and establish compensation.

4. Subject to the provisions of the Restrictions, to adopt and establish rules

and regulations governing the use of any Common Area, and to take such steps as it may

deem necessary for the enforcement of such rules and regulations.

5. To enforce all applicable provisions of the Restrictions, these Bylaws and

all other regulations relating to the control, management and use of any Common Area

within the Development.

6. Contract and pay premiums for casualty, liability and other insurance and

bonds, including indemnity bonds, which may be required from time to time by the

Association.

7. Contract for any and pay for maintenance, landscaping, utilities, materials,

supplies, labor and services that may be required from time to time in relation to

Association property, and any Common Area within the Development.

8. Pay all taxes, special assessments and other assessments and charges

which are or would become a lien on Association owned or maintained property.

9. To contract for and pay for construction or reconstruction of Association

property damaged or destroyed.

10. If and when the Board deems it appropriate to delegate its duties and

powers hereunder to the officers of the Association.

11. To establish, in accordance with the Restrictions, and thereafter levy

assessments on the members of the Association and to collect same all in accordance with

the Restrictions; provided no annual assessment shall exceed that provided for in the

Restrictions and no special assessment may be set without a vote of the Association as

provided in the Restrictions. The Board shall also have the power to collect reasonable

use charges for the use of any or all of the Common Area.

12. To appoint a Nominating Committee for the nomination of persons to be

elected to the Board, and prescribe rules under which said Nominating Committee is to

act.

13. To appoint such other committees as it deems necessary from time to time

in connection with the affairs of the Association.

CRRII BYLAWS Page 8 of 10 Pages

ARTICLE X

Officers

1. The officers of the Association shall be members of the Association and

shall consist of a President, Vice President, Secretary and Treasurer. If a member is a

partnership, corporation, or other legal entity under Arizona law, then the member’s

employees shall qualify to be officers. The Association may also have, at the discretion

of the Board, one or more assistant secretaries, one or more assistant treasurers, and such

other officers as may be appointed in accordance with the provisions of paragraph 3

following. One person may hold two or more offices, except that the offices of President

and Secretary shall not be held by the same person.

2. The officers of the Association, except such officers as may be appointed

in accordance with the provisions of paragraphs 3 and 5 following, shall be chosen

annually by the Board and each shall hold his office until he shall resign or be removed

or otherwise disqualified to serve, or his successor is elected and qualified.

3. The Board may appoint, and may empower the President to appoint, such

other officers as the affairs of the Association may require, each of whom shall hold

office for such period, have such authority and perform such duties as are provided for in

these Bylaws or as the Board may from time to time determine.

4. Any officer may be removed, either with or without cause, by the Board or

by any officer upon whom such power of removal may be conferred by the Board,

provided, however, that no such officer shall remove an officer chosen by the Board.

Any officer may resign at any time by giving written notice to the Board or to the

President or to the Secretary. Any such resignation shall take effect at the date of the

receipt of such notice or at any later times specified therein; and unless otherwise

specified therein, the acceptance of such resignation shall not be necessary to make it

effective.

5. A vacancy in any office because of death, resignation, removal,

disqualification or any other cause shall be filled in the manner prescribed in these

Bylaws for regular appointments to such office.

6. The President shall be elected by the Board from among the Directors.

He/she shall be the chief executive officer of the Association and shall, subject to the

control of the Board, have general supervision, direction and control of the affairs and

officers of the Association. He/she shall preside at all meetings of management and shall

have the powers usually vested in the office of President of a corporation, together with

such other powers and duties as may be prescribed by the Board or these Bylaws.

7. The Vice President shall be elected by the Board from among the

Directors. In the absence of the President, the Vice President shall perform all the duties

of the President, and when so acting shall have all the powers of, and be subject to all the

CRRII BYLAWS Page 9 of 10 Pages

restrictions upon the President. He/she shall have such other powers and perform such

other duties as from time to time may be prescribed by the Board or these Bylaws.

8. The Secretary need not be a Director, but shall be elected by the Board of

Directors. He/she shall keep or cause to be kept, at the principal office or such other

place as the Board may order, a book of minutes of all meetings of Directors and

members, with the time and place of holding same, whether regular or special, and, if

special, how authorized, the notice thereof given, the names of those present at Directors’

meetings, the number of members present in person or by proxy at members’ meetings,

and the proceedings thereof. The Secretary shall keep, or cause to be kept, appropriate

current records showing the members of the Association, together with their addresses.

He/she shall give, or cause to be given, notice of all meetings of the Board required by

the Bylaws or by law to be so given, and he/she shall keep the seal of the Association in

safe custody, and shall have such other powers and perform such other duties as may be

prescribed by the Board or these Bylaws.

9. The Treasurer need not be a Director, but shall be elected by the Board of

Directors. He/she shall keep and maintain, or cause to be kept and maintained, adequate

and correct accounts of the properties and business transactions of the Association,

including accounts of its assets, liabilities, receipts and disbursements. The books of

account shall be at all reasonable times to be open to inspection by any Director or

member. The Treasurer shall deposit all monies and other valuable in the name and to

the credit of the Association with such depositories as may be designated by the Board.

He/she shall disburse the funds of the Association as may be ordered by the Board, shall

render to the President and Directors, whenever they request it, an accounting of all of

his/her transactions as Treasurer and of the financial condition of the Association and

shall have such other powers and perform such other duties as may be prescribed by the

Board or these Bylaws.

ARTICLE XI

Miscellaneous

1. All books, records and papers of the Association shall at all times during

reasonable business hours be subject to the inspection of any member at the offices of the

Association.

2. The Board may, from time to time, employ the services of a manager to

manage the affairs of the Association, and to the extent not inconsistent with the laws of

the State of Arizona, and upon such conditions as are otherwise deemed advisable by the

Board, the Board may delegate to the manager any of its powers under these Bylaws and

the Restrictions.

CRRII BYLAWS Page 10 of 10 Pages

3. These Bylaws may only be amended or repealed, and new Bylaws adopted

by the members by a three-fourths vote of the total votes cast by the membership,

provided, however that Article VII shall not be amended or repealed without the

affirmative vote of members having at least two-thirds (2/3) of the total votes of the

membership approving such amendment or repeal, and further provided that no such

amendment shall be inconsistent with the Restrictions as same may be modified or

amended from time to time.

4. Any notice or other document permitted or required to be delivered as

provided herein may be delivered either personally or by mail. If delivery is made by

mail, it shall be deemed to have been delivered twenty-four (24) hours after a copy of

same has been deposited in the United States Mail, postage prepaid, to the last known

address of the addressee.

DATED this 29th day of August 1996

s/Betty J. Culton

Secretary

AMENDMENTS

AMENDMENT

- DATE TOPIC T SECTION

(Article-Paragraph) 02/15/2010 Term Directors Term

Length (VII-4)

| 12/31/2008 Quorum Membership Voting

(IV-5)

12/31/2008 Quorum Membership

Meetings (V-3)

12/31/2008 Quorum

Miscellaneous (XI-3)

"Directors shall serve a term of two (2) years or until their respective successors are elected, or until their death, resignation or removal, whichever is the earlier."...

"A quorum shall be deemed to have been present for purposes of the vote if members having 51% of the total votes cast ballots in any such election." ... “The presence at any meeting, in person or by proxy, of members having at least 51% of the votes shall constitute a quorum."...

"These Bylaws may only be amended or repealed, and new Bylaws adopted by the members by a three-fourths vote of the total votes cast by the membership provided, however that Article Il], Paragraphs 1,2 and 4 or Article VII shall not be amended or repealed without the affirmative vote of members having at least 51% of the total votes of the membership approving such amendment or repeal, and further provided that no such amendment shall be inconsistent with the Restrictions as same may be modified or amended from time to time."

"There shall be an annual meeting of the members in March of each year at Prescott, Arizona, or such other date or time as voted upon by the membership."

7/21/2000

Annual Membership Meeting Meetings (V-1) Date

Procedures

Enforcement Procedure and Schedule of Penalties

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

This Enforcement Procedure applies to all Crossroads Ranch Phase II Property Owners Association, Inc. (“Association”) community documents, including the Articles of Incorporation, Bylaws, Declaration of Covenants, Conditions and Restrictions, inclusive of all current and future amendments, and to all associated Policies, Procedures and Resolutions adopted thereto (collectively referred to herein as the “Community Documents”).

The purposes of this Enforcement Procedure is to guard against the collective diminution of property value where violations of Community Documents which create certain community expectations go unchecked and to protect and preserve to all members the quiet peaceful enjoyment of their property consistent with the theme of the Association as an upscale community where structures, landscaping and member conduct are in harmony with each other and with the surrounding environment and terrain and do not adversely impact the outlook or atmosphere of adjacent or neighboring properties or the character of the community as a whole and to maintain, vindicate and preserve the Association’s Board of Director’s (“Board’s) authority to enforce the Community Documents.

