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Backup Documents 02/13/2024 Item #16A 3 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office DO r s) (8-0-t..s 4. BCC Office Board of County Commissioners 135 ri/.5 7/2S 5. Minutes and Records Clerk of Court's Office Aqg5 PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is nee ed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Lucia S.Martin,Development Review Phone Number x-2279 Contact/ Department Agenda Date Item was 02/13/2024 Agenda Item Number 16.A.3 Approved by the BCC Type of Document Performance Bond,Maintenance Number of Original 2 Attached Agreement Documents Attached PO number or account number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? LM 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. LM 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the LM document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's LM signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. j Some documents are time sensitive and require forwarding to Tallahassee within a certain f'_ time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 02/13/2024 and all changes made during ( N/A is not the meeting have been incorporated in the attached document. The County / an option for Attorney's Office has reviewed the changes,if applicable. this line. 9. Initials of attorney verifying that the attached document is the version approved by the V N/A is not BCC, all changes directed by the BCC have been made,and the document is ready for the \` an option for Chairman's signature. \ this line. I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 CONSTRUCTION AND MAINTENANCE AGREEMENT FOR SUBDIVISON IMPROVEMENTS THIS CONSTRUCTION AND MAINTENANCE AGREEMENT FOR SUBDIVISION IMPROVEMENTS entered into this 11th day of March , 2025 between AMERICAN PROPERTY INVESTMENTS ereinafter referred to as"Developer", and Board of County Commissioners of Collier County, Florida, hereinafter referred to as the"Board". RECITALS: A. Developer has, simultaneously with the delivery of this Agreement, applied for the approval by the Board of certain plat of a subdivision to be known as: Macedonia B. Chapter 4 and 10 of the Collier County Land Development Code required the Developer to post appropriate guarantees for the construction of the improvements required by said subdivision regulations, said guarantees to be incorporated in a bonded agreement for the construction of the required improvements. NOW, THEREFORE, in consideration of the foregoing premises and mutual covenants hereinafter set forth, Developer and the Board do hereby covenant and agree as follows: 1. Developer will cause to be constructed: Paving, Grading, Drainage, Utilities within 12 months from the date of approval said subdivision plat, said improvements hereinafter referred to as the required improvements. 2. Developer herewith tenders its subdivision performance security (attached hereto as Exhibit "A" and by reference made a part hereof) in the amount of$204,175.95 which amount represents 10% of the total contract cost to complete the construction plus 100% of the estimated cost of to complete the required improvements at the date of this Agreement. 3. In the event of default by the Developer or failure of the Developer to complete such improvements within the time required by the Land Development Code, Collier County, may call upon the subdivision performance security to insure satisfactory completion of the required improvements. 4. The required improvements shall not be considered complete until a statement of substantial completion by Developer's engineer along with the final project records have been furnished to be reviewed and approved by the County Manager or his designee for compliance with the Collier County Land Development Code. 5. The County Manager or designee shall, within sixty (60) days of receipt of the statement of substantial completion, either: a) notify the Developer in writing of his preliminary approval of the improvements; or b) notify the Developer in writing of his refusal to approve improvements, therewith specifying those conditions which the Developer must fulfill in order to obtain the County Manager's approval of the improvements. However, in no event shall the County Manager or designee refuse preliminary approval of the improvements if they are in fact constructed and submitted for approval in accordance with the requirements of this Agreement. 6. The Developer shall maintain all required improvements for a minimum period of one year after preliminary approval by the County Manager or his designee.After the one-year maintenance period by the Developer has terminated, the Developer shall petition the County Manager or designee to inspect the required improvements. The County Manager or designee shall inspect the improvements and, if found to be still in compliance with the Land Development Code as reflected by final approval by the Board, the Board shall release the remaining 10% of the subdivision performance security. The Developer's responsibility for maintenance of the required improvements shall continue unless or until the Board accepts maintenance responsibility for and by the County. 7. Six (6) months after the execution of this Agreement and once within every six (6) months thereafter the Developer may request the County Manager or designee to reduce the dollar amount of the subdivision 11/23/2021 Page 1 of 2 performance security on the basis of work complete, Each request for a reduction in the dollar amount of the subdivision performance security shall be accompanied by a statement of substantial completion by the Developer's engineer together with the project records necessary for review by the County Manager or designee. The County Manager or designee may grant the request for a reduction in the amount of the subdivision performance security for the improvements completed as of the date of the request. 8. In the event the Developer shall fail or neglect to fulfill its obligations under this Agreement, upon certification of such failure, the County Manager or designee may call upon the subdivision performance security to secure satisfactory completion, repair and maintenance of the required improvements. The Board shall have the right to construct and maintain, or cause to be constructed or maintained, pursuant to public advertisement and receipt and acceptance of bids, the improvements required herein. The Developer, as principal under the subdivision performance security, shall be liable to pay and to indemnify the Board, upon completion of such construction, the final total cost to the Board thereof, including, but not limited to, engineering, legal and contingent costs, together with any damages, either direct or consequential, which the Board may sustain on account of the failure of the Developer to fulfill all of the provisions of this Agreement. 9. All of the terms, covenants and conditions herein contained are and shall be binding upon the Developer and the respective successors and assigns of the Developer. IN WITNESS WHEREOF, the Board and the Developer have caused this Agreement to be executed by their duly authorized representatives this 1 1th day of March , 20 25 SIGNE IN THE PRESENCE OF: (Name of Entity) AMERICAN PROPERTY INVESTMENTS, LLC Witness: fi�.. . Q Spase Dimitrov gy; Pri e: ZARKO SURDOSKI-AUTHORIZED MEMBER ess: Printed Name/Title (President,VP,or CEO) N i kol i n a Dim itrova (Provide Proper Evidence of Authority) Printed Name: ATTEST: ... . CRYSTAL K.KINZEL;CLERK BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY,FLORIDA By: By: Depu •• .ptfestastoChairman's B/Ae,"%.•,40(4401A' - SAVPIO tZS cH tot r r\4n/ a tl Ap ed as to orm and le g�Hf�Fure only t 0AL _PULE K. p. P 6 rl`rc� Assistant County Attorney 11/23/2021 Page 2 of 2 Exhibit "A" Performance Security Collier County Growth Management Division 2800 Horseshoe Drive N. Naples, FL 34104 239-252-2400 RECEIPT OF PAYMENT Receipt Number: 20251318041 Transaction Number: 2025-042978 Date Paid: 05/09/2025 Amount Due: $204,175.95 Payment Details: Payment Method Amount Paid Check Number Check $204,175.95 1286 Amount Paid: $204,175.95 Change / Overage: $0.00 Contact: AMERICAN PROPERTY INVESTMENTS 1450 NORTHGATE DR NAPLES, FL 34105 FEE DETAILS: Fee Description Reference Number Original Amount GL Account Fee Paid Refundable Bonds PL20220006832 $204,175.95 $204,175.9 131-000000-220113 5 Cashier Name: Vanessa.McHenry Batch Number: 14032 Entered By: LuciaMartin Exhibit " B" Signing Authority 300.s (Requestor's Name) (Address) 200415972692 (Address) (City/State/Zip/Phone t 0 PICK-UP ❑ WAIT ❑ MAIL (business Entity Name) _t �+12r•l_Ii' it°3, / 3__i!lil ii_-l , (Document Number) Certified Copies Certificates of Status Special Instructions to Filing Officer, Office Use Only - 2 ZLL3 COVER LETTER TO: Registration Section Division of Corporations SUBJECT: 4-Y,./ l /1 �� X, � i/e2 Name of Limited a ty Company The enclosed "Application by Foreign Limited Liability Company for Authorization to Transact Business in Florida,"Certificate of Existence, and check arc submitted to register the above referenced foreign limited liability company to transact business in Florida. Please return all correspondence concerning this matter to the following: d e kDc a ;Jr Namtof Person ( ` 1 1- IFirm/Company --1-6/t1 fekf /1/6 -$‘—g00 Address City/State and Zip Code Ilf4d /e - St "1-TIC) f tja E-mail akdress: (to I used for future annual report notification) For further information concerning this matter, please call: ./...31 4U at ( d3c7 ) J -/ov ' Name of Contact Pc son Area Code Daytime Telephone Number Mailing Address: Street Address: Registration Section Registration Section Division of Corporations Division of Corporations P.O. Box 6327 The Centre of"Tallahassee Tallahassee, FL 32314 2415 N. Monroe Street, Suite 810 Tallahassee, FL 32303 Enclos is a check for the following amount: Plc .c make check payable to: FLORIDA DEPARTMENT OF STATE . S125.00 Filing Fee O SI 30.00 Filing Fee & ❑ SI55.00 Filing Fee & 0 S160.00 Filing Fee,Certificate Certificate of Status Certified Copy of Status& Certified Copy • • APPLICATION BY FOREIGN LIMITED LIABILITY COMPANY FOR AUTHORIZATION TO TRANSACT BUSINESS IN FLORIDA IN COMPIIA,\CE ttTl71 SEC770V 605.t' M'12,FLORIDA STA7U17:N 77IE FOLLOWING IS SLIBAII7777)TO REG/57 R A FOREIGN IIM[TFJ)LIABILITY COMPANY TO7RAt'&1CTBUSGS7':SS/,S'771E STA7E0FF7.ORID•1: (. amc of Foreign Limited Liability Comp ny';must in`ude"Limited Liability Company," or"LLC.") • 4rit 6 C, 7r C� c t-� �L�✓c m 144-S L-L ,If name unasatleble,enter alternate name adopted or the purpose (transacting business in Florida. the alternate name must include"Limited Liability Company,""I..L.C,"or"I.LC."1 1t � a�s1-- � 11Taci6 (Jurisdiction under the law of which foreign limited liability company is organized) IFF.I number,ii applicable) 4. Hti L/1-- 40 j 41 SA-C-- e) �s, �S (l)ate first transacted business to Florida,ifpnur to registration.) /e4- !Sec sections 605 090.1&605.0905.F.S.to determine penalty5. liability) 6. (Street Address of Principal Office) (Mailing Address) L‘r,-) 01.4-- zoOL/ 1 - . • 7. Name and street address of Florida registered agent: (P.O. Box NOT acceptable) Name: r Office Address: qS/1/4S-1 / 'r"�' l /G' L /1./ 1. Gf// 3 . Florida _N I v ity) (Zip code) Registered agent's acceptance: Having been named as registered agent and to accept service of process fir the above stated limited liability company at the place designated in this application. I hereby accept the appointment as registered a t and agree to act in this capacity. 1 further agree to comply with the provisions of all statutes relative to the p )per and co et performance of my duties,and 1 am familiar with and accept the obligations of my position as registered a t red age s sign n) R. For initial indexing purposes, list names, title or capacity and addresses of the primary members/managers or persons authorized to manage ]up to six(6) total]: Title or Capacity: Name and Address: Titletl or Capacity: Name and Address: u✓tanager Name: AKUS�yI Z l Manager Namc:Z,' v j K I i Member Address: / L'J ❑Member Address: 5 5 f'U� _y/l!( ❑Authorized /14� Clvt !f I t rr�L� LYOS[.07 ❑Authorized , Person Person Le.'Yl 4.)-,1-I y L ❑Other Other ❑Other ❑Other ❑Manager Name: ❑Manager Name: O Member Address: ❑Member Address: !❑Authorized ❑Authorized Person Person ❑Other ❑Other ❑Other ❑Other ❑Manager Name: ❑Manager Name: ❑Member Address: ❑Member Address: ❑Authorized ❑Authorized Person Person ❑Other ❑Other ❑Other ❑Other important Notice: Use an attachment to report more than six (6). The attachment will be imaged for reporting purposes only. Non- indexed individuals may be added to the index when filing your Florida Department of State Annual Report form. 9. Attached is a certificate of existence. no more than 90 days old,duly authenticated by the official having custody of records in the jurisdiction under the law of which it is organized. (If the certificate is in a foreign language.a translation of the certificate under oath of the translator must be submitted) 10.This document is executed in accordance with section 6 5.0203 (I) )r i'loridatutes am aware that any false information submitted in a document to the Department of State const ' t a thi -as provided for in s.817.1 55,F.S. Signatu of an a ioriica person j r• furfd 1 I 1�- (4LOr : t'J I)pcilurjpnru't name ofsigncc ,_,f File Number 0564747-9 St4)-1 ra,..._,----__. i lot r..' ,.‘. t �o -77-7 -='%11‘ gra 1,01r. k'`N, N\j% C, _,C)C. . C°---. " 14OSSUEr (0) /. N"-----9 .) Ib . rc---.1 ' . ' . 7.:l/1'�' To all to whom these Presents Shall Come, Greeting: I, Alexi Giannoulias, Secretary of State of the State of Illinois, do hereby certify that I am the keeper of the records of the Department of Business Services. I certify that AMERICAN PROPERTY INVESTMENTS, LLC, HAVING ORGANIZED IN THE STATE OF ILLINOIS ON MARCH 07, 2016, APPEARS TO HAVE COMPLIED WITH ALL PROVISIONS OF THE LIMITED LIABILITY COMPANY ACT OF THIS STATE, AND AS OF THIS DATE IS IN GOOD STANDING AS A DOMESTIC LIMITED LIABILITY COMPANY IN THE STATE OF ILLINOIS. .,..,- -,R In Testimony Whereof, I hereto set I' . .,\. my hand and cause to be affixed the Great Seal of b �- � -3 cmil ?• ,1,e4 1� -: the State of Illinois, this 21ST r l \ '� 1 r^ day of SEPTEMBER A.D. 2023 ''y * ''*''71. ,s,t.A-,-1-7?::'!:- 4H."7 44i,1•�111(• fi�� •1 t`? Authentication t$: 2326402538 verifiable until 09/2112024 44t:11;30.LotiL--- Authenticate at: hitps//www.ilsos.gov SECRE I AITY OF STATE Exhibit "C" Opinion of Probable Cost YWk ENGINEERING State of Florida Business Certificate No.EB-0007663 Macedonia Engineer's Opinion of Probable Costs SUMMARY (S) SANITARY SEWER SUB-TOTAL $20,328.00 (W) POTABLE WATER SUB-TOTAL $8,325.00 (D) STORM DRAINAGE SUB-TOTAL $43,650.00 (P) PAVING AND GRADING SUB-TOTAL $74,191.50 (L) LANDSCAPING SUB-TOTAL(�) $39,120.00 TOTAL $185,614.50 110% BONDING AMOUNT $204,175.95 Note: 1. This Engineer's Opinion of Probable Cost represents the estimated cost for constructing the above listed infrastructure for Macedonia(RWA,Inc.File No.220101.00.00 Rev 02,dated November 2023). Digitally signed by 2. Landscaping Cost Estimate provided RWA,Inc.signed and sealed by James McCord. Michael C.Pappas,P.E. #60910 State of Florida ,,,�a`�s'`"HpiSToaH"^.„, DN:c=US,st=Florida, i,�,PF�,.;s6 gF�,:\ ou=ThissItem as WA been 13//. S. No 60910 t5s digitallysignedand * * f* sealed.,cn=Michael C. STATE OF 90.,., •'Q=�Pappas,P.E.#60910 .,, .,<,orioa;\��,. State of Florida, '"'•>r'Nn:gLEN„.... email=mpappas�consu it-rwa.com Date:2023.11.10 09:34:19-05'00' Michael C.Pappas,PE 60910 Printed copies of this document are not considered signed and sealed and the signature must be verified on any electronic copies. RWA,Inc. 6610 Willow Park Drive,Ste 200 Naples,Florida 34109 4983 Royal Gulf Circle Fort Myers,Florida 33966 Phone:(239)597-0575 11/10/2023 Fax:(239)597-0578 9:31 AM 1J"A•ki ENGINEERING State of Florida Business Certificate No.EB-0007663 Macedonia Engineer's Opinion of Probable Costs SUMMARY (S) SANITARY SEWER SUB-TOTAL $20,328.00 (W) POTABLE WATER SUB-TOTAL $8,325.00 ESTIMATED UTILITY CONSTRUCTION COST $28,653.00 (D) STORM DRAINAGE SUB-TOTAL $43,650.00 (P) PAVING AND GRADING SUB-TOTAL $74,191.50 (L) LANDSCAPING SUB-TOTAL(2) $39,120.00 ESTIMATED SITE CONSTRUCTION COST $156,961.50 Due at Due at Permit Submittal Approval PPL Fee Calculations for Utility Construction 0.75%for Construction Document Review $214.90 2.25%for Construction Inspection $644.69 PPL Fee Calculations for Site Construction 0.75%for Construction Document Review $1,177.21 2.25%for Construction Inspection $3,531.63 TOTAL PPL FEE BASED ON OPC $1,392.11 $4,176.33 Note: 1. This Engineer's Opinion of Probable Cost represents the estimated cost for constructing the above listed infrastructure for Project Name(RWA,Inc.File No.220101.00.00 Rev 02,dated November 2023). 