In furtherance of these purposes, where the Board has determined that a member has violated one or more provisions of the Community Documents, the Board and/or its designated representatives (hereinafter collectively, the “Board”) shall apply the following procedure:

1. Notice of Violation (“Notice”):

a. Issue or cause to be issued a Notice to the offending member[s], either personally delivered or sent by United States mail, postage prepaid, return receipt requested, addressed to the member at the address placed on file by the member with the Association. A separate Notice should be issued for each distinct violation.

b. Each Notice shall contain at least the following information:

i. A statement that the Board has determined that the member is in violation of the Community Documents, with specific reference to the provision that has allegedly been violated. To the extent feasible, the specific implicated provision itself should be recited within the Notice;

ii. The date of the violation or the date the violation was observed;

Page 1 of 6

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

iii. The first and last name of the person or persons who observed the violation;

iv. The process the member must follow to contest the Notice; and

v. That if the violation remains uncorrected and fines unpaid, the Association may bring a lawsuit seeking a personal judgment against the member to require the performance of the referenced action, for payment of all fines, for the Association’s attorney fees and costs, and for any other relief to which the Association may be entitled.

2. Process to contest the Notice: Where applicable, the following statements must be included in the Notice:

a. If a monetary penalty has been immediately assigned, it must be described as “provisional” and that it will not be assessed against the member’s account until after the member has had an opportunity to be heard;

b. A description of the action the member is required to take, such as remove an unapproved structure, repaint with an approved color, submit plans for approval, etc., in order to correct the violation and the time within which such action must be taken to avoid imposition of or additional penalties. Absent special circumstances, the member should be granted thirty-days to comply/correct the violation. Where special circumstances exist to increase or decrease the time allowed for correction, those special circumstances should be recited in the Notice;

c. That the member may provide the Association with a written response by sending the response by certified mail within twenty-one calendar days after the date of the Notice and that within this response the member may:

i. Provide whatever information the member deems appropriate under the circumstances regarding the alleged violation;

Page 2 of 6

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

ii. Request a hearing before the Board in which the member may appear in person or through a representative and present pertinent information in support of the member’s position;

iii. Request that any hearing be conducted at an open meeting that may be attended by any other Association member;

d. That at any time before or after completion of the exchange of information as described, the member may petition for a hearing pursuant to Ariz. Rev. Stat. § 32-2199.01 if the dispute is within the jurisdiction of the state real estate department as prescribed in Ariz. Rev. Stat. § 32-2199.01.

3. Association Reply to Member Response: If the member provides a written response within the twenty-one-day response period, the Board shall cause a Reply to be issued within ten business days, either personally delivered or sent by United States mail, postage prepaid, return receipt requested, addressed to the member at the address placed on file by the member with the Association. The Reply must include the following information, as applicable:

a. If the member has contested the Notice, state the Board’s final determination, including, without limitation, whether based on the information provided in the member’s response the Board has decided to affirm or vacate its initial determination, grant a variance, or stay enforcement pending further investigation;

b. If the member requested a hearing, whether closed session or open meeting, the date, time and place that the hearing will be held. If it is not feasible to determine a date, time and place within the ten business-day reply period, the reply must include a commitment to provide such information when it is available and that Board’s determination will not be final until after such hearing has taken place.

4. No Member Response: If the member does not provide a response as contemplated in Section 2(c), then the Association shall deem its initial determination final as detailed in the Notice of Violation, apply any provisional penalties against the member and take whatever additional action the Association deems necessary or appropriate under the circumstances that are consistent with Arizona law and this Enforcement Procedure.

Page 3 of 6

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

Schedule of Monetary Penalties

Pursuant to Ariz. Stat. § 33-1803, for violation of provisions of the Community Documents the Board may impose reasonable monetary penalties according to the schedule below. Penalties thus imposed are intended not to compensate the Association or its members for actual damages or loss, which although real and material are difficult to ascertain and not easily susceptible to proof with the degree of certainty otherwise required by law. Rather, the imposition of penalties is intended to encourage compliance through voluntary cooperation and to deter intentional, deliberate, and knowing disregard for the restrictions and obligations contained within the Community Documents, which if left unchecked would serve to deprive the membership as a whole of the nature, character and atmosphere of the Association community to which they are entitled.

The following schedule is advisory only. The Board is not required to impose a monetary penalty for every violation and the Board may vary the amount of the penalty based on particularized circumstances where reasonably justified to achieve the purposes, goals and intent of this Enforcement Procedure:

1. In no event will a penalty be effective or assessed against a member account until after the member has had an opportunity to be heard as contemplated in this Enforcement Procedure;

2. Absent special circumstances, a monetary penalty ordinarily will not be imposed until after the member has been given an opportunity to voluntarily correct the condition or behavior that occasioned the Notice; provided, however, an immediate imposition of a penalty is appropriate where the violation surrounding circumstances demonstrate the member’s disregard or disdain for his/her obligations under the Community Documents, such as engaging in repeat or multiple violations; knowingly and willfully violating a rule or restriction; being uncooperative or deceitful during a Board’s inquiry into a possible violation; engaging in discourteous behavior toward members of the Board as they attempt to fulfill their obligations to enforce Community Documents, or other articulable circumstances indicating that immediate imposition of a penalty is warranted. Where the Board determines that immediate imposition of a penalty is warranted, the basis for that determination shall be included in the Notice;

Page 4 of 6

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

3. Penalty progression: The purpose of a progressive penalty is to encourage prompt attention to and correction of a violative condition by progressively increasing the severity of the penalty the longer it remains uncorrected.

a. The initial penalty is $250;

b. If the violation is not corrected within thirty-days, a second penalty of $750 may be imposed;

c. If the violation remains uncorrected thirty-days after imposition of the second penalty, a third penalty of $500 may be imposed, with an additional $500 penalty imposed for each thirty-days thereafter in which the violation remains uncorrected, up to a cumulative maximum of $5,000 per year;

d. Where a progressive penalty has been imposed, a statement describing the progressive nature of the penalty, the interval and associated amounts, and that it will continue automatically and without further notice must be included in the Notice reflecting the penalty;

e. Where the Board imposes a penalty in an amount greater than as set forth in this schedule the basis for that determination shall be included in the Notice;

f. Where the Board initially does not impose a monetary penalty but later determines that the member’s post-Notice conduct reflects an unwillingness to cooperate or correct the violation, the Board may issue a subsequent notice advising the member of the imposition of a monetary penalty and its amount; provided, however, that such post Notice imposition of a penalty may not be retroactive and the member must be provided an opportunity to contest the post-Notice imposition of a penalty as provided in this procedure;

4. Legal Action: At any time after issuing a Notice as contemplated by this Enforcement Procedure, the Association may pursue a legal action to enforce the Community Documents. Where the Association substantially prevails in its legal claim to enforce the Community Documents, whether by capitulation, summary judgment, trial or settlement, the Association shall be entitled to reimbursement from the member of the Association’s attorney

Page 5 of 6

Crossroads Ranch Phase II Enforcement Procedure And Schedule of Penalties

October 2022

fees and costs incurred in pursuing the claim as an element of damages in the litigation.

______________________ Anita MacFadden

Director-President

_____________________ Sandy Stamper

Director-Treasurer

_____________________ Stacy Lee

Director-Vice President

_______________________ Edward Risko

Director

Page 6 of 6

Funds Disbursement Procedure

FUNDS DISBURSEMENT PROCEDURE

Crossroads Ranch II Property Owners Association (CRII POA/Association)

5/17/2024 Approved

INTRODUCTION:

To document the procedure that has been followed for the disbursement of Association funds.

Following this procedure should help to prevent embezzlement or fraud. Best financial practices

ensure that there is a separation of duties and multiple checks and balances.

ENTITIES INVOLVED:

1. Board of Directors (BOD/Board) – The 5 members of the CRII POA that were duly

elected or duly appointed to the BOD and documented in the meeting minutes for the

action (election or appointment).

2. Committee Chairs – The CRII POA members that have been appointed by the BOD to

serve as the Chair for a Committee established by the BOD under the Duties and

Powers of the Board as defined in the Bylaws (Article IX, Section 13). This action to be

by a vote of the BOD and documented in the minutes of the meeting.

3. Treasurer – The CRII POA member that was appointed by the BOD to hold the office of

Treasurer and perform the duties defined in the Bylaws (Article X, Section 9). This

action to be by a vote of the BOD and documented in the minutes of the meeting.

4. HOAMCO – The management company hired by the CRII POA to serve as the

manager/administrator of the Association’s business which at this time is HOAMCO.

5. Suppliers of Goods or Services – Any supplier of goods or services that the Association

employs. These companies may include goods for road work, water for front entrance,

materials for bulletin board or mailboxes, etc. along with services such as road work,

insurance, accounting/taxes, secretarial, etc.

PROCEDURE:

1. Authorization for funds to be available

a. Owner – Board. Funds can only be authorized to be available by the BOD.

b. Action – Any BOD Action requires the affirmative vote of a majority of Directors at

a meeting at which a quorum of Directors is present; or, for matters susceptible

to Action Without a Meeting, by the unanimous written consent of all Directors

when undertaken in accordance with legal requirements for such consents.

There are several avenues that this authorization occurs as notes below.

i. Budget – A budget is created for each year and approved by the BOD.

This budget is used by the Treasurer, Committee Chairs and HOAMCO to

limit funds used for goods and services.

ii. Resolutions 2022-1 & 2022-2 – These resolutions delegate authority to

the Committee Chairs for discretionary spending for certain amounts

within BOD approved budgeted amounts.

iii. Contracts – All major road work and other work/service is done via a

contract that has been submitted to the BOD. The BOD will sign the

contract after a motion is approved and documented in the minutes of the

meeting.

iv. Motions – Any non-routine or special requests for funds to be available for

a specific project or service, including but not limited to, requests for legal

advice, that is outside of the budget or not specifically defined in the

budget must have a BOD approved motion documented in the meeting

minutes before any obligation of an expense can be incurred.

2. Submission for payment

a. Owner – Committee Chairs, Suppliers, HOAMCO

b. Action – Committee Chairs, Suppliers or HOAMCO will submit requests for

payment, receipts for expenditures made or invoices for services, to the

Treasurer for approval.

3. Payment approval

a. Owner - Treasurer

b. Action – Treasurer to review/compare the submitted request for payment with the

receipts or invoices against the budget, contracts and approved motions and

approve for payment or request further information. If the requested payment

meets the requirements, then the request and approval will be submitted to

HOAMCO to disburse the funds.

i. For Roads Contracts the Treasurer will make sure that at least two Roads

Committee members have reviewed the work performed and support the

payment of the invoice. Work performed should be documented with the

names and approval by those inspecting and attesting that the work has

been performed. Pictures may be taken of the work by the Roads

Committee.

ii. For routine Administrative activities the Treasurer approves the

disbursement of funds such as taxes, insurance, etc. based on the

approved budget, motions or contracts.

iii. For Legal expenses the Treasurer will get confirmation from the person

appointed or authorized by the Board and named in the invoice that the

dates and time spent with the attorney are correct.

iv. NOTE: HOAMCO deducts their bill from our account without review or

approval by the Treasurer.

4. Disbursement of payment

a. Owner - HOAMCO

b. Action – HOAMCO to receive the receipts/invoices from Treasurer, Committee

Chairs, or Suppliers along with the approval to pay from the Treasurer.

HOAMCO will then write the check on the CRII POA account and send the

payment to the documented source. The payment will be documented in the

Check Register and recorded in the Financial Statements.

Policies

• Assessment Collection Policy
• Nuisance Policy
• Record Retention Statement of Policy and Schedule
• Mailbox Policies
  

Assessment Collection Policy

Nuisance Policy

NUISANCE DEFINITION & POLICY

Adopted 7/18/2008

CC&R’s (section 6, paragraph Q)

Nuisances. No Parcel Owner shall place or maintain any animate or inaminate object upon any Parcel so as to create a nuisance to the Owners of the neighboring Parcels. No vehicles or motors of any type without mufflers shall be allowed. No all terrain type

vehicles or off road motorcycles shall be operated, except within the confine of the Owner’s individual Parcel. No firearms may be discharged in any area of the Property.

LEGAL DEFINITION OF NUISANCE

Under the common law, persons in possession of real property (either land owners or tenants) are entitled to the quiet enjoyment of their lands. If a neighbor interferes with that quiet enjoyment, either by creating smells, sounds, pollution or any other hazard that extends past the boundaries of the property, the affected party may make a claim in nuisance.

To be a nuisance, the level of interference must rise above the merely aesthetic. For example, if you neighbor paints their house a color you don’t like but has been approved by the ACC, it may offend you, but it does not rise to the level of nuisance. In most cases, normal uses of a property that can constitute quiet enjoyment cannot be restrained in nuisance either. For example, the sound of a crying baby may be annoying, but it is an expected part of quiet enjoyment of property and does not constitute a nuisance.

NUISANCE DETERMINATION POLICY

For a nuisance to be identified and determined a nuisance in which the Board can ultimately fine the property owner if not resolved, the following steps should take place.

1. The Property Owner that believes that their right of quiet enjoyment of their property has been violated and they have not been able to resolve the issue with the offending party in a manner that they are comfortable with, they must file a written complaint with the Board of Directors.

2. The offended Property Owner should note dates, times and durations that the offence is occurring and provide that information to the Board of Directors. Pictures and additional witnesses could also help.

3. The Board of Directors will contact the property owners of the property that the offending behavior is happening on and asked the activity be stopped.

4. If the property owner where the offending behavior is happening contests the violation believing that the activity is normal use, then the Board of Directors will make a ruling as to whether the activity is normal or nuisance.

5. If the Board of Directors defines the activity as nuisance and the activity is not curtailed to a normal acceptable activity, then the Board of Directors can incorporate fines to bring into compliance with the CC&R’s.

Record Retention Statement of Policy and Schedule

Mailbox Policies

SUMMARIZED, UNOFFICIAL CC&Rs

Residents use these CC&Rs at their own risk and are responsible for reading the official CC&Rs to ascertain that they are consistent with this summarized and edited version. Thanks to Chris Vuxton for his hard work converting the PDF documents so that they are more readable.

The official and complete CRII CC&Rs may be found on the Yavapai County website or obtained from HOAMCO or the Crossroads Ranch II Board of Directors. The official CC&Rs as of October 23, 2024 can be found on this website.

DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS

CROSSROADS RANCH PHASE II

Important: This Document has been edited and summarized for ease of use.

This Declaration is made by Properties of the West, Inc., a Delaware corporation, hereinafter referred to as "Declarant."

Declarant is the owner of the following described real property situated within the County of Yavapai. State of Arizona:

Parcels 35 through 69, Crossroads Ranch Phase H, according to the Results of Survey recorded in the office of the Yavapai County Recorder in Book 35 of Land Surveys. Pages 15 through 17.

Declarant hereby declares that all of the Parcels, or any portion thereof described above shall be held, sold, and conveyed subject to the following covenants, conditions, and restrictions, all of which are for the purpose of enhancing and protecting the value, desirability, and attractiveness of all the Parcels, and all of, which are hereby declared to be for the benefit of all the Parcels and the owners thereof their heirs, successors, grantees, and assigns

1. Purpose of These Restrictions, Covenants, and Conditions

The purpose of these restrictions, covenants, and conditions is to assure the use of the Property

for attractive residential and non-commercial farm and ranch purposes (as set forth herein) only,

and securing to each Parcel owner the full benefit and enjoyment of his or her Parcel in

furtherance of a common plan.

2. Definitions

As used herein, the following terms have the following meanings:

A. The "Architectural Control Committee" means the committee provided for in Part 5 of this Declaration.

B. The "Association" means Crossroads Ranch Phase II Property Owners Association as referred to in Part 3 of this Declaration.

C. "Bona Fide First Mortgage" means any Realty Mortgage or Deed of Trust made in good faith and for value and properly executed and recorded so as to create a lien on any Parcel or Parcels that is prior to the lien of any other Realty Mortgage or Deed of Trust.

D. "Declaration" means this Declaration of Covenants, Conditions, and Restrictions for Crossroads Ranch Phase II.

E. "Declarant's Special Rights" means those provisions as described in Article 8.

F. "Mobile Home" means a moveable or portable unit for residential purposes constructed to be towed on its own chassis and designed to be installed with or without a permanent foundation for human occupancy as a residence.

G. "Owner" shall mean and refer to the record Owner whether one or more persons or entities, of fee or equitable or beneficial title to any Parcel. Owner shall include the purchaser of a Parcel under an executory contract for purchase. The foregoing, definition does not include persons or entities who hold an interest in any Parcel as security for the performance of an obligation.

H. The "Parcel" or "Parcels- means the Parcels as shown on the Results of Survey, either individually or collectively, as the case may be, and any divisions thereof as provided for

herein.

I. The "Property" means the Parcels as shown on the Results of Survey, either individually or collectively, as the case may be, and any divisions thereof as provided herein.

J. The "Results of Survey” means the results of survey of record referred to above, as may hereafter be amended.

3. Property Owners Association

A. There is hereby created the Crossroads Ranch Phase II Property Owners Association. The purpose of the Association is to maintain the roadway easements as shown on the Results of Survey, the project entry and guard facilities, if any, and any common property that may be designed, maintain any perimeter fences (but not individual Parcel Owner fences), and act through the Architectural Control Committee in accordance with the provisions of Paragraph 5.

B. Each and every Parcel Owner, in accepting a deed or contract for any Parcel, whether or not it shall be so expressed in such deed of contract, automatically becomes a member of the Association, and agrees to be bound by such reasonable rules and regulations as may, from time to time, be established by the Association. Membership shall be appurtenant and may not be separated from ownership of the Parcel. The rights and obligations of an Owner and membership in the Association shall not be assigned, transferred, pledged, conveyed, or alienated in any way, except upon transfer of ownership of such Parcel’ whether by intestate succession, testamentary disposition, foreclosure of a mortgage, or such other legal processes now in effect or as may be hereafter established pursuant to the laws of the State of Arizona. The Association shall be operated and conducted on a cooperative and non-profit basis. Each Parcel Owner as a member shall have such voting rights as set forth in this Declaration.

C. In furtherance of its purposes, which are generally as set forth above, the Association shall provide necessary and appropriate action for the maintenance, repair, replacement, and management of the facilities referred to in Paragraph 3.A. above and shall have the right to enter upon a Parcel, if reasonably necessary, in order to accomplish its purpose.

D. The Association shall have the power to borrow and encumber its assets and in

all respects, shall have the powers necessary to carry out its purposes, whether or not specifically set forth herein, including the power to enter into contracts with third parties to perform all or part of its functions, and to hire its own employees to do so. The Association shall have the power to dedicate the roads and grant the easements to the County as shown on the Results of Survey, or additional Results of Survey as from time to time may be developed per Article 4 herein.