2. Landscaping Cost Estimate provided RWA,Inc.signed and sealed by James McCord. Michael C.Pappas,PE 60910 Printed copies of this document are not considered signed and sealed and the signature must be verified on any electronic copies. RWA,Inc. 6610 Willow Park Drive,Ste 200 Naples,Florida 34109 4983 Royal Gulf Circle Fort Myers,Florida 33966 Phone:(239)597-0575 11/10/2023 Fax:(239)597-0578 9:31 AM YWk ENGINEERING State of Florida Business Certificate No.EB-0007663 Engineer's Opinion of Probable Costs Project:Macedonia Date: November 10,2023 Estimated By:Michael Pappas Checked By:Michael Pappas SANITARY SEWER DESCRIPTION UNIT QUANTITY UNIT TOTAL COST S-1 8"PVC Sanitary Sewer Main(0'-6'Cut) LF 116 $55.00 $6,380.00 S-2 4'Diameter Manhole(0'-6'Depth) EA 1 $6,000.00 $6,000.00 S-3 Core and Connect to Existing 4'Diameter Manhole EA 1 $3,400.00 $3,400.00 S-4 Double Sewer Lateral(includes cleanouts) EA 2 $2,100.00 $4,200.00 5-5 Television Inspection LF 116 $3.00 $348.00 Sanitary Sewer Sub-Total $20,328.00 K:\2022\220101.00.00 Macedonia ERP,PSP,PPL\0002 Civil Eng Design,Plan&TS\Calculations\Quantities\2023-11-100PC 11/10/2023 Sanitary Sewer 9:31 AM Y I ENGINEERING State of Florida Business Certificate No.EB-0007663 Engineer's Opinion of Probable Costs Project:Macedonia Date: November 10,2023 Estimated By:Michael Pappas Checked By:Michael Pappas POTABLE WATER DESCRIPTION UNIT QUANTITY UNIT TOTAL COST W-1 Double Water Service(Includes hot-tap and meter boxes) EA 2 $1,500.00 $3,000.00 W-2 1"Poly-tube water line(Meter Box to Lot Line) LF 300 $8.00 $2,400.00 W-3 4"Water Line Conduit(Sch 40) LF 285 $5.00 $1,425.00 W-4 Irrigation Service(Includes hot-tap and meter box) EA 1 $1,500.00 $1,500.00 Potable Water Sub-Total $8,325.00 K:\2022\220101.00.00 Macedonia ERP,PSP,PPL\0002 Civil Eng Design,Plan&TS\Calculations\Quantities\2023-11-10 oPC 11/10/2023 Potable Water 9:31 AM 1J"mAki ENGINEERING State of Florida Business Certificate No.EB-0007663 Engineer's Opinion of Probable Costs Project:Macedonia Date: November 10,2023 Estimated By:Michael Pappas Checked By:Michael Pappas STORM DRAINAGE DESCRIPTION UNIT QUANTITY UNIT TOTAL COST D-1 15"RCP LF 170 $55.00 $9,350.00 D-2 18"RCP LF 90 $70.00 $6,300.00 D-3 3'x 4'Valley Gutter Inlet EA 1 $5,000.00 $5,000.00 D-4 Type'C'Inlet EA 2 $4,000.00 $8,000.00 D-5 Control Structure EA 1 $6,200.00 $6,200.00 D-6 15"MES EA 2 $1,900.00 $3,800.00 D-7 18"MES EA 2 $2,500.00 $5,000.00 Storm Drainage Sub-Total $43,650.00 K:\2022\220101.00.00 Macedonia ERP,PSP,PPL\0002 Civil Eng Design,Plan&TS\Calculations\Quantities\2023-11-10 OPC 11/10/2023 Storm Drainage 9:31 AM , Rilik ENGINEERING State of Florida Business Certificate No.EB-0007663 Engineer's Opinion of Probable Costs Project:Macedonia Date: November 10,2023 Estimated By:Michael Pappas Checked By:Michael Pappas PAVING AND GRADING DESCRIPTION UNIT QUANTITY UNIT TOTAL COST P-1 Staked Silt Fence LF 1,385 $2.00 $2,770.00 P-2 Site Fill(Excludes building pads) BCY 840 $15.00 $12,600.00 P-3 Site Cut CY 900 $5.00 $4,500.00 P-4 Berm Construction LF 920 $5.00 $4,600.00 P-5 Sod for Berms SY 1,700 $3.00 $5,100.00 P-6 12"Stabilized Subgrade(LBR 40) SY 538 $3.00 $1,614.00 P-7 8"Limerock Base(LBR 100) SY 513 $10.00 $5,130.00 P-8 1"Type SP-9.5(First Lift) SY 498 $6.00 $2,988.00 P-9 1"Type SP-9.5(Second Lift) SY 498 $6.75 $3,361.50 P-10 Pavement Removal for sewer install SY 304 $3.00 $912.00 P-11 Pavement Restoration at sewer install SY 304 $26.00 $7,904.00 P-12 Concrete Valley Gutter LF 206 $12.00 $2,472.00 P-13 5'Sidewalk LF 206 $16.00 $3,296.00 P-14 Sod(4'Strip Along Pavement/curb) SY 200 $3.00 $600.00 P-15 Signing and Striping LS 1 $750.00 $750.00 P-16 Street Lights EA 3 $2,000.00 $6,000.00 P-17 FPL Patrol Path SY 533 $18.00 $9,594.00 Paving and Grading Sub-Total $74,191.50 K:\2022\220101.00.00 Macedonia ERP,PSP,PPL\0002 Civil Eng Design,Plan&TS\Calculations\Quantities\2023-11-10 OPC 11/10/2023 Paving&Grading 9:31 AM ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office County Attorney Office H(AC - 4. BCC Office Board of County Commissioners QS 14 / 7 2$ 5. Minutes and Records Clerk of Court's Office l ek PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is ne , in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Lucia S.Martin—Development Review Phone Number X 2279 Contact/ Department Agenda Date Item was 02/13/2024 Agenda Item Number 16.A.3 Approved by the BCC Type of Document Plat L Number of Original Attached ��t�� Documents Attached PO number or account number if document is to be recorded pL F 4c E c /-z_ .(,.Cl A- fz4) z f Et R o ci I r INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? LM 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. LM 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the LM document or the fmal negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's LM signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. � � Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 02/13/2024 and all changes made N/A is not during the meeting have been incorporated in the attached document. The County `, an option for Attorney's Office has reviewed the changes, if applicable. this line. 9. Initials of attorney verifying that the attached document is the version approved by the ^ (' N/A is not BCC,all changes directed by the BCC have been made, and the document is ready for the (/I��` an option for Chairman's signature. this line. I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 Instrument prepared by: Christopher L.Pope,Esq. Pope Ma77ara&Menendez,PLLC Post Office Box 60022 Fort Myers,FL 33906 Telephone:(239)748-5252 DECLARATION OF COVENANTS,CONDITIONS AND RESTRICTIONS FOR MACEDONIA THIS DECLARATION OF COVENANTSDITIONS AND RESTRICTIONS FOR MACEDONIA ("Declaration") is made this ay of Lice , 20 ,2{ by American Property Investments, LLC, an Illinois limited liability company ("Declarant"), for itself and its successors,grantees,and assigns. WITNESSETH: WHEREAS, Declarant owns certain real property located in Collier County, Florida. The Declarant intends to create thereon a residential community to be known as Macedonia; and WHEREAS, the real property that is intended to be developed as Macedonia ("Lands") is described in Exhibit"A"to this Declaration,as it may be amended from time to time; and WHEREAS,Declarant desires to promote the general health, safety, and welfare of residents,provide for the maintenance of the Lands comprising Macedonia and the improvements thereon, and to provide for preservation of the property values, and to this end desires to subject the real property to the protective covenants, conditions,restrictions, and other provisions hereinafter set forth;and WHEREAS, to provide a means for meeting the purposes and intents herein set forth, Macedonia Homeowners Association,Inc., a Florida corporation not for profit,has been incorporated. NOW, THEREFORE, Declarant hereby declares that all the Lands as described above shall be held, sold, and conveyed subject to the following easements, restrictions, covenants, and conditions, which are for the purpose of protecting the value and desirability of the Lands, and shall run with the real property and be binding on all parties having any right, title or interest in the properties or any part thereof, their heirs, successors, and assigns, and shall inure to the benefit of such owners thereof. Nothing herein contained, and no violation of these covenants, conditions and restrictions shall invalidate or impair the lien of any mortgage or deed of trust given in good faith and for value. Further, the express intent of Declarant is that substantive contract rights created hereunder shall not be retroactively affected by legislation enacted subsequent to the recording of this Declaration. 1. DEFINITIONS. The following definitions shall apply to the terms used in this Declaration and its recorded Exhibits,unless the context clearly requires another meaning. 1.1 "Assessment" or"Assessments" means a share of the funds required for the payment of the expenses of the Association that from time to time are assessed against the Members, including, without limitation, Annual Assessments, Special Assessments, or other Assessments as further defined and authorized in Article 5 of this Declaration. MACEDONIA—DECLARATION Page 1 of 32 1.2 "Association" means Macedonia Homeowners Association, Inc., a Florida corporation not for profit, organized or to be organized under Chapters 617 and 720,Florida Statutes. 1.3 "Board"means the Board of Directors of Macedonia Homeowners Association, Inc. 1.4 "Common Area" means and refers to all property, whether real or personal, that is intended to be owned and operated by the Association. The term "Common Area" shall include, but not be limited to, water management systems, private utilities, and private streets and roads as may be dedicated to the Association or otherwise depicted as a Common Area on the subdivision plat of Macedonia. 1.5 "Community" or "Properties" means all real property comprising Macedonia and the improvements thereon. 1.6 "County"or"the County"means Collier County,Florida. 1.7 "Declarant" means American Property Investments, LLC, an Illinois limited liability company, its successors, grantees, or assigns, or any other entity to which the Declarant specifically assigns any or all of the Declarant rights it may have under this Declaration. 1.8 "Design Review Committee" or"DRC" means the committee described in Article 7 of this Declaration 1.9 "Family"or"Single Family"means any one of the following: (A) One(1)natural person. (B) Two (2) or more natural persons who commonly and regularly reside together as a single housekeeping unit, each of whom is related by blood,marriage, or adoption to each of the others. (C) Two or more natural persons not meeting the requirements of 1.9(B) above, except that there is among them not more than one (1) person who is not so related to some or all of the others. 1.10 "Governing Documents" means this Declaration, the Articles of Incorporation, the Bylaws, and any Rules and Regulations of the Association. In the event of a conflict in the interpretation of the Governing Documents,they shall be applied in the order of priority listed herein. 1.11 "Institutional Mortgagee"means: (A) A lending institution having a first mortgage lien upon a Lot or Living Unit, including any of the following institutions: a federal or state savings and loan or building and loan association, a bank chartered by a state or federal government, a real estate investment trust, a pension and profit sharing trust, a mortgage company doing business in the State of Florida, or a life insurance company. (B) A governmental, quasi-governmental, or private agency that is engaged in the business of holding, guaranteeing, or insuring residential mortgage loans including, without limitation, the Federal National Mortgage Association, Governmental National Mortgage Association, Federal Home Loan Mortgage Corporation, Federal Housing Administration, and Veterans Administration, and that holds,guarantees, or insures a first mortgage upon a Lot or Living Unit. MACEDONIA—DECLARATION Page 2 of 32 (C) The Declarant and any and all investors or lenders, or the successors and assigns of such investors or lenders, that have loaned money to Declarant to acquire, develop, or construct improvements upon the Properties and who have a mortgage lien on all or a portion of the Properties securing such loan. An "Institutional Mortg—ate" is a first mortgage held by an Institutional Mortgagee encumbering a Lot or Living Unit. 1.12 "Lands" means the land described in Exhibit "A" to this Declaration, as it may be amended from time to time. 1.13 "Living Unit" or "Unit" means any residential structure located within the Community and intended for occupancy by one Family or household as their place of residence. If a Living Unit is a free-standing detached single-family home located on a Lot, the use of the term "Living Unit" or"Unit" shall be interpreted as if the term was followed immediately by the words "and the Lot on which it is located." 1.14 "Lot" means one or more of the platted portions of land into which the Lands have been subdivided, upon each of which a single Living Unit has been or is intended to be constructed. It is synonymous with the word "parcel" as used in Section 720, Florida Statutes. Unless the context clearly requires a different interpretation, the term "Lot" shall be interpreted as if it were followed by the words "and the Living Unit constructed thereon." 1.15 "Macedonia"is the name of the Community. 1.16 "Member" means a person who is entitled to membership in the Association, as provided in Article 2 of the Bylaws. Membership is mandatory for the Owners of all Lots or Living Units. 1.17 "Owner"means the record owner of legal title to any Lot or Living Unit. 1.18 "Rules and Regulations" means the administrative regulations governing use of the Common Areas and procedures for operating the Association, as adopted, amended, and rescinded from time to time by resolution of the Board of Directors. 1.19 "SFWMD"means South Florida Water Management District. 1.20 "Structure" means something built or constructed, or any piece of work artificially built up or composed of parts joined together in some definite manner,the use of which requires a more or less permanent location on the ground, or that is attached to something having a permanent location on the ground. The term shall be construed as if followed by the words "or part thereof." The term includes, without limitation, all Living Units, swimming pools, spas, fences, flagpoles, antennas, basketball backboards, skateboard ramps,swing sets or other play equipment, and storage sheds. 1.21 "Surface Water Management System" means those Surface Water Management System facilities that include, but are not limited to: all inlets, ditches, swales, culverts, water control structures, retention areas, ponds, lakes, floodplain compensation areas, wetlands and any associated buffer areas, and wetland mitigation areas, all of which shall be located on lands dedicated as Common Areas of the Association whether dedicated by plat,deed, easement, or otherwise. 1.22 "Tract"means any and all platted portions of the Community other than the Lots. 1.23 "Voting Interests" means the arrangement established in Article 2 of the Bylaws of the Association by which the Owners of each Lot or Living Unit are entitled to vote in the affairs of the MACEDONIA—DECLARATION Page 3 of 32 Association whenever a vote of the Owners is permitted or required as to any Association business. 2. GENERAL DEVELOPMENT PLAN. Macedonia is to be created and developed as a neighborhood consisting of approximately four(4)single-family residential dwelling units. 3. THE ASSOCIATION'S PURPOSES AND POWERS. The primary purposes of the Association are to hold title to, and operate and maintain the Common Areas of Macedonia; to provide architectural and aesthetic control; and to take such other action as the Association is authorized or required to take with regard to the Community pursuant to the Governing Documents. The Association shall operate, insure, maintain, and repair all property and related improvements designated by Declarant as Common Areas, regardless of whether legal title to that property has been formally conveyed to the Association. If the streets, roads, and road rights-of-way are dedicated to the public,the Association may, but shall not be obligated to, nevertheless expend Association funds to maintain and repair such property, including providing betterments and enhancements to said property. If required by governmental agencies, the Association shall accept the transfer of all permits for the Community and assume responsibility for same. 3.1 Common Areas. The Association shall operate, maintain and, when deeded by the Declarant, hold record title to the Common Areas. Common Areas will include the areas as depicted and dedicated on the recorded subdivision plat as Common Area. The Association may also maintain any surface water drainage and management systems on the Common Areas. The Board of Directors may promulgate reasonable Rules and Regulations regarding use of the Common Areas consistent with the Governing Documents. Use of Common Areas shall be available to all Members and their family members, guests, tenants, and invitees, subject to the Rules and to the Governing Documents. The costs of operating, maintaining, repairing, insuring, and protecting the Common Areas and the facilities located thereon or connected therewith shall be assessed equally against all Lots and Living Units 3.2 Manager. The Association may contract, employ, and pay for the services of an entity or person to assist in managing its affairs and carrying out its responsibilities, and may employ other personnel as the Association shall determine to be necessary or desirable. 3.3 Personal Property. The Association may acquire and hold tangible and intangible personal property and may dispose of the same by sale or otherwise. 3.4 Insurance. The Association at all times shall procure and maintain adequate policies of public liability and other insurance as it deems advisable or necessary -and as required elsewhere in this Declaration. The Association additionally shall cause all persons with access to Association funds to be insured or bonded with adequate fidelity insurance or bonds. 3.5 Express and Implied Powers. The Association may exercise any rights, powers, or privileges given to it expressly by the Governing Documents or by the law in effect at the time this Declaration is recorded, and every other right,power,or privilege reasonably inferable therefrom. 3.6 Acts of the Association. Unless the approval or affirmative vote of the Members is specifically made necessary by some provision of applicable law or the Governing Documents, all approvals or actions permitted or required to be given or taken by the Association may be given or taken by its Board of Directors, without a vote of the Members. The Officers and Directors of the Association have a fiduciary relationship to the Association and its Members. A Member does not have the authority to act for the Association by reason of being a Member. MACEDONIA—DECLARATION Page 4 of 32 3.7 Acquisition of Property. The Association has the power to acquire property, both real and personal. The power to acquire personal property shall be exercised by the Board of Directors. The power to acquire ownership interests in real property shall be exercised by the Board of Directors, but only after approval by at least a majority of the Voting Interests. 3.8 Disposition of Property. Any property owned by the Association, whether real, personal, or mixed,may be mortgaged, sold, leased, or otherwise encumbered or disposed of by the same authority as would be required to acquire it under Section 3.8 above. 3.9 Articles of Incorporation. The Articles of Incorporation of the Association are attached as Exhibit"B"as they may be amended from time to time. 3.10 Bylaws. The Bylaws of the Association are attached as Exhibit "C" as they may be amended from time to time. 3.11 Official Records. 3.11.1 The official records of the Association shall be maintained within the State of Florida for a minimum of seven(7) years and must be open to inspection and available for photocopying by Members or their authorized agents at reasonable times and places within ten(10) business days after receipt by the Association of a written request for access. 3.11.2 In accordance with Section 720.303(13), Florida Statutes, the Association shall provide a physical or digital copy of the Association's rules and covenants to every new Member of the Association. When amended, the Association must provide a copy of the amended rules or covenants to every Member. The Association may adopt rules establishing standards for the manner and timeframe of distribution of updated documents. 3.11.3 The statutory requirements in Section 3.11.2 above may be met by posting a complete copy of the Association's rules and covenants, or a direct link thereto, on the homepage of the Association's website(if one exists)and such website is accessible to the Members and notice is provided to the membership of the Association's intent to utilize the website for such purpose. Notices for this purpose may be sent by email to Members that have consented to receive notice by electronic transmission, or by mail to all other Members at the address identified as the Member's mailing address in the official records of the Association. 