E. Each Parcel Owner is obligated to pay: (i) regular assessments for normal maintenance, repair, and reserves, along with the Association insurance and operating costs: and (ii) special assessments for capital improvements with such assessments to be established by the Association. Regular and special assessments, late payment penalties and charges, together with interest costs and reasonable attorney’s fees, shall be a lien on the Parcel. Each Parcel Owner shall be personally responsible for his or her share of assessments approved by the Association. The personal obligation for assessments shall not pass to the Owner's successor in title unless expressly assumed by such successor; however, the obligation to pay same shall be a continuing lien on the Parcel, excepting for the provisions of Paragraph 3.L. below, relating to mortgagees.

F. The Association shall, on an annual basis, make a determination as to the estimated costs of the repair and maintenance of the roadways and any-other common areas as shown on the Results of Survey or otherwise so designated, including any reserves necessary for future capital expenditures and maintenance. The assessments may be collected on a monthly, quarterly, or annual basis, or any combination of same as determined by the Association.

G. Each owner shall be responsible to pay the regular assessment commencing on the first day of the month following the date of recordation of the deed wherein the Owner acquired legal, beneficial, or equitable title to the Parcel. The Declarant shall not be responsible for comparable assessments on each Parcel owned by it. However, Declarant shall be responsible to provide labor, material, and/or monies in sufficient amounts, not to exceed the amount of the normal Parcel assessment for each Parcel owned by it, if necessary, in Declarant's opinion, to properly fulfill the Association's maintenance responsibilities. The assessment will vary by Parcel size and by whether the property is improved or unimproved. Improved will be defined as a property which has obtained a building permit for a dwelling and the change in assessment will occur when the permit is issued. Prorations will occur as of the first day of the calendar month following the issuance of the permit. The assessments are in dollars per acre per year and are subject to change by the Association. The initial assessments shall be as follows:

THESE FIGURES ARE DOLLARS PER ACRE PER YEAR.

The Parcel Owner acquiring his or her interest from Declarant during the calendar year shall be obligated for a pro rata portion thereof The Association shall fix the amount of the regular assessment at least thirty (30) days prior to the end of the calendar year. Written notice of the assessment shall be sent to every, Owner. The payment due date shall be established by the Association.

H. In addition to the regular assessment as set forth above, the Association may set special assessments and their due dates, if the Association determines by two-third’s ownership vote (including Declarant) that such is necessary to meet the primary purposes of the Association. Such special assessments shall be in ratio to the regular assessments.

I. All sums assessed by the Association chargeable to a Parcel, but unpaid shall constitute a lien on such Parcel, prior to all other liens excepting only ad valorem liens in favor of a governmental assessing unit or special assessment district. The Association lien may be foreclosed by the Association in a like manner as a foreclosure of a real property deed of trust. The Association shall have the power to bid on the delinquent Parcel at a foreclosure sale, and acquire, hold, lease, encumber, and convey same. A suit to recover a money judgment for unpaid assessments and charges shall be maintainable by the Association without foreclosing or waiving the lien securing same.

The collection of assessments and late fees is vital to the proper achievement of

the goals of this Declaration. To the extent consistent with these provisions, the Declarant

incorporates by reference and reserves for itself and its successors and assigns for the

Association, all of the powers and rights of lien enforcement and of collection of assessments as set forth in A.R.S. 8 33-1201, et seq. To the extent any provision in this Declaration is inconsistent with the Planned Communities Act, A.R.S. 5 33-1801, then that provision is hereby modified to the extent required by law so that it can be enforced.

Any assessment, installment of an assessment, or other amount owed by an Owner to the Association which is not paid within fifteen days after it is due is delinquent, shall bear interest from the date of delinquency at the rate of One Percent per month, (unless a different interest rate is established by the Board) and is subject to a late fee in an amount set by the Board.

J. The total number of votes in the Association shall be on the basis of one (1) vote

per acre rounded to the nearest whole acre, provided, the Declarant shall have four (4) votes for

each acre it owns rounded to the nearest whole acre. The total number of Parcels and. therefore, the total number of votes may be increased from time to time by expansion, pursuant to paragraph 4, of the project as evidenced by a Supplemental Declaration, incorporating this

Declaration, executed, and recorded by Declarant. Unless otherwise specifically provided herein, all Association matters shall be determined by a majority vote. If more than one party is the Owner of a Parcel, there must be unanimous agreement among those who own an interest in the Parcel as to how to cast that Parcel's vote, otherwise, that vote shall not be counted.

K. The Association shall have the power to adopt Bylaws and to appoint its officers

and directors, as well as promulgate reasonable regulations relating to the matters within its

purpose.

L. Where a holder, unrelated to the owner, of a bona fide first mortgage of record obtains title to a Parcel as a result of foreclosure, or deed in lieu of foreclosure, of said first mortgage, such acquirer of title, its successors and assigns, shall not be liable for the share of the expenses of the assessments by the Association chargeable to such Parcel which became due prior to the acquisition of title to such Parcel by such acquirer. As used in this Declaration, the term "mortgage" shall include deed of trust and agreement for sale and "mortgagee" shall include

the Beneficiary under a deed of trust and vendor under an agreement for sale. Such acquirer shall be responsible, as any Owner, for assessments charged subsequent to the acquisition.

Delinquent assessments, monetary penalties, and other fees and charges which are

uncollectible may be reallocated and assessed on a per acre ownership basis to all Parcels. Any assessments, monetary penalties, and other fees and charges against the Parcel which accrue prior to such sale or transfer remain the obligation of the defaulting Owner. Taxes, assessments, and charges which may become liens prior to a Mortgage relate only to the individual Parcel and not to the Property as a whole.

M. In the event the Association determines that any Parcel Owner has not complied with the provisions of this Declaration, then the Association may, at its option, give written notice to the Owner of the complained of condition. The owner shall correct same or, if not readily correctable within fifteen (15) days after notice from the Association, the owner shall submit corrective plans proposing its remedy of the condition complained of within fifteen days after notice from the Association. The Association shall approve or disapprove any plans submitted by the Owner and set forth a reasonable time for correction of the complained of condition. In the event such condition is not corrected according to the approved plans, and within the allotted time, the Association shall have the right to undertake to remedy such condition or violation. The cost thereof shall be an assessment to such Owner and enforceable by the Association as any other assessment. The Association is hereby granted the right of entry on the affected Parcel to correct the condition or violation.

4. Expansion

Declarant reserves the right to incorporate additional land within this Declaration by specific reference thereto. Any such expansion to be included within this Declaration shall be subject to the terms and conditions of this Declaration, but may include reasonable variances.

5. Architectural and Design Control

No Parcel leveling, excavation, grading, planting, or landscaping, and no residence, outbuilding, fence, or wall, or other improvement or installation, shall be commenced, erected, placed, or altered on any Parcel, until the plans and specifications therefore, showing the nature, kind, shape, materials, floor plans, and locations shall have been submitted in writing to and approved by the Board, which may assign its duties hereunder to an Architectural Control Committee (Committee), and a copy thereof is finally approved and lodged permanently with the Committee. The Committee shall have the right to refuse to approve any such plans or specifications which are not suitable or desirable in its opinion for aesthetic reasons, or not in accordance with the overall theme of Crossroads Ranch Phase II, or for any other reason, and in so passing upon such plans and specifications, it shall have the right to take into consideration the suitability of the proposed building or other structure, and the material which is to be used, the site upon which it is proposed to be erected, the harmony with the surroundings, and the effect of the proposed structure on the outlook from adjacent or neighboring property. All plans must comply with Yavapai County requirements.

A. Membership. The Committee shall be initially composed of three individuals as appointed by their successors and assigns. Prior to the expiration or surrender of Declarant Control Period, the Declarant shall appoint and remove Committee members at its discretion. The members of the Committee shall not be entitled to any compensation for services performed pursuant to this covenant, but shall be entitled to reimbursement for reasonable costs expended, as approved by the Association. The members of the Committee shall incur no liability for their acts or omissions.

B. Procedure. The Committee's approval or disapproval as required in this Declaration shall be in writing. Actions of the Committee shall be by the majority vote of the members of the Committee. All decisions of the Committee shall be final and no Parcel Owner or other party shall have recourse against the Committee or its designated representatives, or its members, for its disapproval or refusal to approve. In the event the Committee or its designated representative fails to approve or disapprove within thirty (30) days after the plans and specifications have been submitted to it, the plans and specifications shall be deemed to have been approved. Provided, however, the plans shall not be considered to be delivered to the Committee until they are complete in every respect and have been submitted together with every item of additional information, material samples, or more specific plan, details as requested in writing by the Committee. With every request for approval of an improvement, the Owner shall include a document review fee payable to the Board, which fee is initially set at $75.

C. Indemnity. Each Owner who submits a request for approval of an improvement or alteration shall indemnify, defend, and hold the Declarant, the Association, the Committee, their officers, directors, shareholders, and Members harmless for, from, and against all costs, claims, or charges arising from the submission of the request, any action taken on the request, and from the construction of the improvements, or the implementation of an alteration.

6. General Restrictions Applicable to All Parcels

A. Land Use. No building other than one single family dwelling residence and a private garage, a guest house or servants’ quarters, and other outbuildings as approved by the Committee, and as are in compliance with applicable zoning, shall be erected, maintained, placed, or permitted on any Parcel. No improvements may be commenced without the appropriate building permits having been first obtained. Any guest house, which may include a kitchen, or servants’ quarters, shall be for the use of bona fide guests or servants, as the case may be, or the occupants of the main residence, or members of such occupant’s family, and shall not be rented or leased separate from the main residence.

No manufacturing or commercial enterprise shall be maintained or conducted upon, in front "of, or in connection with any Parcel. However, home offices, and other appropriate, casual, and non-intrusive business uses may be permitted upon the specific written consent of the Committee.

No Parcel shall be divided smaller than that allowed by applicable governmental regulations and ordinances but in no event shall a Parcel be created which is smaller than 8 acres in size. Further, no original Parcel shall be divided into more than three Parcels. No Parcel may be divided without first obtaining the approval of the Declarant and the Architectural Control Committee as to its size, shape, and plan for access to the Parcel created. The Declarant may assign its right to approve Parcel divisions to the Architectural Control Committee.

B. Completion Time. Construction of a residence shall be finished and completed no later than 1 year after the issuance of a building permit by the appropriate regulatory body, with any approved barn or shed being completed within 6 months of the permit.

C. Minimum Sizes and Roofs. Any single-family residential structure or approved barn, shed, or other improvement placed upon any Parcel shall be constructed from new material or its equivalent, and as may be approved by the Committee. No reflective roofs shall be allowed. Any primary residential structure shall contain a minimum of 1,500 square feet of living

area, exclusive of carport, garage, open porches, and patio. The minimum size of guest houses

shall be as approved by the Committee.

D. Location. No dwelling or other building improvement shall be erected or placed on any Parcel nearer than 100 feet to any boundary line, unless approved in writing by the Architectural Control Committee. It is understood that the above set-back lines and all other use restrictions contained in this Declaration are in addition to zoning and other land use regulations adopted by governmental authorities and the more restrictive must be followed.

E. Mobile Homes. Mobile homes shall not be permitted to be placed on any Parcel permanently or temporarily.

F. Temporary Structures. No structure of a temporary character, motor home, recreational vehicle, or travel trailer, regardless of its nature or form, shall be used as a residence at any time.

G. Roads. Maintenance of the roads as designated on the Results of Survey, whether

as separate Parcels or easements, shall be the sole responsibility of the Association. The

Declarant or the Association shall have the right to convey any such easements and/or roadways to the County.

H. Signs. Signs (including, but not limited to, For Sale or For Rent signs) are not permitted on the Property without the prior written approval of the Board; provided, however, that an unlighted, neatly painted Sale or For Rent sign not to exceed ‘2' by 2' in size may be placed on the Parcel after the expiration of the Period of Declarant Control. None of the sign restrictions in the Declaration apply to the Declarant for the purpose of selling the Parcels pursuant to a Public Report issued by the State of Arizona.

I. Public Events. No public events shall be held on any Parcel.

J. Livestock, Poultry and Domestic Animals. Horses, cattle, and domestic animals are allowed to be kept on the Property in reasonable numbers. The casual breeding of animals for profit is permitted. The commercial raising of livestock is not permitted. The Architectural Control Committee, in its sole discretion, shall decide which uses are casual and which are commercial and, may in its exclusive discretion, make exception to this provision. A written opinion can be obtained from the Committee as to any proposed use which may be questionable. All livestock, poultry, and domestic animals shall be maintained so as to avoid creation of a hazard or nuisance to owners of other Parcels. Dogs shall be kept within fenced areas or held on leashes. No pigs, ostriches, fighting chickens, pit bull dogs, or wild animals of any kind are permitted. All livestock and poultry shall be confirmed within a fenced area, and all fences for any livestock or animals shall be constructed of new material or the equivalent and be of such height and strength as to adequately contain all permitted livestock or animals. All areas maintained for livestock and poultry shall at all times be kept clean and odor free, with all manure removed on a regular basis.

K. Agriculture and Mineral Exploration. The raising of agricultural crops for personal use is allowed; all commercial agricultural use is prohibited. No noxious or offensive crops or weeds are permitted. All agricultural use shall be performed in accordance with good farmer-like practices.

No portion of the Property may be used to explore for or to remove any oil or other hydrocarbons, gold, silver, minerals of any kind, gravel, earth, or other earth substance of any kind.

L. Garbage and Refuse Disposal. No Parcel shall be used or maintained as a dumping ground for rubbish or hazardous or toxic waste or materials. Trash, garbage, or other waste shall not be kept except in sanitary containers. All containers for the storage of such material shall be kept in a clean and sanitary condition. No outdoor burning of rubbish shall be permitted on any Parcel. The regular removal of garbage and refuse is the Parcel Owner’s responsibility.

M. Water Supply and Individual Sewage Systems. Individual sewage disposable systems to serve the Parcel shall be permitted on the Parcel. All individual sewage systems shall be constructed to Yavapai County Health Department standards. No individual sewage disposable system shall be installed within 100 feet of any property line. No sewage disposable system shall be installed without first obtaining the Health Department Sewage Disposal Permit. All sewage systems shall be kept as not to disturb surrounding neighbors and Property with offensive odors and sights, and located so as to minimize grading and disturbance to existing vegetation. Individual domestic wells must be installed in compliance with the rules and regulations of the Arizona Department of Water Resources and local regulatory agencies.

N. Protective Screening. Ail clotheslines, equipment, propane tanks, service yards, wood piles, and storage areas shall be kept screened by adequate planting or fencing so as to conceal them from view of neighboring Parcels or streets. No laundering will be permitted except inside an approved structure with approved plumbing.

O. Parking, Storage, and Repairs. Boats, boat trailers, camping trailers, campers,

travel trailers, or any other recreational vehicles, sporting or camping equipment shall not be stored or parked within 100 feet of the boundary lines of the Parcel, nor adjacent to roads nor on the roads. No repairs, rebuilding, or maintenance work shall be performed on any motor vehicle, travel trailer, boat, boat trailer, camper, or other piece of equipment outside of a garage or a screened area on any Parcel and under no condition on any road. None of the above shall be allowed to be abandoned on any Parcel. No parking shall be allowed on any road.

P. Antennas and Generators. No antenna, satellite dish, or power generators shall be installed in a manner that will disturb the surrounding neighbors and/or Property. The placement of any antenna, satellite dish, or power generator must have Architectural Control Committee approval before it is placed on the Parcel. The Architectural Control Committee shall have the final decision on a dispute regarding a Parcel Owner's antenna, satellite dish, or power generator and what effect it has on the surrounding neighbors.

Q. Nuisances. No Parcel Owner shall place or maintain any animate or inanimate object upon any Parcel so as to create a nuisance to the Owners of the neighboring parcels. No vehicles or motors of any type without mufflers shall be allowed. No all-terrain type vehicles or off-road motorcycles shall be operated, except within the confine of the Owner's individual Parcel. No firearms may be discharged in any area of the Property.

R. Leases. An Owner may not (i) lease less than his entire Parcel; (ii) lease for a period of less than thirty days; (iii) enter into an oral lease; or (iv) exempt the tenant from the terms of this Declaration. Failure by the tenant (or sub-tenant) to comply with this Declaration is a default under the lease. Upon leasing his Parcel, an Owner shall promptly notify the Association of the commencement date and termination date of the lease and the names and telephone numbers of each person who will be occupying the Parcel.

7. Special Reservation of Rights Concerning Grazing Rights and Fees and Utility

Companies.

The Declarant hereby expressly reserves these rights:

Declarant excepts and reserves to itself, its successors and assigns, an easement and right for

grazing horses and other livestock on all the Property, provided that this easement does not affect any, Parcel sold to an Owner after and while the Owner, at the Owner's sole expense, has erected sufficient fencing to keep livestock off of, (or restrained within) the Parcel. All grazing fees received are the exclusive property of the Declarant (and its assigns). Parcel Owners have no right to all or any part of these grazing fees.

Declarant excepts and reserves to itself, its successors and assigns, the exclusive rights but not the obligations to establish and operate a water company, a community or municipal sewer system, a cable television company, a telephone company and any other common utility system and, including, but not limited to, the rights to enter into any part of the Property from time to time to install, maintain, replace and repair all water or sewer or lines, pumps, tanks, electric or other utility connections reasonably related to systems of this type for the delivery of water, sewer, television, telephone, other electric signals or other utilities. The Declarant and its successors or assign reserve the right to execute and deliver any additional documents or grants of easement or license reasonably required to implement the general purpose of these reservations.

8. Declarant's Special Rights

A. Reservation of Rights. In making this Declaration, the Declarant specifically reserves to itself and its successors and assigns these powers and rights (Development Rights) for the Period of Declarant Control.