3.11.4 The Association shall ensure that information and records that are not allowed to be accessible to the Members under Section 720.303(5)(c),Florida Statutes, are not posted on the website. If posted, the Association must ensure the confidential information is redacted. The Association and its agents are not liable for inadvertent disclosures of such documents or information. 4. ASSOCIATION MEMBERSHIP;VOTING RIGHTS. 4.1 Membership. Every Owner of record legal title to a Lot or Living Unit within Macedonia shall be a Member of the Association, as further defined in Section 4.2 below. The Declarant shall hold Declarant membership as provided for in Section 4.2(B) below. Membership is appurtenant to, and may not be separated from, ownership of a Lot or Living Unit. The rights, powers, duties, and privileges of Members shall be as set forth in this Declaration, and in the Articles of Incorporation and Bylaws of the Association. 4.2 Voting Rights. The Association shall initially have two (2) classes of voting MACEDONIA—DECLARATION Page 5 of 32 membership. (A) Class "A" Members. Class "A" Members are the Owners of Lots other than the Declarant, each of which shall be entitled to one(1)vote for each Lot owned. When more than one person holds an interest in any Lot, the vote for such Lot shall be exercised as they determine, but in no event shall more than one(1)vote be cast with respect to any Lot. (B) Class "B" Member. The Class "B" Member is the Declarant. The Class "B" Member shall be entitled to one (1) vote, plus three (3) votes for each vote entitled to be cast in the aggregate at any time and from time to time on behalf of the Class "A" Members. The Class "B" membership shall cease and terminate the earlier of the occurrence of the following events: (i) three (3) months after ninety percent (90%) of the Lots have been conveyed to Members, or (ii) such other percentage of the Lots have been conveyed to Members, or such other date or event has occurred, as is set forth in the Governing Documents in order to comply with the requirements of any governmentally chartered entity with regard to the mortgage financing of Lots. 4.3 In the event that an Institutional Mortgagee or other party acquires title to a Lot through foreclosure or deed in lieu of foreclosure, such party shall have the class of membership last held by the Owner of the Lot to which title was so acquired. 5. ASSESSMENTS. The Association has the authority to levy Assessments to pay common expenses. Common expenses include the expenses of the operation, maintenance, repair, replacement, or protection of the Common Areas and Association property; the expenses of insurance for the Association and/or Directors and Officers; the costs of carrying out the powers and duties of the Association; and any other expense, whether or not included in the foregoing, designated as a common expense by this Declaration or the Bylaws. 5.1 Covenants to Pay Assessments. Declarant, for each Lot within the Community, hereby covenants, and each subsequent owner of a Lot(including any purchaser at a judicial sale)by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, is deemed to covenant and agree to pay to the Association: (A) The Lot's share of Annual Assessments based on the annual budget of common expenses adopted by the Association. (B) The Lot's share of Special Assessments for Association expenditures not provided for in the annual budget; and (C) Any special charge against one or more Lots specifically authorized in this Declaration or the Bylaws. 5.1.2 Assessments and charges shall be established and collected as provided herein and in the Bylaws. The obligation to pay the Assessments provided for herein commences as to each Lot on the day of the first conveyance of the Lot to an Owner other than the Declarant, except that no Lot shall be subject to assessment until a certificate of occupancy or like authorization has been issued by the County as to the Living Unit located on the Lot. The Annual Assessments, Special Assessments, and special charges, together with interest, late payment fees, costs, and reasonable attorney fees, shall be the personal obligation of the Owner, his heirs, devisees, personal representatives, successors, and assigns. In any conveyance of title to a Lot, voluntary or otherwise, the new Owner shall be jointly and severally liable with the previous Owner for all unpaid Assessments and charges coming due prior to the time of such conveyance, without prejudice to the right of the new Owner to recover from the previous Owner MACEDONIA—DECLARATION Page 6 of 32 any such amounts paid by the new Owner. Except as provided in Section 5.3 below as to the Declarant, and in Section 5.7 below as to certain persons acquiring title through foreclosure, or deed in lieu of foreclosure, of a first mortgage,no Owner may be excused from the payment of Assessments and charges unless all Owners are similarly excused. 5.2 Share of Assessments. Each Lot and its Owner are liable for a share of all Annual and Special Assessments levied by the Association, which share shall be a fraction of the whole, the numerator of which is the number"one" (1)and the denominator of which is the actual number of Lots in the Community. 5.3 Declarant's Obligation to Pay Assessments and Share for Lots It Owns. As provided under Section 720.303(1)(b), Florida Statutes, while the Declarant is in control of the Association, it may be excused from payment of its share of the operating expenses and Assessments. During this time, if the Declarant opts to excuse itself from Assessments, the Declarant shall instead be obligated to pay all Association expenses actually incurred that exceed Assessments receivable from all other Owners and other income of the Association. Such difference(if any)shall not include the cost of funding reserves for operating expenses, depreciation, capital expenditures, or deferred maintenance. After this period, the Declarant shall have the same responsibility as any other Owner to pay Assessments on Lots with completed Living Units for which a certificate of occupancy has been issued. Notwithstanding any term set out herein to the contrary, the Declarant, in its sole and unbridled discretion, expressly reserves the right to "opt-out" of its Declarant obligation and, upon submitting written notice to the Association of its decision to "opt-out", agree to pay Assessments on all Lots with completed Living Units for which a certificate of occupancy has been issued that are owned by Declarant as of the date the Assessment accrues and that have been submitted to this Declaration. The decision as to whether the Declarant has or has not opted out of this Declarant obligation shall have no effect on the turnover date. 5.4 Establishment of Liens to Secure Payment. Any and all Assessments and charges levied by the Association, together with interest at the highest rate allowed by law, and other costs and collection(including,but not limited to attorney fees)are hereby declared to be a continuing lien upon the Lot and Living Unit against which each such Assessment or charge is made. The lien relates back to the date of recording of this Declaration, and is superior to any homestead rights any Owner may acquire.No Owner may exempt himself from personal liability, or release the Lot owned by him from the liens and charges hereof by waiving the use and enjoyment of the Common Areas, or by abandoning the Living Unit. The lien is perfected by recording a Claim of Lien in the Official Records of Collier County, Florida, setting forth the amount and due date of each unpaid Assessment or charge. To be valid the Claim of Lien must be signed by an Officer or authorized agent of the Association, and must contain the legal description of the Lot.A recorded Claim of Lien secures payment of all Assessments or charges due at the time of recording, as well as all Assessments or charges coming due subsequently, including all interest, late payment fees, attorney fees, and costs incident to the collection process, until the Claim is satisfied or a final judgment of foreclosure obtained. Upon full payment of all sums secured by the Claim of Lien,the party making payment is entitled to a satisfaction. 5.5 Priority of Liens. The Association's lien for unpaid charges, Assessments, and all other amounts shall be subordinate and inferior to any recorded institutional mortgage, unless the Association's Claim of Lien was recorded before the institutional mortgage, but shall relate back to the date the original Declaration was recorded in the public record and be superior to, and take priority over, any other mortgage, lien or interest recorded after that date. Any lease of a Lot shall be subordinate and inferior to the lien of the Association,regardless of when the lease was executed. 5.6 Collection of Assessments. If the Owner of any Living Unit fails to pay any charge or Assessment, or installment thereof, within ten(10) days after the due date,the Association shall have any MACEDONIA—DECLARATION Page 7 of 32 or all of the following remedies to the extent permitted by law, which remedies are cumulative and are not in lieu of,but are in addition to,all other remedies available to the Association: (A) To charge interest on the unpaid amount, from the date payment is due until paid, at the highest rate allowed by law, as well as to impose a late payment fee of up to five percent(5%) of the delinquent amount. This fee shall not be considered a "fine" as provided for in Section 12.4 below, and the procedural requirements for levying fines shall not apply to the imposition of late payment fees. (B) To accelerate the due date for any and all remaining unpaid installments of the Annual Assessment against the Owner's Living Unit for the fiscal year. (C) To file an action in equity to foreclose its lien. Unless otherwise required by law, the lien may be foreclosed by an action in the name of the Association in the same manner as provided in Section 720.3085, Florida Statutes, as it may be amended from time to time, for the foreclosure of liens upon a Lot for unpaid Assessments and charges. (D) To bring an action at law for a money judgment against the Owner, without waiving any lien foreclosure rights. The Association may refuse to accept any tendered payment that bears a restrictive endorsement, and such will be the equivalent of no payment. Payment by check is not deemed received until the check has cleared. 5.7 Mortgage Foreclosure. Unless otherwise provided by law, if the mortgagee of a first mortgage of record, including any successor who actually received a valid assignment of the first mortgage, acquires title to a Lot as a result of foreclosure of the mortgage, or as the result of a deed given in lieu of foreclosure, such acquirer of title shall be liable for the share of common expenses or Assessments attributable to the Lot, or to the former Owner of the Lot, which came due prior to the mortgagee's acquisition of title as required by Section 720.3085, Florida Statutes. The limitations on first mortgagee liability contained in Section 720.3085, Florida Statutes, shall not apply unless the Institutional Mortgagee initially joins the Association as a defendant in the foreclosure action. Joinder of the Association is not required if, on the date the complaint is filed, the Association is dissolved or did not maintain an office or agent for service of process at a location that was known to, or reasonably discoverable by, the first mortgagee. All other parties acquiring title shall be responsible for all past due Assessments owed by the previous Owner. 5.8 Certificate as to Assessment; Mortgagee Questionnaires. The Association shall provide an estoppel certificate as required by Section 720.30851, Florida Statutes. The Association shall charge the maximum amount provided by law for preparation of the certificate, unless the Board of Directors adopts a resolution lowering the amount of the fee. 6. GENERAL COVENANTS AND USE RESTRICTIONS. The Community may be used for those purposes provided in the applicable zoning resolution of the local government authorities. 6.1 Subdivision and Regulation of Land. No Lot or Living Unit may be divided or subdivided without the express written consent of the Declarant or Association. No Owner shall initiate, undertake, or attempt to inaugurate or implement any variation from, modification to, or amendment of the applicable zoning resolution or development order or any other governmental plans, land development regulation, development orders or development permits applicable to the Community, or to any Lot or Tract, without the prior written approval of Association, which approval may be denied at the sole discretion of Association. Nothing herein is intended to prohibit judicial partition of a Lot or Living Unit owned by two or more persons. MACEDONIA—DECLARATION Page 8 of 32 6.2 Building Setback Lines, Size of Buildings, Site Restrictions, Building Hei•ht. All Structures, including, but not limited to, their respective building height, size, setbacks, and roof shall conform to the requirements of the County,the Governing Documents,and DRC approval. 6.3 Living Units; Residential Use. Each Living Unit shall be used as a single family residence and for no other purpose. No business or commercial activity shall be conducted in or from any Living Unit. Notwithstanding however, neither the listing on any occupational license nor the listing within any telephone directory of the Living Unit serving as a business address shall be diapositive of the property being used for commercial or business purposes. Any Owner may use his residence for incidental commercial purposes, so long as(1)the property is not used for manufacturing,construction,or installation of materials sold or advertised to be sold, whether to retail or wholesale customers; (2) the nature of the business activity does not invite or permit suppliers, customers, or vendors to visit or frequent the Living Unit, even on isolated occasions; (3) the business activity within the Living Unit is limited to telephone calls and written correspondence in and from the Living Unit; and(4) no employees or contractors, other than those who regularly reside within the Living Unit, may perform any work or other services to the business at the Living Unit. This restriction shall further not be construed to prohibit any Owner from maintaining a personal or professional library or home office; from keeping personal, business, or professional records in his Living Unit; or from handling personal, business, or professional telephone calls and written correspondence in and from the Living Unit. Such uses are expressly declared customarily incident to residential use. 6.4 Outdoor Equipment; Containers; Air Conditioners; Solar Collectors; Shutters. (A) All garbage and trash containers; oil tanks; bottled gas tanks; sprinkler system pumps; swimming pool equipment; pumps and housings, must be underground or visually screened so that they shall not be visible from any street, adjacent properties; or Common Areas. Adequate landscaping shall be installed and maintained by the Owner and an adequate visual screen must be installed as required by the Association. (B) Any outdoor clothes drying area shall be located in the rear yard of Living Units and shall be installed behind a visual screen so that it shall not be visible from any street, adjacent property; or Common Areas. (C) All air conditioning units shall be installed behind a visual screen so that they shall not be visible from any street, adjacent property, or Common Areas. Wall air conditioning units may be permitted only after prior written approval from the Association. Window air conditioning units shall not be permitted. (D) Solar collectors shall only be permitted at locations and on Structures as are approved by the Association. (E) Any hurricane shutters or other protective devices visible from outside a Living Unit shall be of a type as approved by the Association. No awnings shall be installed unless approved in writing by the Association. 6.5 Accessory, Temporary, and Factory Built Structures. Accessory or temporary Structures (including, but not limited to, playhouses, swing sets, tool or garden equipment sheds, game courts, doghouses, barbeques, tents, or like structures) shall be permitted only in the rear yards of Living Units. Adequate landscaping shall be installed and maintained by the Owner around any approved accessory or temporary Structure in sufficient quantity so that it shall not be readily visible from any adjacent street or Lot. No Structure of any kind of what is commonly known as "factory-built", MACEDONIA—DECLARATION Page 9 of 32 "modular", or "mobile home" type construction shall be erected without the prior written permission of the Association. 6.6 Garages; Carports; Enclosures; Mailboxes. (A) Each Living Unit shall have a garage that shall accommodate not less than two (2)vehicles. All garage doors must be equipped with automatic door openers. When ingress and egress to the garage is not desired, the garage doors must remain closed. Repair of vehicles shall be permitted only inside the garage. No garage or enclosed storage area shall be allowed that is detached from the Living Unit.No carport or unenclosed storage area shall be allowed. (B) All enclosures (screened or unscreened), spas, hot tubs, and swimming pools shall be located, constructed, and maintained only as approved by the Association and shall be of compatible design,color,and materials to the Living Unit. (C) The location of the mailbox upon the Lot must be approved by the Association. Owners must maintain their mailboxes in good condition as determined by the Association. 6.7 Color. No exterior colors on any Structure shall be permitted that, in the judgment of the DRC, would be inharmonious, discordant, or incongruous with the Community. The initial exterior color and design of Structures shall be as approved by Declarant,and any later changes must be approved by the DRC. 6.8 Walls; Fences; Hedges. No wall or fence shall be constructed on any Lot unless its height, length,type, design, composition, material, and location are first approved in writing by the DRC. No wall or fence shall be constructed with a height of more than six(6)feet above the ground level(at the property line) of adjoining property. The height of any wall or fence shall be measured from the then existing property elevations. Any dispute as to the height, length, type, design, composition, or material shall be resolved by the Association. At the discretion of the DRC or majority vote of the Board of Directors, any walls or fences that cause safety issues or concerns may be ordered removed or altered to alleviate safety concerns. 6.9 Swimming Pools. No above ground swimming pools are permitted. An Owner may, if approved by the DRC, construct a swimming pool and screened or fenced enclosure on the Lot. In the event such construction requires entry of or access over an adjoining Lot,the entry or access shall be only with the consent of the Owner of the adjoining Lot, which consent may not be withheld without good cause. 