B. Period of Declarant Control. Period of Declarant Control means the time period commencing on the date this Declaration is recorded and ending on the later of (i) Ninety days

after the conveyance of eighty-five percent of the Parcels to Owners other than the Declarant; or (ii) Three years after Declarant or its successor has ceased to offer Parcels for sale in the

ordinary course of business in Phase II or in any related phase of Crossroads Ranch or in any

contiguous or associated real property, including, but not limited to, the real property previously known as the Matli Ranch. Provided, however, that Declarant or its successor may declare an earlier termination to be effective on the date of recording in the Yavapai County Recorder's Office of a Notice of Relinquishment of all or part of the Declarant's Rights.

C. Development Rights. Development Rights means the right of Declarant or its successor or assign, subject to all applicable government laws and regulations, during the Period of Declarant Control to:

i. Add or remove Property from this Declaration;

ii. Amend the Results of Survey and legal description of the Property to

withdraw or add additional real estate to the defined Property, or redefine the Property and as otherwise provided below;

iii. Make the Property part of a larger or smaller planned community;

iv. Provide alternate permanent access to the property and in its sole

discretion to abandon or reconvey existing access easements to the property.

v. To dedicate any ingress, egress, public utilities roadway, or drainage

easement to Yavapai County;

vi. Maintain sales offices, management offices, models, and signs advertising

the Property, conduct tours of the Property, and conduct any event or promotion desired by Declarant in its exclusive discretion to assist its sales activities;

vii. Appoint or remove any officer of the Association or any member of the

Board, or any committee of the Board including the Architectural Control Committee during the Period of Declarant Control;

and

viii. In its absolute discretion waive any restriction, or reject any proposed

improvement or alteration for any reason, including but not limited to aesthetics or potential negative impact on its ability to sell its remaining Parcels.

9. General Provisions

A. Enforcement. The covenants, conditions, and restrictions contained in this Declaration shall run with the land and shall be binding upon all persons owning, leasing, subleasing, or occupying any Parcel after the date on which this instrument shall have been recorded in the office of the Recorder of Yavapai County, State of Arizona. This Declaration may be enforced by the Declarant, by any owner or lessee of any Parcel, by the holder of a bona fide first mortgage on any Parcel, by the Association, or any one or more of said persons acting jointly; provided, however, that any breach by reason thereof shall not defeat or adversely affect the lien of a bona fide first mortgage upon any Parcel, but each and all said covenants, conditions and restrictions shall be binding upon and effective against any Owner, lessee, or occupant of said Parcel whose title thereto is acquired by foreclosure, or otherwise, and provided also that the breach of any said covenants, conditions, and restrictions may be enjoined, abated, or remedied by appropriate proceedings, notwithstanding the lien or existence of any such bona fide first mortgage. All instruments of conveyance or assignment of any interest in all or any part of the Property may refer to this instrument and shall be subject to the covenants, conditions, and restrictions herein contained as fully as though this instrument were therein set forth in full; provided, however, that the terms and conditions of this instrument shall be binding upon all persons affected by its terms, whether express reference is made to this instrument or not, and shall be governed by laws of the State of Arizona.

B. Declarant’s Exemption. Nothing herein shall be construed as prohibiting Declarant from maintaining a sales office on any Parcel or engaging in sales activities which Declarant deems appropriate in its sole and exclusive discretion.

C. Invalidity. Invalidation of any of these covenants, Conditions, or restrictions by

judgment, court order, or otherwise shall in no way affect the validity of any of the other provisions of this Declaration, all of which shall remain in full force and effect.

D. Amendments. This Declaration may be amended during the period ending ten years immediately following the date of the recording of this Declaration only by instrument executed by the Owners of at least seventy percent of the Parcels, included or incorporated within this Declaration, and such amendment shall not be effective until the recording of such instrument. Thereafter, this Declaration may be amended by instrument executed by the owners of at least two-thirds of the Parcels, included or incorporated within this Declaration, and such amendment shall not be effective until the recording, of such instrument.

E. Term. The covenants, conditions, and restrictions of this Declaration, as the same may hereafter be amended in accordance with the terms hereof, shall remain in full force and effect for a term of twenty years from and after the date of recording of this Declaration, from which time they shall be automatically renewed and extended for successive periods of ten years each, unless terminated as of the end of such initial twenty years or any successive ten years within the six month period immediately preceding the expiration of such initial period, or any renewal period, by all instrument of termination executed and acknowledged by the Owners of at least two-thirds of the Parcels, included or incorporated within this Declaration, and recorded in the office of the Yavapai County Recorder.

F. Notices. All notices, demands, statements or other communications required to be given to or served on an Owner under this Declaration shall be in writing and are deemed to have been duly given and served if delivered personally or sent by United States mail, postage prepaid, return receipt requested, addressed to the Owner, at the address placed on file by the Owner with the Association or, if no address is on file, then at the address listed in the records of the Yavapai County Assessor for the Owner of that Parcel. An Owner may change his address on file with the Association for receipt of notices by delivering a written notice of change of address to the Association pursuant to this Section. A notice given by mail, whether regular, certified, or registered, shall be deemed to have been received by the person to whom the notice was addressed on the earlier of the date the notice is actually received or three days after the notice is mailed. If a Parcel is owned by more than one person, notice to one of the Owners shall constitute notice to all Owners of the same Parcel. Each Owner shall file his correct mailing address with the Association, and shall promptly notify the Association in writing of any subsequent change of address.

During the Period of Declarant Control, a copy of all notices intended for the Declarant or the Association shall be sent to these addresses and to any other address specified in a Request for Notice subsequently recorded in the County Recorder's Office in Yavapai County, Arizona.

AMENDMENT TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

This Amendment to the Declaration of Covenants, Conditions and Restriction (Declaration) for Crossroads Ranch Phase II Property Owner’s Association (Crossroads Ranch Phase II, III, IV, V and Valley View Estates), (Association) is made this 19th day of September 2004, by the Crossroads Ranch Phase II Property Owner’s Association.

RECITALS

A. A Declaration of Covenants, Conditions, and Restrictions for the Association was recorded on June 25, 1996, in Book 2331, pages 854-867, in Yavapai County, Arizona.

B. Article 6, Section F “Temporary Structures”.

C. The members of the Association desire to amend the Declaration in the manner set forth in this Amendment.

Pursuant to Article 9, Section D of the Declaration, the following Resolution is hereby adopted by the undersigned, all being directors of the Association.

NOW THEREFORE, the Declaration Article 6, Section F, is hereby amended as follows:

By replacing Article 6, Section F, “Temporary Structures” with the following “Temporary Dwelling”.

Temporary Dwelling. Occupancy by the property owners of temporary housing, including motor homes, travel trailers and recreational vehicles during construction of a permanent residential structure is permitted during the twelve (12) month period after the issuance of a building permit and written Association Board approval. A temporary dwelling permit from Yavapai County must be obtained prior to occupancy of the temporary housing.

NOTICE OF RELINQUISHMENT OF DECLARANT’S RIGHTS

AS DEFINED IN THE DECLARATION OF COVENANTS, CONDITIONS

AND RESTRICTION OF CROSSROADS RANCH PHASE II

This NOTICE OF RELINQUISHMENT OF DECLARANT’S RIGHTS AS DEFINED IN THE DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTION OF CROSSROADS RANCH PHASE II is entered into this 8th day of December, 2004 by and between the Crossroads Ranch Phase II Property Owners Association, an Arizona non-profit corporation (the “Association”) and Bluegreen West Corporation, a Delaware Corporation (formally known as Properties of the West, Inc., a Delaware Corporation) and hereinafter referred to as (the “Declarant”).

WITNESSED

WHEREAS, on June 25, 1996 a Declaration of Covenants, Conditions and Restrictions for Crossroads Ranch Phase II (“Declaration”) was filed in Book 3231, pages 854 thru 867, records of Yavapai County Recorder, by Declarant; and

WHEREAS, the Declarant’s Special Rights pursuant to Article 8 are only effective for the Period of Declarant Control; and

WHEREAS, the Period of Declarant Control pursuant to Article 8, Section B may be terminated by the Declarant on the date of recording in the Yavapai County Recorder’s Office a Notice of Relinquishment of all or part of the Declarant’s Rights; and

WHEREAS, the Declarant is represented by Thomas Gross, Vice President, Bluegreen West Corporation; and

WHEREAS, the Association hereby consents to the Relinquishment of all of the Declarant’s Rights; and

THEREFORE, the parties agree as follows:

1. The letter written by Thomas Gross, Vice President, Bluegreen West Corporation as seen in Exhibit A and received by the Association on November 19, 2004 will be used as the Notice of Relinquishment of all the Declarant’s Rights effective on the date of recording in the Yavapai County Recorder’s Office

EXHIBIT A

March 6, 2003

Mr. Charles Parkins

Community Association Manager

Crossroads Ranch POA

P.O. Box 10000

Prescott, AZ 86304

Re: Crossroads Ranch

Dear Mr. Parkins:

In response to your inquiry concerning the Developer’s reservations of rights, I hereby confirm that the “Developer’s Reservations of Rights with regard to the Crossroads Ranch Property Owners Association has expired”.

Please let me know if there are any additional questions or concerns that you may have.

Cc: Raoul T. Jacques, P.C.

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

This Amendment to the Declaration of Covenants, Conditions and Restriction (Declaration) for Crossroads Ranch Phase II Property Owner’s Association (Crossroads Ranch Phase II, III, IV, V, and Valley View Estates), (Association) is made this 21st day of July 2006, by the Crossroads Ranch Phase II Property Owner’s Association.