6.10 Driveways; Parking Areas. Adequate permanent paved parking shall be constructed and maintained on each Lot in accordance with standards adopted by the Association. Driveways and parking areas must be constructed with materials approved by the Association. No concrete, asphalt, or similarly paved driveways, or gravel or other unpaved driveways or parking areas shall be permitted unless approved by the Association. Driveways must be kept clean and free from excessive oil, rust, or other unsightly stains. 6.11 Antennas; Flagpoles. No outside television, radio, or other electronic towers, aerials, antennae, satellite dishes, or devices of any type for the reception or transmission of radio or television broadcasts or other means of communication shall be erected, constructed, placed or permitted to remain on any Lot or Tract or upon any improvements thereon,unless expressly approved in writing by the DRC, except that this prohibition shall not apply to those antennae specifically covered by 47 C.F.R. Part 1, Subpart S, Section 1.4000, as amended, promulgated under the Federal Telecommunications Act of 1996, MACEDONIA—DECLARATION Page 10 of 32 as amended from time to time. The Association shall be empowered to adopt rules governing the types of antennae, and restrictions relating to safety, location, and maintenance of antennas. The Association may adopt and enforce reasonable rules limiting installation of permissible dishes or antennas to side or rear yard locations, not visible from the street or neighboring properties, and integrated with the Lot, Living Unit and surrounding landscape, to the extent that reception of an acceptable signal would not be unlawfully impaired by such rules. Antennas shall be installed in compliance with all federal, state and local laws and regulations,including zoning, land-use and building regulations. 6.12 Lighting. All exterior lighting of Structures or landscaping shall be accomplished in accordance with plans approved in writing by the Association. Except as may be initially installed or approved by the Association, no spotlights, floodlights, or similar high intensity lighting shall be placed or utilized upon any Lot that in any way will allow light to be reflected on any other Lot or the improvements thereon, or upon any Common Areas or any part thereof, without the approval of the Association. Other types of low intensity lighting, including normal and customary holiday decorations, which do not unreasonably disturb other Owners or occupants of the Community, shall be allowed. 6.13 Recreational Vehicles, Motor Homes, Mobile Homes, Boats, Campers, Trailers and Other Vehicles; Motor Vehicles; Parking. No motor vehicle (which by definition includes "motorcycles") shall be parked anywhere within the Community except on an individual driveway or within a garage. No overnight parking shall be permitted on any street, road, or road right-of-way, or in any parking area designated to serve as parking for Owners at any Common Area. Boats, boat trailers, trailers, house trailers, campers,travel trailers,mobile homes,motor homes,recreational vehicles,and the like, may not be kept within the Community unless parked behind a fence. All vehicles,trailers, campers, travel trailers, mobile homes,recreational vehicles, and the like must be properly licensed and operational unless they are fully enclosed within a garage. For the purpose of the foregoing sentence,the term "kept" shall mean present for either a period of six(6)consecutive hours or overnight,whichever is less. (A) "Boat" means anything manufactured, designed, marketed, or used as a craft for water flotation, capable of carrying one or more persons, or personal property. (B) "Camper" means all vehicles, vehicle attachments, vehicle toppers, trailers or other enclosures or devices of any kind whatsoever, manufactured, designed, marketed, or used for the purpose of camping,recreation, or temporary housing of people or their personal property. (C) "Trailer" means any vehicle or device of any kind whatsoever that is manufactured, designed,marketed, or used to be coupled to or drawn by a motor vehicle. (D) "Mobile Home"means any structure or device of any kind whatsoever that is not self-propelled but is transportable as a whole or in sections, and is manufactured, designed, marketed, or used as a permanent dwelling. (E) "Motorcycle" means any motor vehicle on two or three wheels propelled by an engine of'/2 horsepower or more, and shall include "ATVs", motor scooters, motorcycles, and mopeds powered by engines of horsepower or more. (F) "Motor Home" or "Recreational Vehicle" means any vehicle that is self- propelled, built on a motor vehicle chassis, and is primarily manufactured, designed, marketed, or used to provide temporary living quarters for camping, recreational or travel use. Vehicles satisfying the foregoing criteria and that contain shower facilities, restroom facilities, and full cooking facilities shall be considered motor homes. MACEDONIA—DECLARATION Page 11 of 32 6.13.1 No vehicle that is not currently licensed or cannot operate on its own power shall remain on a Lot or within the Community for more than twenty-four (24) hours. As used in Section 6.13 and this Section 6.13.1,the term licensed shall mean that the vehicle displays, at all times, a license plate or license tag to which is affixed a sticker indicating that the vehicle is currently registered with the State of Florida or another state as the case may be. Any member of the Board, or any of the Board's agents, who has reasonable cause to believe that a vehicle is unable to operate on its own power shall affix a sticker thereto notifying the owner of the vehicle that it is considered to be in violation of the Rules and Regulations. The owner of such vehicle shall have twenty-four(24) hours from the date and time affixed to the sticker to respond to the Board or its agent and demonstrate that the vehicle can operate on its own power. If the owner cannot so demonstrate or if the owner does not contact the Board,the vehicle may be towed at the owner's expense. 6.13.2 Vehicle maintenance is not permitted within the Community except in garages. For purposes of this Section 6.13.2, vehicle maintenance shall include, but not be limited to, changing of oil and other fluids, engine maintenance or repair, and body maintenance or repair. Cleaning the exterior and interior of the vehicle and waxing and checking fluid levels is permissible. Emergency repairs to vehicles such as changing a flat tire are allowed. 6.14 Pets. No animals of any kind shall be raised, bred, or kept within Macedonia for commercial purposes. Otherwise, Owners may keep a reasonable number of domestic animals, such as a domesticated breed of dog or cat as permitted by Collier County ordinances, and otherwise in accordance with the Rules and Regulations established by the Board from time to time, but in no event more than two (2) dogs. No vicious breeds of dogs are permitted. Notwithstanding the foregoing, pets may be kept in a Living Unit only so long as such pets or animals do not constitute a nuisance. A determination by the Board that an animal or pet kept in a Living Unit is a nuisance shall be conclusive and binding on all parties. All pets shall be kept on a leash when outside the Owner's Living Unit, unless the pet is inside a securely fenced yard. Any person walking a pet and the Owner shall be responsible to clean up all pet waste.No pet or animal shall be"tied out" on the exterior of the Living Unit or in the Common Areas, or left unattended in a yard or on a balcony, porch, lanai, or patio. No dog runs or enclosures shall be permitted on any Lot. When notice of removal of any pet is given by the Board, the pet shall be removed within forty-eight(48)hours of the giving of the notice. Each Owner shall be responsible for the activities of its pet. No animals may be kept or otherwise brought onto Community property for any commercial purpose, including dog watching, grooming, or breeding. Notwithstanding anything to the contrary, service dogs shall not be governed by the restrictions contained in this Section 6.14. 6.15 Signs. No signs, banners, billboards, or advertisements of any kind, including without limitation, those of Realtors, politicians, contractors, or subcontractors, shall be erected or displayed anywhere within the Community, including in windows and on motor vehicles unless approved by DRC guidelines. The Board of Directors shall have the right to erect signs as they, in their discretion, deem appropriate. If any sign is erected in violation of this provision, the Association shall have the right to enter the property on which the sign is located and remove it, as well as levy a fine of$100.00 per day for each day's violation and suspend the violator's use privileges of the Common Areas. Said action to enter upon an Owner's Lot and remove the sign, if necessary, shall be deemed expressly permitted by the Owner. 6.16 Nuisances.No Owner shall use his property, or permit it to be used,in any manner that is unreasonably disturbing, detrimental, or a nuisance to the occupants of another Lot or Living Unit, or which would not be consistent with the maintenance of the highest standards for a first class residential community, nor permit the premises to be used in a disorderly or unlawful way. Unless for normal household use or for normal landscaping requirements, the storage of flammable, combustible, explosive fluids, gases, chemicals, or substances, other than for bonafide life support systems, is not permitted MACEDONIA—DECLARATION Page 12 of 32 anywhere within the Community. The use of each Lot shall be consistent with existing laws and the Governing Documents, and occupants shall at all times conduct themselves in a peaceful and orderly manner. 7. DESIGN REVIEW COMMITTEE/ARCHITECTURAL REVIEW("DRC"). 7.1 General. Except for the initial construction of Living Units, Common Area facilities, and related improvements by the Declarant, no building, Structure, or other improvement shall be erected or altered, nor shall any grading, excavation, landscaping, change of exterior color, or other work which in any way materially alters the exterior appearance of any Structure, Lot or Living Unit be performed without the prior written approval of the Board of Directors and the DRC. In obtaining said written approval, an Owner or any other person applying shall comply with all applicable requirements and procedures. 7.2 Design Review Committee. The architectural and aesthetic review and control functions of the Association shall be administered and performed by the DRC. The DRC shall consist of not less than three (3) individuals. The term of office, composition, compensation (if any), qualifications and meeting procedures of the DRC shall be as provided in Article 8 of the Bylaws. 7.3 Powers. Except where prohibited by law,the DRC shall have the power to: (A) Propose the adoption, modification, or amendment by the Board of Directors of written Design Review Guidelines that shall set forth such things as design requirements, landscape materials, construction standards, and materials that the DRC finds acceptable. Said Design Review Guidelines shall be consistent with provisions of this Declaration, and shall not be effective until adopted by at least a majority of the whole Board of Directors at a meeting duly called and noticed.Notice of any adoption,modification, or amendment of the Design Review Guidelines, including a verbatim copy of the proposed modification or amendment thereof, shall be mailed to each Owner at least fourteen (14) days prior to the Board meeting at which such action is to occur. (B) Require submission to the DRC of complete plans and specifications for any building, Structure, or other improvement proposed to be erected or altered, or any proposed grading, excavation,tree or other landscape material removal or installation, change of exterior color or other work that materially alters the exterior appearance of any Structure, Lot, or Common Area. The DRC may also require submission of samples of building materials or colors proposed for use on any Lot, and may require such additional information as may reasonably be necessary for the DRC to fully evaluate the proposed work. (C) Approve or disapprove the erection or alteration of any building, Structure or other improvement, or any grading, excavation, landscaping, change of exterior color, or other work that in any way materially alters the exterior appearance of any Structure, Lot, or Common Area. If the DRC denies the Owner's request or application for the construction of a structure or other improvement on the Lot,the DRC must provide written notice to the Owner stating with specificity the rule or covenant relied upon when denying the request or application and the specific aspect or part of the proposed improvement that does not conform to such rule or covenant. All decisions of the DRC shall be forwarded in writing to the Board. Any person aggrieved by a decision of the DRC shall have the right to make a written appeal to the Board within thirty (30) days after notification of the decision. The determination by the Board, upon prompt review of any such decision, shall, in all events, be final, and shall not be unreasonably delayed. MACEDONIA—DECLARATION Page 13 of 32 (D) Adopt procedures and provide a schedule of reasonable fees for processing requests for DRC review. Fees, if any, shall be payable to the Association, in cash or check, at the time the request is submitted to the DRC. (E) Adopt procedures for inspecting approved changes during and after construction to ensure conformity with approved plans. 7.4 Enforcement. Any decisions of the DRC shall be enforced by the Association. 8. LEASING OF HOMES; FORMS OF OWNERSHIP. All leases of Lots or Living Units must be in writing. An Owner may lease only his entire Lot and Living Unit, and then only in accordance with this Article 8. The privilege to rent or lease one's Living Unit may be revoked by the Board of Directors if it is abused by the Owner, or the Owner fails or refuses to follow the required procedures. 8.1 Procedures. (A) Notice. An Owner intending to lease his Living Unit must give to the Board of Directors (or its designee) written notice of such intention at least twenty (20) days prior to the starting date of the proposed transfer or lease, together with the name and address of the proposed transferee or lessee, and other information about the transferee or lessee or the sales or lease that the Board may reasonably require. (B) Failure to Give Notice. Any sale or lease entered into without notice in violation of the above Section 8.1(A) shall, at the option of the Board, be treated as a nullity, and the Board shall have the power to evict the lessee by summary proceedings without securing consent to such eviction from the Owner. 8.2. Term of Lease and Frequency of Leasing. The minimum lease term is one (1) year. The Board is empowered to make an exception to the minimum lease term, but only in the case of a hardship and only where written permission is requested and granted prior to any said occupancy. No subleasing or assignment of lease rights by the lessee is allowed. 8.3 Occupancy During Lease Term. No one but the lessee and his family within the first degree of relationship by blood, adoption or marriage may occupy the Living Unit. 8.4 Regulation by Association. All of the provisions of the Association's Governing Documents and the Rules and Regulations shall be applicable and enforceable against any person occupying a Living Unit as a lessee or guest to the same extent as against the Owner. A covenant on the part of each occupant to abide by the rules and regulations of the Association and the provisions of the Association's Governing Documents, designating the Association as the Owner's agent with the authority to terminate any lease agreement and evict the tenant in the event of breach of such covenant, shall be deemed to be included in every lease agreement, whether oral or written, and whether specifically expressed in such agreement or not. 8.5 Lease Terms. All leases shall provide or shall be deemed to provide that the tenant has read and agreed to be bound by the various restrictions contained in the Declaration, the Articles of Incorporation, the Bylaws of the Association, and the Rules and Regulations (the "documentary regulations"). All leases shall further provide or be deemed to provide that any violation of the applicable documentary regulations shall constitute a material breach of the lease and subject the tenant to eviction. If a tenant fails to abide by the applicable documentary regulations,the Owner shall be responsible for the conduct of the tenant. The Owner shall have the duty to bring his tenant's conduct into compliance with MACEDONIA—DECLARATION Page 14 of 32 the documentary regulations by whatever action is necessary, including, without limitation,the institution of eviction proceedings. If the Owner fails to bring the conduct of the tenant into compliance with the documentary regulations, the Association shall have the authority to act as agent of the Owner to undertake whatever action is necessary to abate the tenant's noncompliance with the documentary regulations, including, without limitation, the right to institute an action for eviction against the tenant in the name of the Association. The Association shall have the right to recover any costs or fees, including attorney fees, incurred in connection with such actions, from the Owner in the same manner as common expense charges. 8.6 Forms of Ownership. (A) One Owner. A Living Unit may be owned by one (1) natural person who has been approved as provided herein. (B) Co-Ownership. Co-Ownership of Living Units is permitted. However, if the proposed Co-Owners are other than a married couple, the Board shall condition its approval upon designation of one of the approved Co-Owners as "primary occupant", and the use of the Living Unit by other persons shall be as though the primary occupant were the only actual Owner. Any change in the primary occupant shall be treated as a transfer of ownership by sale or gift, subject to all the provisions of Article 8. (C) Ownership by Corporations or Trusts. A Living Unit may be owned in trust, or by a corporation, partnership, or other entity that is not a natural person, if approved in the manner provided for other transfers or title. However, the intent of this provision is to allow flexibility in estate, financial, or tax planning, and not to create circumstances in which the Living Unit may be used as short- term transient accommodations for several individuals or families. The approval of a Director, or corporation or other entity as an Owner shall be conditioned upon designation of one(1)natural person to be the"primary occupant",and the use of the Living Unit by other persons shall be as though the primary occupant were the only actual Owner.Any change in the primary occupant shall be treated as a transfer of ownership by sale or gift, subject to all the provisions of Article 8. No more than one such change will be approved in any twelve-month period. (D) Life Estate. A Living Unit may be subject to a life estate, either by operation of law or by approved voluntary conveyance. In that event, the life tenant shall be the only Member from such Living Unit, and occupancy of the Living Unit shall be as if the life tenant was the only Owner. Upon termination of the life estate, the holders of the remainder interest shall have no occupancy right unless separately approved by the Association. The life tenant and holders of the remainder interest shall be jointly and severally liable for all Assessments and charges against the Lot. The life tenant may, by signed agreement,transfer the right to vote in all Association matters to any one remainderman, subject to approval by the Association of such arrangement.Except in the case where such a transfer has been made, if the consent or approval of the Owner is required for any purpose, that consent or approval of the holders of the remainder interest shall not be required. 9. MAINTENANCE RESPONSIBILITY. 9.1. Common Areas. Except as otherwise provided herein, the Association shall maintain, repair, and replace any and all improvements constructed on the Common Areas, including, without limitation, all landscaping, roads, utility easements dedicated to the Association, conservation areas, lift stations, and other structures. Additionally, where the Common Areas are contiguous to the right-of-way of a road, the Association shall maintain all landscaping (if any) between the Common Areas and the pavement within such right-of-way. The Association may, but shall not be obligated to, maintain property MACEDONIA—DECLARATION Page 15 of 32 that is outside of the Community should the Board decide it is in the best interest of the Association. The Owners have the right to enforce,by appropriate legal means,the Association's duty to operate,maintain, repair, replace, and insure the Common Areas, including, without limitation, all improvements placed thereon,all easements and rights-of-way and the surface water management system. 9.2. Maintenance by Owners. Each Owner shall be responsible for the maintenance and landscaping of his or her Lot. All areas not covered by Structures, walkways or paved parking facilities shall be maintained as lawn or landscaped areas to the pavement edge of any abutting streets. Stone, gravel, or paving may not be used as a substitute for grass in a lawn. Adequate fertilization, irrigation, pest control, and mulching shall be used at all times to preserve a lush, healthy appearance. Lawns shall be maintained with acceptable Florida grasses. Owners are further responsible for maintenance, repair, and replacement of any privacy fence and hedges encompassed within Lots. In addition, Owners are required to regularly paint and repaint all home exteriors and to keep all home improvements in good repair, and in clean, presentable, and good condition. Roofs are to be maintained by power washing or chemical treatment. If the Board or the DRC determines that a home needs to be repaired, repainted, or cleaned, Owners are required to comply at their own expense not later than thirty (30) days from such directive. 9.3 Irrigation. Owners shall comply with all schedules and regulations adopted by the SFWMD for irrigation. 9.4. Adjoining Areas. The Association may maintain those drainage areas, swales, maintenance easements, driveways, and landscape areas that are within the Common Areas and immediately adjacent to a Living Unit, provided that such areas are readily accessible to the Association. Under no circumstances shall the Association be responsible for maintaining any inaccessible areas. 9.5. Failure to Maintain. In the event that the Board determines that (a) any Owner has failed or refused or discharged properly his obligations with regard to the maintenance, repair, or replacement of items for which he is responsible hereunder; or (b) that the need for maintenance, repair, or replacement, which is the responsibility of the Association hereunder, is caused through the willful or negligent act of an Owner or the Owner's family members, guests,tenants, or invitees, and is not covered or paid for by insurance, in whole or in part;then,the Association may perform the repair, replacement or maintenance and shall, except in the event of an emergency situation,give the Owner written notice of the Association's intent to provide such necessary maintenance, repair, or replacement, at the Owner's sole cost and expense. The notice shall set forth with reasonable particularity the maintenance, repairs, or replacement deemed necessary. The Owner shall have thirty (30) days within which to complete such maintenance, repair, or replacement, or, in the event that such maintenance, repair or replacement is not capable of completion within a thirty (30)day period,to commence such work, which shall be completed within a reasonable time. If any Owner does not comply with the provisions hereof,the Association may provide any such maintenance, repair, or replacement at Owner's sole cost and expense, and all costs shall be added to and become a part of the Assessment to such Owner and the Association may place a lien against the Lot for such costs in the manner of the regular Assessments. 9.6 Negligence. The expense of any maintenance, repair, or construction of any property within Macedonia necessitated by the negligent or willful acts of an Owner, or persons utilizing the Common Areas through or under an Owner, shall be borne solely by such Owner, and the Lot owned by that Owner shall be subject to an individual assessment for that expense. By way of example, but not of limitation, an Owner shall be responsible for the removal of all landscaping and Structures placed within the Lot without the prior written approval of Association. MACEDONIA—DECLARATION Page 16 of 32 9.7 Right of Entry. The Association is granted a perpetual and irrevocable easement over, under, and across Macedonia for the purposes herein expressed, including, without limitation, for inspections to ascertain compliance with the provisions of this Declaration, and for the performance of any maintenance, alteration, or repair that it is entitled to perform. 10. EASEMENTS. In addition to the easements created elsewhere herein, and those already of public record at the time this Declaration is recorded,the following easements are hereby provided for: 10.1 Utilities, Services and Support. Each Lot, Living Unit, Tract, and the Common Areas is and are hereby subjected to easements for public services, communications and telecommunications, and utilities purposes, including, but not limited to, fire, police protection, emergency services, garbage and trash removal, potable and non-potable water, sewage, telephone, electric, irrigation, lake maintenance, and cable television purposes. The utilities and governmental agencies having jurisdiction, and their employees and agents, shall have the right of access to any Lot, Living Unit, Tract, or the Common Areas in furtherance of such easements. The easement areas on any Lot, whether or not shown on any plat, shall at all times be properly maintained by the Owner, whether or not the utility or service company maintains the easement area. 10.2 Cable Television and Internet Broadband Telecommunications System. The Association has the right, but not the obligation, to construct or install over, through, under, across, and upon any portion of the Community for the use and benefit of the Owner or the Owner's authorized family members, guests, tenants, or invitees, and one (1) or more cable and/or internet access telecommunications receiving and distribution systems and electronic surveillance systems; internet access; and emergency, medical and surveillance monitoring or alarm systems; the exact description, location, and nature of which may have not yet been fixed or determined. The Association shall have a perpetual and exclusive right, privilege, easement, and right-of-way for the installation, construction, and maintenance of the system over, across,upon and through the Community. 10.3 Easement of Support. Each Lot and Living Unit is subject to a permanent easement in favor of adjoining or adjacent Lots and Living Units for lateral and subjacent support. 10.4 Invasive Exotic Vegetation. Each Lot and Living Unit is subject to a permanent easement in favor of the Association to remove and/or destroy invasive exotic vegetation species. 11. SURFACE WATER MANAGEMENT SYSTEMS; LAKES;WET RETENTION PONDS. 11.1 The Association shall be responsible for the operation and maintenance of all surface water management systems, ditches, canals, lakes, and water retention ponds in the Community as permitted under South Florida Water Management District("SFWMD") Permit for the Lands. A copy of the SFWMD Permit and any future SFWMD permit actions shall be maintained by the Association's Registered Agent for the Association's benefit. A copy of the SFWMD Permit is attached as Exhibit 11.2 All surface water management systems within Macedonia that are accepted by or constructed by the Association, excluding those areas(if any)normally maintained by the County,will be the ultimate responsibility of the Association, which may enter any Common Area or Lot and make whatever alterations, improvements, or repairs that are deemed necessary to provide or restore proper water management. The cost shall be a common expense of the Association. Nothing in this Article 11 shall be construed to allow any person to construct any new water management facility, or to alter any storm management systems or conservation areas, without first obtaining the necessary permits from all governmental agencies having jurisdiction. MACEDONIA—DECLARATION Page 17 of 32 11.3 Without limiting any rights of Declarant hereunder, no structure of any kind shall be constructed or erected in or on, nor shall an Owner in any way change, alter, impede, revise or otherwise interfere with the flow or volume of water in any portion of any water management area including, but not limited to, lakes, ponds, swales, drainage ways, or wet retention ponds or areas intended for the accumulation of runoff waters,without the specific written permission of the Association. 11.4 No Owner or other person shall unreasonably deny or prevent access to water management areas for maintenance, repair, or landscaping purposes by Declarant,the Association,or any appropriate governmental agency that may reasonably require access. Non-exclusive easements therefore are hereby specifically reserved and created. 11.5 No Tract or Common Area shall be increased in size by filling in any lake, pond or other water retention or drainage areas which it abuts. No person shall fill, dike, rip-rap, block, divert, or change the established water retention and drainage areas that have been or may be created without the prior written consent of the Association. No person other than the Declarant or the Association may draw water for irrigation or other purposes from any water management area, nor is any boating, swimming, or wading in such areas allowed. 11.6 All surface water management systems, excluding those areas (if any) maintained by the County, will be the ultimate responsibility of the Association. All easements are hereby reserved to the Association to fulfill its obligations under this Article 11. These easements may not be removed from their intended use by subsequent owners. 11.7 Nothing in this Article 11 shall be construed to allow any person to construct any new water management facility, or to alter any surface water management systems without first obtaining the necessary permits from all governmental agencies having jurisdiction,including SFWMD. 11.8 The Association shall be responsible for collecting Assessments for the operation, maintenance and, if necessary, replacement of the surface water management system, as further provided in this Article 11. 11.9 SFWMD shall have the right to take enforcement actions, including civil actions for an injunction or penalty, against the violating party in order to compel the correction of any outstanding violations or problems with the surface water management system or conservation or mitigation areas. Each Owner hereby agrees to indemnify and hold Declarant and the Association harmless from any and all claims, causes of action, injuries, and damages of any kind or nature, including without limitation actual attorney and paralegal fees, court costs, and other disbursements, including attorney and paralegal fees incurred on appeal, incurred by Declarant and the Association as a result of such Owner's use or misuse of any of the lakes or other bodies of water regardless of the type within the Properties. 12. COVENANT AND RULE ENFORCEMENT; DISPUTE RESOLUTION. The Association has the power to enforce all covenants, conditions, restrictions, rules, and agreements applicable to any real property within Macedonia, and is further empowered to promulgate and enforce administrative rules and regulations governing the use of the Common Areas. 12.1 Owner and Member Compliance. The protective covenants,conditions,restrictions and other provisions of the Governing Documents and the rules promulgated by the Association shall apply to all Owners, as well as to any other person occupying any Living Unit. Failure of an Owner to notify any person of the existence of the rules or the covenants, conditions, restrictions, and other provisions of the Governing Documents shall not in any way act to limit or divest the Association of the power to enforce the provisions. Each Owner shall be responsible for any and all violations by the Owner's family MACEDONIA—DECLARATION Page 18 of 32 members,guests,tenants. or invitees, and by the guests, licensees,and invitees of the Owner's tenants,at any time. 12.2 Litigation. Each Owner and the Owner's family members, guests, tenants, and invitees, and the Association, are governed by and must comply with Chapter 720, Florida Statutes,the Governing Documents, and Rules and Regulations of the Association. Enforcement actions for damages or for injunctive relief, or both, on account of any alleged violation of the Governing Documents and Association rules may be brought by any Owner or the Association against: (A) The Association. (B) A Member. (C) Any occupant of a Living Unit. (D) Any Director or Officer of the Association who willfully and knowingly fails to comply with these provisions; and. (E) Any guests,tenants, or invitees occupying a Lot or using the Common Areas. 12.3 Damages and Attorney Fees. Damages shall not be conclusively deemed adequate relief for any breach or violation of the Governing Documents or the rules. Any person or entity entitled to enforce any provision thereof shall be entitled to relief by way of injunction, as well as any other available relief either at law or in equity. The prevailing party in a proceeding to enforce any provision of the Governing Documents or rules, or to enjoin violation or breach of any provision hereof, or recover damages on account of such breach, against any person shall be entitled to recover reasonable attorney fees and court costs(including those resulting from appellate proceedings). 12.4 Suspension of Common Area Use Rights; Fines. (A) The Association may suspend, for a reasonable period of time, the rights of an Owner, or the Owner's family members, guests, tenants, or invitees, or both, to use Common Areas and facilities, and may levy reasonable fines, not to exceed the amount allowed by law, against any Owner or the Owner's family members, guests, tenants, or invitees, or both. Notwithstanding any provision to the contrary elsewhere in the Governing Documents, the Association may not levy a fine or impose a suspension for the following: (1) Leaving garbage receptacles at the curb or end of the driveway within 24 hours before or after the designated garbage collection day or time. (2) Leaving holiday decorations or lights on a structure or other improvement on a Lot or Living Unit longer than indicated in the Governing Documents, unless such decorations or lights are left up for longer than one (1)week after the Association provides written notice of the violation to the Owner. (B) In addition to the means of enforcement provided elsewhere herein, the Association shall have the right to assess fines against a Lot or Living Unit, an Owner, or the Owner's family members, tenants, guests, or invitees, in the event of a violation of the provisions of the Association's Governing Documents regarding use if the Community. A fine may be levied for each day of a continuing violation, with a single notice and an opportunity for hearing. Each such violator and the Owner shall be given at least fourteen (14) days' written notice of the alleged violation and the MACEDONIA—DECLARATION Page 19 of 32 opportunity for a hearing before a committee, pursuant to Section 720.305, Florida Statutes. Said notice shall include a statement of the date, time, and place of the hearing; a statement of the provisions of the Declaration, Articles, Bylaws, or Rules that have been allegedly violated; a short and plain statement of the matters asserted by the Association; and how the violation may be cured, if applicable. The party against whom the fine may be levied shall have an opportunity to respond, to present evidence, and provide written and oral argument on all issues involved and shall have an opportunity at the hearing to review, challenge, and respond to any material considered by the Association. (C) The fining hearing must be held within ninety (90) days after issuance of the notice and may be held by telephone or other electronic means. If the violation alleged in the notice is cured before the hearing, a fine or suspension may not be imposed. (D) Within seven (7) days after the hearing, the Association shall provide written notice to the Owner, or the Owner's family members, tenants, guests, or invitees, or both, of the fining committee's findings, any applicable fines or suspensions approved or rejected, information pertaining to the fulfillment procedure of a suspension, and the date by which the fine must be paid, which must be at least thirty(30)days from the delivery of the written notice after the hearing. (E) The amount of such fine shall not exceed $100.00 per violation, per day. A fine for a continuing violation may not exceed $5,000.00. The payment of fines shall be the ultimate responsibility of the Owner, even when the violations for which fines have levied arise out of the conduct of the Owner's family members, guests, tenants or invitees. If the violation is not cured or if the fine is not paid by the deadline established in the written notice, then reasonable attorney fees and costs may be awarded to the Association for pursuit of payment. Attorney fees and costs may not begin to accrue until after the date noticed for payment and the time for appeal has expired. Unless otherwise provided by Section 720.302, Florida Statutes, a fine of $1,000.00 or more may become a lien against the Lot or Living Unit. (F) The requirements of this Section 12.4 do not apply to the imposition of suspensions or fines upon any Owner because of the failure of the Owner to pay Assessments or other charges when due if such action is authorized by the Governing Documents. (G) Suspension of Common Area use rights shall not impair the right of an Owner or tenant of a Lot to have vehicular and pedestrian ingress to and egress from the Lot, including, but not limited to,the right to park. (H) Collection of Fines. A fine shall be treated as a special charge due to the Association thirty (30) days after written notice from the Association to the Owner of the imposition of the fine pursuant to Section 12.4(D) above. If not paid by the due date,the fine shall accrue interest at the highest rate allowed by law, and may be the subject of a late payment fee. (I) Application of Payments. All monies received from fines shall become part of the common surplus. (J) Nonexclusive Remedy. Fines shall not be construed to be an exclusive remedy, and shall exist in addition to all other rights and remedies to which the Association may be otherwise legally entitled; however, any fine paid by the offending Owner shall be deducted from or offset against any damages that the Association may otherwise be entitled to recover at law from such Owner. 