RECITALS

A. A Declaration of Covenants, Conditions, and Restrictions for the Association was recorded on June 25, 1996, in Book 2331, pages 854-867, in Yavapai County, Arizona.

B. Article 6, Section J “Livestock, Poultry and Domestic Animals”.

C. The members of the Association desire to amend the Declaration in the manner set forth in this Amendment.

Pursuant to Article 9, Section D of the Declaration, the following Resolution is hereby adopted by the membership with owners of 74.5% of the parcels as of July 19, 2006 signing an instrument in favor of the change and attested to by the undersigned directors of the Association.

NOW THEREFORE, the Declaration Article 6, Section J, is hereby amended as follows:

6. General Restrictions Applicable to All Parcels.

J. Livestock, Poultry and Domestic Animals. Horses, cattle, and domestic animals are allowed to be kept on the Property in reasonable numbers. The casual breeding of animals for profit is permitted. The commercial raising of livestock is not permitted. The Architectural Control Committee, in its sole discretion, shall decide which uses are casual and which are commercial and, may in its exclusive discretion, make exception to this provision. A written opinion can be obtained from the Committee as to any proposed use which may be questionable. All livestock, poultry, and domestic animals shall be maintained so as to avoid creation of a hazard or nuisance to owners of other Parcels. Dogs shall be kept within fenced areas or held on leashes, or under the owner’s control. No pigs, ostriches, fighting chickens, pit bull dogs, or wild animals of any kind are permitted. All livestock and poultry shall be confirmed within a fenced area, and all fences for any livestock or animals shall be constructed of new material or the equivalent and be of such height and strength as to adequately contain all permitted livestock or animals. All areas maintained for livestock and poultry shall at all times be kept clean and odor free, with all manure removed on a regular basis.

AMENDMENT TO THE

DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS

OF CROSSROADS RANCH PHASE II PROPERTY OWNERS’ ASSOCIATION, INC.

This Amendment to the Declaration of Covenants, Conditions and Restriction (Declaration) for Crossroads Ranch Phase II Property Owner’s Association, Inc. (Crossroads Ranch Phase II, III, IV, V and Valley View Estates), (the “Association”), is made effective as of the date of its recording in the official Records of Yavapai County, Arizona.

RECITALS

A. On June 25,1996, a Declaration of Covenants, Conditions, and Restrictions for the Association was recorded in Book 2331, pages 854-867, in Yavapai County, Arizona.

B. Pursuant to Article 9, Section D "Amendments” of the Declaration after the period ending ten (10) years after the date of the recording of the Declaration, the Declaration may be amended by an instrument executed by the owners of at least two-thirds (2/3) of the parcels, included or incorporated within this Declaration, and such amendment shall not be effective until the recording of such instrument

C. The undersigned individuals constitute the owners of at least two-thirds (2/3) of the parcels as of July 11, 2010.

D. By executing this amendment to the Declaration, the undersigned owners intend to amend the Declaration as hereinafter set forth.

NOW THEREFORE, the Declaration Article 9, Section D, is hereby amended in its entirety to provide as follows:

9. General Provisions

D. Amendment. This Declaration may be amended at any time by the written approval or the affirmative vote, or any combination thereof, of the Owners representing not less than two- thirds (2/3) of the Parcels, included or incorporated within this Declaration. If the necessary votes and approvals are obtained, then the Board shall cause any amendment of this Declaration to be recorded in proper form with the County Recorder of Yavapai County, Arizona, duly signed by the President or Vice President of the Association and attested by the Secretary of the Association, with their signatures acknowledged. Thereupon, any amendment shall be given full force and effect.

Each owner consenting to this Amendment by signing a Signature Page attached to this Amendment is conclusively presumed to have the authority to consent, and no contrary provision in any mortgage or contract between the Owner and a third party will affect the validity of such consent of this Amendment this Amendment shall become effective upon recording of the same in the Official Records of Yavapai County, AZ.

Except as specifically modified by this Amendment, the Declaration shall remain in full force and effect in accordance with its terms. In the event of any conflict or inconsistency between the terms of this Amendment and the Declaration, the terms of the Amendment shall control. Capitalized terms used but not specifically defined in this Amendment shall have the meaning prescribed in the Declaration.

NOTICE

For pages 2-42 of this amendment please reference:

Yavapai County website (www.co.yavapai.az.us)

Under “Recorded Documents” search for:

Book & Page: B-4753 P-643

Document#: 2010-4404257

Date: 7/22/2010

Pages 2 - 42 of this document are the signatures of the owners of the 163 parcels that have approved this amendment.

Summary of parcel owners vote on this amendment available on Crossroads Ranch Phase II Property Owners Association, Inc. website (www.crossroadranch.org).

DO NOT REMOVE

THIS IS PART OF THE OFFICIAL DOCUMENT

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

Yavapai County, Arizona

On June 25, 1996 a Declaration of covenants, Conditions and Restrictions for Crossroads Ranch Phase II ("Declaration") was filed at Book 3231, pages 854-867, records of Yavapai county Recorder, by Properties of the West, Inc., a Delaware Corporation, hereinafter referred to as (''Declarant”).

Declarant hereby, pursuant to Article 4 of the Declaration, amends the Declaration to include the following:

Property described as Parcels 70 thru 95, Crossroads Ranch Phase III, as recorded in Book 37 of Land surveys, page 93, in the office of the county Recorder of Yavapai County, Arizona, is hereby submitted to the Declaration and. subject to all the terms, provisions and conditions set forth therein.

All provisions and conditions of the Declaration shall remain in full force and effect.

* THIS DOCUMENT IS BEING RE-RECORDED FOR THE SOLE PURPOSE OF C0RRETING THE PHASE NUMBER.

Dated the 13 day of March, 1997.

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

Yavapai County, Arizona

On June 25, 1996 a Declaration of Covenants, Conditions and Restrictions for Crossroads Ranch Phase II ("Declaration") was filed at Book 3231, Pages 854 thru 867, records of Yavapai County Recorder, by Properties of the west, inc., a Delaware Corporation, herein after referred to as ("Declarant").

Declarant hereby, pursuant to Article 4 of the Declaration, amends the Declaration to include the following:

Property described as Parcels 95 thru 100, and 102 thru 107, Crossroads Ranch Phase IV, as recorded in Book 38 of Land Surveys, Pages 59-60, in the Office of the County Recorder of Yavapai County, Arizona, is hereby submitted to the Declaration and subject to all the terms, provisions and conditions set forth therein.

All provisions and conditions of remain in full force and effect.

Dated this 22nd day of September, 1997.

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

Yavapai County, Arizona

On June 25, 1996 a Declaration of covenants, Conditions and Restrictions for Crossroads Ranch Phase II (“Declaration") was filed at Book 3231, Pages 854 thru 867, records of Yavapai County Recorder, by Properties of the west, inc., a Delaware Corporation, hereinafter referred to as ("Declarant”).

Declarant hereby, pursuant to Article 4 of the Declaration, amends the Declaration to include the following:

Property described as Parcels 70 thru 94, Crossroads Ranch Phase III, as recorded in Book 40 of Land Surveys, pages 36-39, in the office of the County Recorder of Yavapai County, Arizona, is hereby submitted to the Declaration and subject to all the terms, previsions and conditions set forth therein.

All provisions and conditions of the Declaration shall remain in full force and effect.

Dated this 30th day of October, 1997.

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

Yavapai County, Arizona

On June 25, 1996 a Declaration of Covenants, Conditions, and Restrictions for Crossroads Ranch Phase II (“Declaration*’) was filed at Book 3231, Pages 854 thru 867, records of Yavapai County Recorder, by Properties of the West, Inc., a Delaware Corporation, hereinafter referred to as (“Declarant”).

Declarant hereby, pursuant to Article 4 of the Declaration, amends the Declaration to include the following:

Property described as Parcels 1 thru 5, Valley View Estates, as recorded in Book 47 of Land Surveys, Page 94, in the Office of the County Recorder of Yavapai County, Arizona, is hereby submitted to the Declaration and subject to the terms, provisions and conditions as set forth therein, except as follows:

Article 3, paragraph G shall be amended in part to read: “The initial assessments shall be as follows:

THESE FIGURES ARE DOLLARS PER ACRE PER YEAR.

Article 6, paragraph A shall be amended in part to read: “…No Parcel shall be divided smaller than allowed by applicable governmental regulations and ordinances, but in no event shall a Parcel within Crossroads Ranch be created which is smaller than 8 acres in size. With regard to Valley View Estates, no Parcel shall be created that is smaller than 2.75 acres in size. Further, no original Parcel in Crossroads Ranch shall be divided into more than 3 Parcels. No original Parcel in Valley View Estates shall be divided into more than 5 Parcels. ...”

Article 6, paragraph D shall be amended in part to read: “...No dwelling or other building improvement shall be erected or placed on any Parcel within Crossroads Ranch nearer than 100 feet to any boundary line, and within Valley View Estates nearer than 40 feet to any boundary line, unless approved in writing by the Architectural Control Committee. ...”

Article 6, paragraph M shall be amended in part to read: “...No individual sewage disposal system shall be installed within Crossroads within 100 feet of any property line and within Valley View Estates within 40 feet of any property line. ...”