12.5 Surface Water Management System and Enforcement of Maintenance Obligations. The beneficiaries of the surface water management system shall have the right to enforce the provisions MACEDONIA—DECLARATION Page 20 of 32 of the Governing Documents so that the drainage system, easements, and rights-of-way will be continuously maintained. Any repair or reconstruction of the surface water management system shall be as permitted or, if modified, as approved by SFWMD. No construction activities may be conducted relative to any portion of the surface water management system. Prohibited activities include, but are not limited to, digging or excavation; depositing fill, debris or any other material or item; constructing or altering any water control structure; any other construction to modify the surface water management system. If the project includes a wetland mitigation area, or a wet detention pond, no vegetation in these areas shall be removed, cut, trimmed, or sprayed with herbicide without specific written approval from SFWMD. Construction and maintenance activities that are consistent with the design and permit conditions approved by SFWMD in the Environmental Resource Permit may be conducted without specific approval from SFWMD. 13. INSURANCE; RECONSTRUCTION AFTER CASUALTY. 13.1 Duty to Insure, Reconstruct or Clean Up. Each Owner shall at all times maintain adequate property insurance on the Living Units and all other insurable improvements, in amounts equal to the replacement cost thereof. If any Living Unit or other improvements located on any Lot are destroyed or damaged as a result of fire, windstorm, flood, tornado, hurricane, or other casualty, the Owner shall: (A) Cause repair or replacement to be commenced within six (6) months after the date such damage or destruction occurred, and complete the repair or replacement within six (6) months thereafter. All such repairs or replacements must be approved in writing by the DRC. Unless changes are approved by the DRC, the Owner must restore the damaged property to substantially the same configuration as existed before the casualty; or (B) Promptly cause all debris, damaged improvements, and other unsightly materials to be removed from the site. 13.2 Failure to Comply. If any Owner fails to comply with Section 13.1 above within the time periods provided, the Association shall be deemed to have been granted the right by the Owner, as his or its attorney-in-fact, to either commence and complete the repairs sufficient to substantially restore the improvements to their original condition according to the plans and specifications of the original improvements; or to remove the damaged improvements completely. If the Association exercises the rights afforded to it by this Section 13.2, the Owner shall be deemed to have assigned to the Association any right he or it may have to insurance proceeds that may be available because of the damage or destruction. The Association shall have the right to recover from the Owner any costs not paid by insurance, and shall have a lien on the Lot or Living Unit to secure payment. 13.3 Property Insurance.The Association shall maintain replacement cost property insurance coverage on all Structures, improvements, and fixtures which are part of the Common Areas. 13.4 Liability Insurance. The Association shall maintain adequate public liability insurance coverage for all Common Areas. 13.5 Bonding. The Association may maintain fidelity bond coverage for all individuals having control of or access to Association funds. 13.6 Association's Right of Entry. For the purpose of performing the duties authorized by this Article 13, the Association, through its duly authorized agents and employees, shall have the right to enter upon any Living Unit or Lot at reasonable hours and perform such duties. MACEDONIA—DECLARATION Page 21 of 32 14. DECLARANT'S RIGHTS AND DUTIES. As long as the Declarant holds any Lots in the Community for sale in the ordinary course of business, the following shall apply, notwithstanding any other provisions to the contrary: 14.1 Declarant's Use. Until the Declarant has completed all of the contemplated improvements and has sold all of the Lots in the Community neither the Owners nor the Association, nor their use of the Lots and Common Areas shall unreasonably interfere with the completion of the contemplated improvements or the sales of Living Units. The Declarant may make any use of the unsold Lots and the Common Areas as may reasonably be expected to facilitate completion and sales, including, but not limited to, maintenance of sales office, display of signs, leasing Living Units, and showing the Community to prospective purchasers. 14.2 Assignment of Development Rights. All or any portion of the rights, privileges,powers, and duties of the Declarant set forth in the Governing Documents may be assigned by the Declarant to any successor declarant, without the consent of any other Owner or any holder of a mortgage secured by any Lot. In the event of such assignment, the assignee shall assume such rights, powers and duties, and the assignee shall be relieved of further liability or obligation to the extent of the assignment. In the event of the foreclosure of any mortgage owed by the Declarant, or deed in lieu of such foreclosure, the person first acquiring title to such interest by reason of such foreclosure, or deed in lieu of foreclosure, shall succeed to all rights,powers,privileges,and immunities of the Declarant in and to such interest. 14.3 Amendment of Documents. In addition to any other right of amendment or modification provided for in the Governing Documents, the Declarant, or any entity that succeeds to its position as the Declarant of the Lands described in Exhibit "A" may, in its sole discretion, by an instrument filed of record in the County, unilaterally modify, enlarge, amend, waive, or add to the provisions of this Declaration or any of its recorded Exhibits. The rights set forth in this Section 14.3 shall expire when construction of the Community is completed, and the Declarant no longer holds any Lots and Living Units in the Community for sale in the ordinary course of business. Any amendment made pursuant to this Section 14.3 may be made without notice to the Members or to any other person. However, no amendment shall change the shares of liability for Assessments or ownership of the common surplus of the Association, or the voting rights appurtenant to any Living Unit, unless the Owner of the Living Unit and his Institutional Mortgagee(if any)consent in writing to the amendment. 14.4 Sales or Leases of Living Units. The Declarant has the right to sell, lease or transfer ownership of any Living Unit owned by it on such terms and conditions as it deems in its own best interest. 14.5 Additions or Withdrawals of Property. The Declarant has the right and the power, but neither the duty nor the obligation,to record instruments bringing additional lands within the Community and subjecting those lands to the protective covenants, conditions,restrictions, or provisions provided for in this Declaration. The Declarant also reserves the right in its sole discretion to withdraw property from submission to this Declaration, except that the Declarant shall not be permitted to withdraw any property after it has been conveyed to an Owner other than the Declarant, without the joinder of the Owner. 14.6 Security; Non-Liability of Declarant and Association. The Declarant reserves the right as long as it owns any Lot or Living Unit within the Community for sale in the ordinary course of business, to determine the level (if any) of security services to be provided, or to engage or discontinue any such services. MACEDONIA—DECLARATION Page 22 of 32 (A) ALL PERSONS USING OR OCCUPYING ANY PORTION OF THE COMMUNITY ARE RESPONSIBLE FOR THEIR OWN SECURITY AND THE SECURITY OF THEIR OWN PROPERTY. (B) NEITHER THE ASSOCIATION NOR THE DECLARANT ARE INSURERS OR GUARANTORS OF SECURITY FOR PERSONS OR PROPERTY WITHIN THE COMMUNITY. (C) NEITHER THE ASSOCIATION NOR THE DECLARANT SHALL BE LIABLE IN ANY WAY ON ACCOUNT OF LOSS, DAMAGE OR INJURY RESULTING FROM LACK OF SECURITY, OR THE LACK OF EFFECTIVENESS OF ANY SECURITY MEASURES UNDERTAKEN. THE DECLARANT MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, RELATIVE TO ANY FIRE PROTECTION SYSTEM AND/OR BURGLAR ALARM SYSTEM, OR OTHER SECURITY SYSTEMS RECOMMENDED OR INSTALLED, OR ANY SECURITY MEASURES UNDERTAKEN WITHIN THE COMMUNITY. 15. RIGHTS OF MORTGAGEES. 15.1 Notice of Casualty or Condemnation. In the event of condemnation, eminent domain proceedings, or very substantial damage to or destruction of any significant portion of the Common Areas, the record holder of any first mortgage on the Common Areas who has requested such notice in writing shall be entitled to written notice. 15.2 Mortgage Foreclosure. Notwithstanding anything to the contrary herein, if any first mortgagee or other person, persons, or entity obtains title to a Lot as a result of a foreclosure of a first mortgage or a deed is given in lieu of foreclosure of a first mortgage of record, such acquirer of title shall be liable for the share of Assessments pertaining to such Lot or chargeable to the former record owner of legal title,which became due prior to the acquisition of title as a result of the foreclosure or deed in lieu of foreclosure of said first mortgage of record as provided in Section 720.3085, Florida Statutes. No Owner or acquirer of title to a Lot by foreclosure (or by a deed in lieu of foreclosure) may, during the period of his ownership,be excused from the payment of any Assessments or charges coming due during the period of such ownership. 15.3 Right to Inspect Documents and Books. The Association shall make available to Institutional Mortgagees requesting same the current Governing Documents and Rules and Regulations of the Association and financial statements of the Association. "Available" shall mean ready for inspection upon written request, during normal business hours, or under other reasonable circumstances. Photocopies shall be at the expense of the mortgagee requesting same. 15.4 Financial Statement. Any Institutional Mortgagee is entitled, upon written request, to a copy of the financial statements of the Association for the immediately preceding fiscal year. 16. TURNOVER OF CONTROL. 16.1 Time of Turnover. The turnover of control of the Association by the Declarant shall occur not later than ninety (90) days after conveyance of title to at least ninety percent(90%) of the Lots within the Community. At the Turnover Meeting the Members shall elect a Board of Directors and the Directors appointed by the Declarant shall resign. MACEDONIA—DECLARATION Page 23 of 32 16.2 Procedure for Calling Turnover Meeting. No more than seventy-five (75) days and no less than sixty (60) days prior to the Turnover Meeting, the Association shall notify in writing all Members of the date,time,and place of the Turnover Meeting. 16.3 Early Turnover. The Declarant may turn over control of the Association to Owners other than the Declarant prior to the turnover deadline set forth in Section 16.1 by causing all of its appointed Directors to resign, whereupon it shall be the affirmative obligation of Owners other than the Declarant to elect Directors and assume control of the Association. Provided at least sixty (60) days' notice of Declarant's decision to cause its appointees to resign is given to the Owners, neither the Declarant nor its appointees shall be liable in any manner for doing so, even if Owners other than the Declarant refuse or fail to assume control. 16.4 Declarant Representative. The Declarant is entitled to elect at least one (1) member of the Board of Directors as long as the Declarant holds for sale in the ordinary course of business at least five percent (5%) of the Lots. After the Declarant relinquishes control of the Association, the Declarant may exercise the right to vote any Declarant-owned interests in the same manner as any other Member, except for purposes of reacquiring control of the Association or selecting a majority of the Directors. 17. DURATION OF COVENANTS; TERMINATION; AMENDMENT. 17.1 Duration of Covenants. The covenants, conditions, easements, and restrictions in this Declaration shall run with and bind the property within the Community, and shall inure to the benefit of and be enforceable by the Association, the Declarant, and any Owner, their respective legal representatives, heirs, successors, and assigns, for an initial period to expire on the ninety-ninth (99th) anniversary of the date of recording this Declaration in the Official Records of Collier County, Florida. Upon the expiration of said initial period, this Declaration shall be automatically renewed and extended for an unlimited number of successive ten(10)year periods,this Declaration as it may be amended being automatically renewed and extended upon the expiration of each ten (10) year renewal period for an additional ten(10)year period,until terminated as provided below. 17.2 Termination. This Declaration may be terminated at any time after the initial period if not less than eighty percent(80%) of the Voting Interests of the Association vote in favor of terminating this Declaration. Written notice of any meeting at which a proposal to terminate this Declaration is to be considered, setting forth the fact that such a proposal will be considered, shall be given at least forty-five (45) days in advance of the meeting. If the Members vote to terminate this Declaration, the President and Secretary of the Association shall execute a certificate which shall set forth the resolution of termination so adopted, the date of the meeting of the Association at which the resolution was adopted, the date that notice of the meeting was given, the total number of votes cast in favor of the resolution, and the total number of votes cast against the resolution. The certificate shall be recorded in the Official Records of the County, and may be relied upon for the correctness of the facts contained therein as they relate to the termination of this Declaration. The termination shall be effective on the date the Certificate is recorded in the Official Records. 17.3 Amendments. This Declaration may be amended at any time. Except as otherwise specifically provided, amendments to this Declaration may be proposed by the Board of Directors or by written petition of at least one-fourth(1/4) of the Voting Interests. 17.4 Procedure. Upon any amendment or amendments to this Declaration being proposed as provided above,the proposed amendment or amendments shall be submitted to a vote of the Members not later than the next annual meeting for which proper notice can be given. MACEDONIA—DECLARATION Page 24 of 32 17.5 Vote Required. Except as otherwise provided by law, or by specific provision of this Declaration, a proposed amendment to this Declaration shall be adopted if it is approved at an annual or special meeting called for the purpose by at least sixty-six and two-thirds(66-2/3)of the Members present and voting, in person or by proxy, provided that notice of the text of each proposed amendment was sent to the Members with notice of the meeting. 17.6 Amendments by Declarant. In addition to any other right of amendment or modification provided for in this Declaration, in which case those provisions shall apply, Declarant, may, in its sole discretion, by an instrument filed of record, unilaterally modify, enlarge, amend, waive, or add to the covenants, conditions, restrictions and other provisions of this Declaration, and any recorded Exhibit hereto. This right shall expire at such time as no Declarant holds any property for sale in the ordinary course of business within the Community. 17.7 Certificate; Recording. A copy of each adopted amendment shall be attached to a certificate that the amendment was duly adopted as an amendment to the Declaration, which certificate shall be executed by Officers of the Association with the formalities of a deed. The amendment shall be effective when the certificate and copy of the amendment are recorded in the Official Records of the County. The certificate must set forth the location in the Official Records of the County where this Declaration was originally recorded. 17.8 Proviso. Regardless of any other provision in this Declaration, no amendment of the Governing Documents by any person, and no termination or amendment of this Declaration, can be effective to change the Association's responsibilities for the surface water management system, unless the amendment has been consented to in writing by the SFWMD. Any proposed amendment that would affect the surface water management system must be submitted to the SFWMD for a determination of whether the amendment necessitates a modification of the surface water management permit. If the surface water management system is administered by the Association, any such amendment shall likewise require the consent of the Association. 