Article 6, paragraph O shall be amended in part to read: “...Boats, boat trailers, camping trailers, campers, travel trailers, or any other recreational vehicles, sporting or camping equipment shall not be stored or parked within 100 feet of a Crossroads Ranch parcel boundary lines and not within 40 feet of a Valley View Estates Parcel boundary lines and not adjacent to or on the roads of Crossroads Ranch and Valley View Estates. ...”

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

By an annexation to Declaration of Covenants, Conditions, and Restrictions - Crossroads Ranch Phase II (“Annexation”) dated May 12, 1999, and recorded in the records of Yavapai County in Book 3662, Page 784, Declarant, Bluegreen West Corporation, included Parcels 1 through 5 of Valley View Estates (Book 46 of Land Surveys, page 94) within the Declaration.

Subsequently, such Annexation was re-recorded in Book 3697, Page 368 to delete from the Annexation a portion of Parcel 2 of Valley View Estates.

This Amendment to the Annexation is to delete from the Annexation an additional portion of Parcel 2, which additional deleted portion is described on Exhibit “A” attached. The balance of said Parcel 2 shall remain subject to the Annexation.

Declarant has executed this Amendment pursuant to its reserved right under Paragraph 8.C.1, of the Declaration.

Dated this 25th day of January, 2001.

Exhibit A

That certain portion of Lot 2 of Valley View Estates as recorded in the "Amended Record of Survey for Valley View Estates" in Book 49 of Land Surveys, Page 66, Yavapai County Records, Arizona located in Section 17, Township 16 North, Range 3 West, of the Gila and Salt River Meridian, Yavapai County, Arizona, more particularly described as follows:

COMMENCING at the Southwest corner of said lot;

Thence North 02° 27 51" "East along the westerly line of said lot a distance of 303.11 feet to the POINT OF BEGINNING;

Thence continuing North 02° 27’ 51” East a distance of 269.75 feet;

Thence South 79° 51’ 35” East leaving said westerly line a distance of 369.85 feet;

Thence South 04° 03’ 10” West a distance of 619.62 feet to a point on the Northerly Right-of- Way line of the Williamson Valley Road as recorded In Book 11, Page 47, Yavapai County Records;

Thence North 62° 07’ 46" West along said Right-of-Way a distance of 12.98 feet to terminus of said Right-of-Way, the beginning of a 25’ easement for public utilities, public roadway, and drainage purposes, and the beginning of a nontangent curve concave to the southwest and having a radius of 1471.23 feet, the radius point of which bears South 28° 09' 35" West;

Thence northwesterly along said curve thru a central angle of 09° 31’15" an arc length of 244.47 feet to a point on an existing well casement as recorded in the said "Amended Record of Survey for Valley View Estates":

Thence North 20° 15’ 50” West along said well easement a distance of 334.90 feet, to the POINT OF BEGINNING.

Containing 4.59 acres more or less.

Exhibit A

“Include Map from original document”

ANNEXATION TO DECLARATION OF

COVENANTS, CONDITIONS AND RESTRICTION

CROSSROADS RANCH PHASE II

This ANNEXATION TO DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTION CROSSROADS RANCH PHASE II (the “annexation”) is entered into this

The 14^th day of July, 2004 by and between the Crossroads Ranch Phase II Property Owners Association, an Arizona non-profit corporation (the “Association”), Bluegreen West Corporation, a Delaware Corporation (formally known as Properties of the West, Inc., a Delaware Corporation) and hereinafter referred to as (the “Declarant”), and the Owner(s) of the Property to be annexed.

WITNESSED

WHEREAS, on June 25, 1996 a Declaration of Covenants, Conditions and Restrictions for Crossroads Ranch Phase II (“Declaration”) was filed at Book 3231, pages 854 thru 867, records of Yavapai County Recorder, by Declarant; and

WHEREAS, Declarant hereby, pursuant to Article 4 of the Declaration, amends the Declaration to include the property described on Exhibit A attached hereto as Lots 101C and 101D on Record of Survey recorded in Book 43 of Land Surveys, Page 58, in the Office of the County Recorder of Yavapai County, Arizona, which is a part of parcel 101, Crossroads Ranch Phase IV, as recorded in Book 38 of Land Surveys, Pages 59-60, in the Office of the County Recorder of Yavapai County, Arizona (the “Property”); and

WHEREAS, the undersigned owner(s) of the individual lots as described on Exhibit B attached hereto (the “Lots”) hereby' consent to and agree to the submission of their lots to the Declaration and acknowledge and agree to the terms contained therein, and further consent to and agree to the recording of the Annexation; and

WHEREAS, the Association hereby consents to the Annexation; and

THEREFORE, the parties agree as follows:

1. The Property, as described on Exhibit B attached hereto, is hereby submitted to the Declaration and subject to the terms, provisions and conditions as set forth herein.

2. The undersigned Owner(s) acknowledge that the Declaration was recorded to establish a general plan for the development and use of the property subject to the Declaration and in order to protect and enhance the value and desirability of the property subject to the Declaration. The Owners further acknowledge and provide their consent to bind their Lots and make their Lots subject to the Declaration.

Owners further acknowledge that their Lots shall be held, sold and conveyed subject to this Declaration. By acceptance of a deed or by acquiring any interest in any of the property subject to this Declaration, each person or entity, for himself or itself, his heirs, personal representatives, successors, transferees and assigns, binds himself, his heirs, personal representatives, successors, transferees and assigns to all of the provisions, obligations, limitations, restrictions, covenants, conditions, rules, and regulations now or hereafter imposed by this Declaration and any amendments thereto. In addition, each such person by so doing thereby acknowledges that the Declaration sets forth a general scheme for the development and use of the property subject to the Declaration and hereby evidences his or its intent that all the provisions, obligations, limitations, restrictions, covenants, conditions, rules, and regulations contained in this Declaration shall run with the land and be binding on all subsequent and future Owners, grantees, purchasers, assignees, lessees and transferees thereof. Furthermore, each such person fully understands and acknowledges that this Declaration shall be mutually beneficial, restrictive and enforceable by the Association and all Owners.

In witness whereof, each party to this Annexation has caused it to be executed effective

as of the date set forth above.

EXHIBIT A

“Include Map from original document”

EXHIBIT B

101-C

All that portion of Parcel 101, Crossroads Ranch Phase 4, as recorded in Book 38 of Land Surveys, Pages 59-60, Records of Yavapai County, Arizona and located in Section 3, Township 16 North, Range 3 West, Gila and Salt River Meridian, described as follows.

Beginning at the Northwest Corner of said Parcel 101, Thence, South 89°46’41” East, along the North Line of said Parcel 101, a distance of 1863.50 feet to the TRUE POINT OF BEGINNING.

Thence, South 89°46’41” East, along said North Line of Parcel 101 a distance of 769.29 feet to the Northeast Corner of said Parcel 101.

Thence, South 00°43’37” West, along the East Line of said Parcel 101, a distance of 965.00 feet.

Thence, South 86°20’36” West, 1257.16 feet.

Thence, North 27°32’42” West, 80.00 feet.

Thence, North 28°40’53” East, 1113.81 feet to the TRUE POINT OF BEGINNING.

Containing 24.00 Acres, more or less.

Together with and subject to all easements of record.

101-D

All that portion of Parcel 101, Crossroads Ranch Phase 4, as recorded in Book 38 of Land Surveys, Pages 59-60, Records of Yavapai County, Arizona and located in Section 3. Township 16 North, Range 3 West, Gila and Salt River Meridian, described as follows.

Beginning at the Northeast Comer of said Parcel 101, Thence, South 00°43’37” West, along the East Line of said Parcel 101, a distance of 965.00 feet to the TRUE POINT OF BEGINNING.

Thence, South 00°43’37” West, along said East Line of Parcel 101, a distance of 935.00 feet.

Thence, South 87°59’42” West, 1293.53 feet.

Thence, North 03°10’47” East, 901.39 feet.

Thence, North 86°20’36” East, 1257.16 feet to the TRUE POINT OF BEGINNING.

Containing 26.78 Acres, more or less.

Together with and subject to all easements of record.

EASEMENT

An Easement for Ingress, Egress, Utilities, Roadway and Drainage over that portion of Parcel 101, Crossroads Ranch Phase 4, as recorded in Book 38 of Land Surveys, Pages 59-60, Records of Yavapai County, Arizona and located in Section 3, Township 16 North, Range 3 West, Gila and Salt River Meridian.

Said Easement is 30.00 feet in width and lies 15,000 feet each side of the following described line.

Beginning at the Northwest Comer of said Parcel 101, Thence, South 33°51’25” West, along the Northwesterly Line of said Parcel 101, a distance of 846.74 feet to the TRUE POINT OF BEGINNING.

Thence, South 50°08’35” East, 50.00 feet.

Thence, along a curve to the Left with a Radius of 781.59 feet, a Delta of 61°30’00” and a Length of 838.95 feet.

Thence, North 62°21’25” East, 430.00 feet.

Thence, along a curve to the Right with a Radius of 324.44 feet, a Delta of 90°05’53”and a Length of 510.19 feet.

Thence, South 27°32’42” East, 386.96 feet to the END of this line description and said Easement terminating in a simple cul-de-sac with a Radius of 50.00 feet.