17.9 Exceptions. Wherever in this Declaration the consent, approval, or affirmative vote of two-thirds (2/3) or more of the Voting Interests of the Members is required to authorize or take a particular action,the language requiring the particular number of consents, approvals, or votes may not be amended except by the same vote required to authorize or take the action. 17.10 Exhibits. Exhibit "A" attached to this Declaration is incorporated by this reference and amendment of such Exhibit shall be governed by this Article 17. Exhibit "B" is attached for informational purposes and may be amended as provided therein. Exhibit "C" is attached for informational purposes and may be amended as provided therein. Exhibit"D" is the South Florida Water Management District Permit. 18. GENERAL AND PROCEDURAL PROVISIONS. 18.1 Other Documents. The Declarant and the Association shall have such rights, powers, duties, and privileges as are set forth in the Governing Documents. This Declaration and its provisions shall prevail in all events of conflict. 18.2 Severability. If any covenant, condition, restriction, or other provision of this Declaration is held to be invalid in whole or in part by any court of competent jurisdiction, the holding shall in no way affect the validity of the remaining provisions of this Declaration, all of which shall remain in full force and effect. MACEDONIA—DECLARATION Page 25 of 32 18.3 Merger or Consolidation of Associations. Upon a merger or consolidation of the Association with another corporation as provided by law, the Association's rights, obligations, and property may, by operation of law, be transferred to another surviving or consolidated association, or alternatively, remain the rights, obligations, and property of the Association as the surviving corporation. The surviving or consolidated corporation may administer this Declaration within the existing property together with the covenants and restrictions established upon any other property, as one common scheme. 18.4 Dissolution. If the Association is dissolved other than by a merger or consolidation as provided for in Section 18.3, each Lot and Living Unit shall continue to be subject to the Assessments provided for in Article 5, and each Owner shall continue to be personally obligated to Declarant or the successor or assigns of the Association (as the case may be) for such Assessment, to the extent that such Assessments are required to enable Declarant or any such successors or assigns acquiring any real property previously owned by the Association to properly maintain, operate,and preserve it. 18.5 Gender; Number. Wherever in this Declaration the context so requires, the singular number shall include the plural, and the converse; and the use of any gender shall be deemed to include all genders. 18.6 Notices. (A) To the Association. Notices to the Association shall be in writing and delivered or mailed to the Association at its principal place of business as shown by the records of the Secretary of the State of Florida, or at any other location designated by the Association. (B) To Owners. Notices to any Owner as may be required herein shall be in writing and shall be delivered or mailed to the Owner at his last known address, or at the address shown on the deed recorded in the Official Records of the County. (C) To Declarant. Notices to Declarant as may be required herein shall be in writing and delivered or mailed to Declarant at its principal place of business as shown by the records of the Secretary of State,or at any other location designated by Declarant. 18.7 Construction. The provisions of this Declaration shall be liberally interpreted and construed to provide maximum flexibility consistent with the general development plan and the purposes set forth herein,including the premises. 18.8 Captions, Headings,and Titles. Captions, headings, capitalization of certain words, and titles inserted throughout the Governing Documents are for convenience only, and in no way shall such captions, headings, capitalizations, or titles define, limit, or in any way affect the subject matter, content, or interpretation of the terms and provisions of the Governing Documents. 18.9 Interpretation. The Board of Directors of the Association shall be responsible for interpreting the provisions of the Governing Documents. Their interpretation shall be binding upon all parties unless wholly unreasonable. A written opinion rendered by Association legal counsel that an interpretation adopted by the Board is not wholly unreasonable shall conclusively establish the validity of such interpretation. 18.10 Applicable Statutes. The validity, application, and construction of this Declaration and its Exhibits shall be governed by the Laws of Florida, as they exist on the date of recording this Declaration. MACEDONIA—DECLARATION Page 26 of 32 18.11 Rights Limited to Express Terms of Governing Documents. Every Member of the Association acknowledges that his or her rights, duties, or obligations are limited to the express terms of the Declaration, Articles of Incorporation, Bylaws, and the Rules and Regulations (the Governing Documents). Every prospective Owner should make the decision to purchase within the Community based upon these representations as set out in the Governing Documents, which contain the entire understanding of the parties and no prior or present agreements or representation shall be binding upon the Declarant unless included in the Governing Documents. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] MACEDONIA—DECLARATION Page 27 of 32 IN WITNESS WHEREOF, the Declarant has caused this Declaration to be duly executed this day of it-re-trait ,20_4C WITNESSES(2): AMERICAN PROPERTY INVESTMENTS,LLC an Illinois limited liability company Sign: Sign: Print: Spet s•e ebi 1..A144-0 V Print: Zct,�- Sl!relAces k u Address: 1460 IUOr'f't cr+e, Dr.Title: /L-4ahggiv p r►A6P.4-- tJa..4o I es, fc'. _ 3 41 or- Sign:Sign: 1/% •IY Print: © V' Address: I0 &} r /0 c.4.40 t'ts, PA . 34 r 044 STATE OF Ft or i COUNTY OF 0 1 01 j 1p� THE FOREGOING INSTRUMENT was acknowledged be, Q,re me, by means of(check one) [ tysical presence OR [_] online notarization, this i. day of Il...Qek„r-G�.. , 20 .tS by Z c kn' Su r�S Li [name] as N LA a [title] of American Property Investments, LLC, an Illinois limited liability company, on behalf of the company, who ✓is personally known to me OR produced as identification. (Notary Seal/Stamp) NOTARY PUBLIC Sign _A—c..--tri.".) g;iY Pry. NIKOLINA DIMITROVA I Print: )r!COL;n a obi -,t re-✓c` �F:\ Notary Public-State of Florida 4`# Commission#HH 240555 " ov i!„1::' My Comm.Expires Mar 23,2026 r Bonded through National Notary Assn. MACEDONIA—DECLARATION Page 28 of 32 EXHIBIT "A" (Legal Description) All of the plat of Macedonia, as recorded in the Official Records of Collier County, Florida, at/in EXHIBIT "B" (Articles of Incorporation) EXHIBIT ►►B►► „0: (Requestor's Name) ; T l 11 (Address) 11 f i 400447930384 (Address) (City/State/Zip/Phone i€) ® PICK-UP WAIT ® MAIL Ati/n J..?C__rl t fl:)7__f C d oo7fl ilf r (Business Entity Name) (Document Number) Certified Copies Certificates of Status Special Instructions to Filing Officer: Office Use Only • • (y • COVER LETTER Department of State Division of Corporations P. O. Box 6327 Tallahassee. FL 323 I d MACEDONIA I IOMEOWNERS ASSOCIATION. INC. SUBJECT: (PROPOSED CORPORATE NAME-MUST INCLUDE SUFFIX) Enclosed is an original and one (I)copy of the Articles of Incorporation and a check for : c $70.00 0 $78.75 0$78.75 0 $87.50 Filing Fee Filing Fee & Filing Fee Filing Fee. Certificate of & Certified Copy Certified Copy Status & Certificate ADDITIONAL COPY REQUIRED CIIRISTOPIIER I.. POPE, ESQ. FROM: Name(Printed or typed) 5252 SUMMERLIN COMMONS WAY.SUITE 104 Address FORT MYERS,Fl.33907 City.State&Zip 239-748-0505 Daytime Telephone number zsurdoski rr.icloud.eom E-mail address:(to be used for future annual report notification) NOTE: Please provide the original and one copy of the articles. ARTICLES OF' INCORPORATION OF MACEDONIA HOMEOWNERS ASSOCIATION, INC. Pursuant to Section 617.01201, Florida Statutes, these Articles of Incorporation arc created by the undersigned. Pope Mazzara & Menendez. PLLC. 5252 Summerlin Commons Way. Suite 104. Fort Myers, Florida 33907, for the purposes set forth below. ARTICLE I NAME: The name of the corporation is Macedonia Homeowners Association. Inc. ("Association"). ARTICLE II PRINCIPAL OFFICE: The initial principal office of the corporation is located at 333 Front Street. 42206. Lemont. Illinois 60439. ARTICLE III PURPOSE AND POWERS: This Association will not permit pecuniary gain or profit nor distribution of its income to its Members, Officers, or Directors. It is a corporation not-for-profit organized on a non- stock basis for the purpose of providing a residential homeowners association. For the accomplishment of its purpose, the Association shall have all of the common law and statutory powers and duties of a corporation not-tor-profit, except as limited or modified by these Articles of Incorporation and a Declaration of Covenants. Conditions and Restrictions ("Declaration") to be recorded in the Official Records of Collier County. Florida, and shall have all of the powers and authority reasonably necessary or appropriate to the operation and regulation of a residential neighborhood subject to the said recorded Declaration, as it may from time to time be amended, including, but not limited to. the power to: (A) Fix. levy. collect, and enforce payment. by any lawful means. all charges or assessments levied pursuant to the Declaration. and pay all expenses in connection therewith. and all office and other expenses incident to the conduct of the business of the Association, including; all license fees. taxes. or governmental charges. (l3) Enforce any and all covenants, conditions, restrictions. and agreements applicable to the residential neighborhood known as Macedonia. (C) Acquire (by gift, purchase. or otherwise). own, hold. improve. build upon. operate, maintain. convey, sell, lease. transfer. dedicate for public use, or otherwise dispose of real or personal property in connection with the affairs of the Association. (D) Borrow money. and mortgage, pledge, deed in trust, or hypothecate any or all of its real or personal property as security. (E) Dedicate. sell, or transfer all or any part of the Common Areas to any public agency. authority. or utility for such purposes and subject to such conditions as may be agreed to by the Members. .,3 (F) Purchase policies of insurance upon the properties and use the proceeds from such policies to ' effectuate its purposes. MACEI)ONIA—ARTICLES OF INCORPORATION Page I of 6 (G) Participate in mergers and consolidations with other non-profit corporations organized for the same or similar purposes, or to annex additional property and Common Areas. provided that merger. consolidation, or annexation shall have the consent of at least two-thirds (2/3) of the voting interests of the Association. (VI) Establish rules and regulations in accordance with the Governing Documents. (I) Sue and be sued. (J) Exercise any and all powers. rights, and privileges that a homeowners association organized under Chapter 720, Florida Statutes, may now or hereafter have or exercise. subject always to the Declaration,as amended from time to time. (K) Contract for services necessary to operate and maintain the Common Areas and improvements located thereon. (L.) 'l'o be the responsible entity to operate and maintain the Surface Water Management System as permitted by the South Florida Florida Water Management District. including, but not limited to, all lakes, retention areas. culverts.and related appurtenances. ARTICLE IV DIRECTORS ANI) OFFICERS: (A) The affairs of the Association will be administered by a Board of Directors consisting ol•the number of Directors set in the Bylaws, hut never less than three (3). and in the absence of a 13ylaw provision shall consist of three(3) Directors. (B) Directors of the Association shall he elected by the Members in the manner determined by the Bylaws. Directors may he removed and vacancies on the Board of Directors shall be filled in the manner provided by the Bylaws. (C) The business of the Association shall be conducted by the Officers designated in the Bylaws. The Officers shall be elected by the Board of Directors at its first meeting after the annual meeting of the Members and shall serve at the pleasure of the Board. ARTICLE V INITIAL DIRECTORS: The initial Directors and Officers of the Association shall he: Zarko Surdoski President/Director 333 Front Street. ii2206 Lemont, Illinois 60439 Madan Kosteski Vice President/Director 1386 Chapman Drive Darien. Illinois 60561 Blagoj Stoimenoy Secretary/Treasurer/Director 5120 I3cltnond Road fast Downers Grove, Illinois 60515 MACEDONIA— ARTICLES OF INCORPORATION Page 2 or • ARTICLE VI REGISTERED OFFICE AND I,NI'I'IA1. REGISTERED) AGENT: The street address of the initial Registered Office of the Association is 5252 Sum merlin Commons Way. Suite 104. Fort Myers, Florida 33907. The name of the initial Registered Agent of the Association is Pope Mazzara& Menendez. PLLC. ARTICLE VII INCORPORATOR: The name and address of the incorporator is Pope Mazzara & ,Menendez, PLLC. 5252 Sum merlin Commons Way. Suite 104, Fort ,Myers, Florida 33907. ARTICLE VIII MEMBERSHIP AND VOTING RIGHTS: Membership and voting rights shall he as set forth in the Bylaws of the Association. However. all Owners of Lots within Macedonia shall he Members of the Association. ARTICLE IX STOR,M\VATER MANAGEMENT SYSTEM: In addition to the powers set forth in Article Ill, the Association shall also have the following powers and duties applicable to the Stonnwater Management System: (A) Unless the operation and maintenance is conveyed to another entity. the Association shall operate. maintain. manage. and control the Stonnwater Management System in a manner consistent with the requirements of the South Florida Water Management District permit as filed and all applicable rules, and shall have the power to assist in the enforcement of the restrictions and covenants contained the Governing Documents. (13) The Association shall levy and collect adequate assessments against members of the Association for the costs of maintenance and operation of the Stormwater Management System. (C) The Stonnwater Management System assessments shall be used for the maintenance and repair of the Stormwater Management Systems and mitigation or preservation areas, including, but not limited to. work within retention areas. drainage structures,and drainage easements. ARTICLE TERM: The Association shall commence upon the filing of these Articles of Incorporation with the Secretary of State. State of' Florida. The Association shall have perpetual existence. Notwithstanding anything herein to the contrary, the Association may be terminated in accordance with the Declaration and the Bylaws, subject however to any required prior governmental approval, and provided that, upon such termination, proper written consent must be duly recorded in the Official Records of Collier County, Florida. In the event of dissolution, the assets owned by the Association. including. without limitation, the control and right of' access to all surface water management system facilities. shall be conveyed or dedicated to an appropriate agency of local government, and if such agency refuses to accept such assets, — then such assets shall he transferred to a non-profit corporation similar to the Association. MACEDONIA —ARTICLES OF INCORPORATION Page 3 of b • ARTICLE XI INDEMNIFICATION: To the tallest extent permitted by Florida law, the Association shall indemnify and hold harmless every Director and every Officer of the Association against ail expenses and liabilities. including attorney fees. actually and reasonably incurred by or imposed on said Director or Officer in connection with any legal proceeding (or settlement or appeal of such proceeding) to which said Director or Officer may be a parts' because of' his or her being or having been a Director or Officer of the Association. The foregoing right of indemnification shall not be available if a judgment or other final adjudication establishes that said Director's or Officer's actions or omissions to act were material to the cause adjudicated and involved: (A) Willful misconduct or a conscious disregard for the best interests of the Association in a proceeding by or in the right of the Association to procure a judgment in its favor. (13) A violation of'criminal law, unless the Director or Officer had no reasonable cause to believe his action was unlawful or had reasonable cause to believe it was lawful. (C) A transaction from which the Director or Officer derived or sought to derive an improper personal benefit. (D) Recklessness. or an act or omission that was committed in bad faith or with malicious purpose. or in a manner exhibiting wanton and willful disregard for human rights. safety. or property in an action by or in the right of someone other than the Association or a Member. (E) Wrongful conduct by Directors or Officers appointed by the Declarant in a proceeding brought by or on behalfof the Association. In the event of a settlement. there is no right to indemnification unless a majority of the disinterested Directors approve such settlement as being in the best interest of the Association. The foregoing rights of indemnification shall be in addition to. and not exclusive of, all other rights to which a Director or Officer may be entitled. ARTICLE XII BYLAWS: The Bylaws of the Association may he altered. amended. or rescinded in the manner provided therein. ARTICLE XIiI AMENDMENTS: Amendments to these Articles shall he proposed and adopted in the following manner: (A) Proposal. Amendments to these Articles may be proposed by a majority of the Board or by petition to the Board signed by at least one-fourth(1/4)of the voting interests of the Association. (13) Procedure. A proposed amendment must be submitted to a vote of the Members not later than the next annual meeting for which proper notice can still he given. (C) Vote Required. Except as othe►wise required by Florida law, a proposed amendment to these Articles of Incorporation shall be adopted if it is approved by at least two-thirds (2/3) of the voting interests of the Association present in person or by proxy at any annual or special meeting called for;the MACEDONIA—ARTICLES OF INCORPORATION PEwaof6 purpose, provided that notice of any proposed amendment must be given to the Members of the Association,and the notice must contain the full text of the proposed amendment. (D) Effective Date. An amendment becomes effective upon filing with the Secretary of State and recording a certified coPy in the Official Records of Collier County. Florida, with the same formalities as are required in the Declaration For recording amendments to the Declaration. For the purpose of forming the Macedonia Homeowners Association. Inc.. under the laws of the State of Florida. the undersigned. Pope. Mazzara & Menendez, I' LC, being the incorporator of this Associ4ion, has executed these Articles of Incorporation as ofthe / day of Arf; 1 , 20 S, POPE MAZZARA & MENENDE%. PLLC a Florida Profession Limited Liability Company 13y: Christopher L. Pope. Manager STATE OF FLORIDA COUNTY OF LEE 'l'HE FOREGOING INSTRUMENT was acknowledged before me by means of physical presence this f day of Af RI L . 20 5' , by Christopher L. Pope. Manager, of Pope Mazzara & Menendez. PLLC. a Florida Professional Liability Company. on behalf of the company. and who is personally known to me. (Notary Seal/Stamp) NOTARY��PooUI3LIC �/y - - ------ — Sign: 01LGF'L k• nifr Notary Public State of Florida I Print: I.tsIL K 7Y1 PO Lisa K Moo • 1 Ifll - My Commission HH 424851 I • Expires 9/18/20274 • • • MACEDONIA—ARTICLES OF INCORPORATION ' Page 5 of 6 1 CERTIFICATE OF ACCEPTANCE BY REGISTERED AGENT The undersigned, having been named to accept service of process for the above-stated Association at the place designated in this Certificate, hereby agrees to act in this capacity, is familiar with and accepts the obligations of this position, and f ether agrees to comply with the provisions of all statutes relative to the proper and complete performance of his duties. Dated this / day of frit I . 10 4 . r POPE MAZZARA& MENENI)EZ_. PI..I.0 a Florida Prolcss• Limited Liability Company f3v: Christopher L. Pope. Manager MACEDONIA—ARTICLES OF INCORPORATION Page 6 of 6 EXHIIBIT "C" (Bylaws) EXHIBIT "C" BYLAWS OF MACEDONIA HOMEOWNERS ASSOCIATION,INC. 1. GENERAL. These are the Bylaws of Macedonia Homeowners Association, Inc. ("Association"), a Florida corporation not-for-profit, organized for the purposes set forth in the Articles of Incorporation. 1.1 Principal Office. The principal office of the Association shall initially be at 333 Front Street, #2206, Lemont, Illinois 60439, and shall subsequently be at such location as may be determined by the Board of Directors. 1.2 Seal. The seal of the Association shall be inscribed with the name of the Association,the year of its organization,and the words"Florida"and"corporation not for profit."The seal may be used by causing it, or a facsimile of it, to be impressed, affixed, reproduced, or otherwise placed upon any document or writing of the corporation where a seal may be required. 1.3 Definitions. All terms defined in the Declaration of Covenants, Conditions and Restrictions for Macedonia("Declaration"),to which these Bylaws are attached as an Exhibit, shall be used with the same meanings as defined therein. 2. MEMBERSHIP; VOTING RIGHTS.The classes of membership shall be as more fully set forth in Article 4 of the Declaration. 2.1 Voting Rights; Voting Interests. Each Owner shall be a Member of the Association.No person who holds an interest in a Lot or Living Unit only as security for the performance of an obligation shall be a Member of the Association. Membership shall be appurtenant to, and may not be separated from, ownership of any Lot or Living Unit. There shall be one(1)vote appurtenant to each Lot or Living Unit. 2.2 Method of Voting. All votes of the Members pertaining to the Association, including the election of Directors, shall be cast by the individual Members, who shall have one (1) indivisible vote in all matters in which Members are entitled to vote. Nothing herein shall require the use of secret ballots unless such use is required by law. 2.3 Membership Records. Records shall be maintained by the Association showing the names of the Members,their addresses,the number of Lots or Living Units owned by each Member, and such other information as the Board shall require. 2.4 Transfer of Membership. No Member may transfer his Association membership, except as an appurtenance to his Lot or Living Unit.The Association shall be entitled to charge an administrative transfer fee equal to the greater of the amount permitted by law or$100.00 for each transfer.When a Member ceases to be an Owner, his membership shall cease. The termination of membership in the Association does not relieve or release any former Member from liability or obligation incurred under or in any way connected with the Association during the period of his membership,nor does it impair any rights or remedies that the Association may have against any former Member arising out of or in any way connected with such membership and the covenants and obligations incident thereto. Interim membership is not transferrable. 2.5 Rights and Privileges of Members. Each Member is encouraged to take an active interest in Association affairs. (A) Every Member shall have the right to: MACEDONIA—BYLAWS Page 1 of 14 (1) Have his vote cast at the meetings of the Members. (2) Serve on the Board if elected. (3) Serve on committees. (4) Attend membership meetings. (B) Every Member in good standing shall have the privilege of using and enjoying the Common Areas in accordance with the type of membership held by the Member, subject to the rules of the Association and the right of the Association to charge admission and other fees for the use of any facilities. (C) A Member is in good standing if he is current in the payment of all Assessments and other financial obligations to the Association and his membership is not suspended. 2.6 Suspension of Membership. As further provided in Section 12.4 of the Declaration, the Board may suspend a Member's membership in the Association: (A) For the period of time during which an Assessment against the Member remains unpaid more than ninety(90)days after the date it was due and payable. (B) For a reasonable period during or after any infraction of the Association's rules and regulations by a Member or by any person to whom he has expressly or impliedly delegated his use privileges. (C) For misuse, abuse, or intentional destruction of Association property,real or personal. Suspension of any Member's membership temporarily revokes the Member's rights and privileges to use and enjoy Common Areas and facilities and to participate in Association affairs. A suspension shall in no way impair the enforceability of any Assessment or lien therefor, or the authority of the Association to assess and collect any future Assessment and lien, nor shall it impair the Member's right of access to,and use of,his own property in a manner consistent with the Governing Documents. 2.7 Electronic Voting. Electronic voting may occur in and for the Association under the terms and provisions of the following: (A) In order for electronic voting to occur on any Association matter, the Board must first pass a resolution authorizing same,which resolution must: (1) Provide that Members receive notice of the opportunity to vote through an online voting system. (2) Establish reasonable procedures and deadlines for Members to consent, in writing, to online voting. (3) Establish reasonable procedures and deadlines for Members to opt out of online voting after giving consent. (B) Once such a resolution has been passed, elections and other membership votes may be conducted through an internet-based online voting system if a Member consents, electronically or in writing,to online voting and if the following requirements are met: (1) The Association shall provide each Member with a method or means: MACEDONIA—BYLAWS Page 2 of 14 (a) To authenticate the Member's identity to or within the online voting system. (b) To confirm, at least fourteen (14) days prior to the date of the vote or the voting deadline,that the Member's electronic device can successfully communicate with the online voting system. (c) That is consistent with the election and voting procedures in these Bylaws and the other Governing Documents. (2) The Association utilizes an online voting system that is able to: (a) Authenticate the Member's identity. (b) Authenticate the validity of each electronic vote to ensure that the vote is not altered in transit. (c) Transmit a receipt from the online voting system to each Member who casts an electronic vote. (d) Permanently separate any authentication or identifying information from the electronic election ballot, rendering it impossible to tie an election ballot to a specific Member (this provision only applies if these Bylaws provide for secret ballots for the election of Directors). (e) Store and keep electronic ballots accessible to election officials for recount, inspection,and review. (C) A Member voting electronically pursuant to or as a result of this Section 2.7 shall be counted as being in attendance at the meeting for purposes of determining a quorum. (D) A Member's consent to online voting is and shall remain valid until the Member opts out of online voting pursuant to the procedures established by the Board. (E) This Section 2.7 shall apply to any matter that requires a vote of the Members. 3. MEMBERS' MEETINGS. 3.1 Annual Meeting. The annual meeting shall be held at a date, time, and place designated by the Board of Directors,for the purpose of electing Directors and transacting any other business duly authorized to be transacted by the Members. The annual meeting is a general meeting and, unless the law or the Governing Documents require otherwise,notice of the annual meeting need not include a description of the purpose or purposes for which the meeting is called. 3.2 Special Members' Meetings. Special Members' meetings must be held whenever called for by the President or by a majority of the Directors,and must be promptly called by the Board upon receipt of a written request signed by Members entitled to cast at least twenty-five percent (25%) of the votes of the Association. Such requests shall be in writing and shall state the purpose or purposes of the meeting. Business at any special meeting shall be limited to the item specified in the request or contained in the notice of meeting. 3.3 Quorum. A quorum shall be attained at a Members meeting by the presence, in person or by proxy, of at least thirty percent(30%)of the total voting interests. MACEDONIA—BYLAWS Page 3 of 14 3.4 Vote Required to Transact Business. The acts or resolutions approved by at least a majority of the votes cast at a duly called meeting at which a quorum has been attained shall be the act of the Members, unless a higher vote is specifically required by law or by the Governing Documents. 3.5 Notice of Meetings. Written notice of meetings shall be mailed or hand-delivered to each Member at the address last provided to the Association by the Members. The notices must be mailed or delivered by the Association not less than fourteen(14) days prior to the date of the meeting. Notice may also be furnished by electronic transmission to any Member who has consented to receive notice by electronic transmission. Consent by a Member to receive notice by electronic transmission shall be revocable by the Member by written notice to the Association. 3.6 Adjourned Meetings. Any duly called meeting of the Members may be adjourned to be reconvened at a later time by vote of the majority of the voting interests present, regardless of whether a quorum has been attained.Unless the Bylaws require otherwise,adjournment of annual or special meetings to a different date, time, or place must be announced at that meeting before an adjournment is taken, or notice must be given of the new date,time, or place pursuant to Section 720.303(2), Florida Statutes. Any business that might have been transacted on the original date of the meeting may be transacted at the adjourned meeting. If a new record date for the adjourned meeting is or must be fixed under Section 617.0707, Florida Statutes, notice of the adjourned meeting must be given to persons who are entitled to vote and are Members as of the new record date but were not Members as of the previous record date. 3.7 Order of Business.The order of business at Members'meetings shall be substantially as follows: (A) Determination that a quorum has been attained (B) Reading or waiver of reading of minutes of last Members' meeting (C) Reports of Officers (D) Reports of Committees (E) Election of Directors(when appropriate) (F) Unfinished Business (G) New Business (H) Adjournment 3.8 Minutes. Minutes of all meetings of the Members must be maintained in written form, or in another form that can be converted into written form within a reasonable time. 3.9 Proxies. At all meetings, Members may vote their Voting Interests in person or by proxy. All proxies shall comply with the provisions of Section 720.306, Florida Statutes, be in writing, and be filed with the Secretary of the Association at or prior to the meeting. Every proxy shall be revocable prior to the meeting for which it is given. 3.10 Action by Members Without a Meeting. Except for the holding of the annual meeting and annual election of Directors,any action required or permitted to be taken at a meeting of the Members may be taken by mail without a meeting if written instruments expressing approval of the action proposed to be taken are signed and returned by Members having not less than the minimum number of votes that would be necessary to take such action at a meeting at which all of the voting interests were present and voting. If the requisite number of written consents are received by the Secretary within sixty (60) days after the earliest date that appears on any of the consent forms received, the proposed action so authorized shall be of full force and effect as if the action had been approved at a meeting of the Members held on the sixtieth (60th) day. Within ten (10) days thereafter, the Board shall send written notice of the action taken to all Members who have not consented in writing.Nothing in this Section 3.10 affects the rights of Members to call a special meeting of the membership,as provided for by Section 3.2 above,or by law. MACEDONIA—BYLAWS Page 4 of 14 4. BOARD OF DIRECTORS. The administration of the affairs of the Association shall be by a Board of Directors. All powers and duties granted to the Association by law, as modified and explained in the Declaration, Articles of Incorporation, and these Bylaws, shall be exercised by the Board, subject to the approval or consent of the Members only when such is expressly required. 4.1 Powers. The Board shall have the authority to: (A) Manage and control the affairs of the Association. (B) Appoint and remove at its pleasure all Officers, agents, and employees of the Association; prescribe their duties; fix their compensation; and require of them such security or fidelity bond as it may deem expedient. Nothing in these Bylaws shall be construed to prohibit the employment of any Member, Officer, or Director of the Association in any capacity whatsoever. (C) Establish, levy, assess, and collect any Assessment or charge provided for in the Governing Documents. (D) Designate one or more financial institutions as depository for Association funds, and the Officers authorized to make withdrawals therefrom. (E) With the prior consent of at least a majority of the voting interests, borrow money for Association purposes, and assign, pledge, mortgage, or encumber any Common Areas or future revenues of the Association as security therefor. (F) Adopt, amend, or revoke rules and regulations relating to the use of Common Areas, and such sanctions for noncompliance therewith, as it may deem necessary for the best interest of the Association and its Members.The Board may also establish and levy fees for the use of Common Areas or Association property. (G) Cause the Association to employ sufficient personnel to adequately perform the responsibilities of the Association. (H) Negotiate and enter into contracts for the maintenance and operation of the Common Areas. (I) Make improvements to the Common Areas. (J) Establish committees of the Association and appoint the members thereof. It may assign to such committees responsibilities and duties not inconsistent with the provisions of these Bylaws as it may deem appropriate. (K) Acquire property, real or personal, and enter into agreements with any persons, including Declarant, relating to the orderly transfer of property from said person to the Association, and such other matters as the Board may deem appropriate. (L) Perform all other acts not inconsistent with law or the Governing Documents and necessary for the proper functioning of the Association. 4.2 Number; Qualifications.Until Turnover of control of the Association from Declarant to the non- Declarant Owners, the affairs of the Association shall be managed by a Board of three (3) Directors. A Director must be a Member or the spouse of a Member, except that the Directors elected or appointed by the Class `B" Member need not be Members and may be the officers and/or employees of Declarant. MACEDONIA—BYLAWS Page 5 of 14 Subsequent to turnover of control of the Association,the Board of Directors shall consist of three(3). 4.3 Term of Office.Prior to Turnover,each Director shall be elected for a term of one(1)year,which will end upon final adjournment of the annual meeting in conjunction with which the Director's successor is to be elected. After Turnover, in order to provide for a continuity of experience by establishing a system of staggered terms of office, in the first election in which Owners other than the Declarant elect at least a majority of the Directors, a majority number of the elected candidates shall each be elected for a term that expires at the final adjournment of the second annual meeting following Turnover. The other elected candidates shall be elected for a term that expires at the final adjournment of the next annual meeting. Thereafter, all Directors shall be elected for two (2) year terms, ending at the final adjournment of the annual meeting at which successors are to be duly elected,or at such other time as may be provided by law. Directors shall be elected by the Members as described in Section 4.4 below, or in the case of a vacancy, as provided in Section 4.6 below. There is no limit on the number of consecutive terms to which a Director may be elected. A resignation must be in writing to be effective,and may not be revoked once received by the Association. 4.4 Nominations and Election of Directors. Except as otherwise provided herein and for the first Board of Directors and their Declarant-appointed replacements, Directors shall be elected by the Members at the annual meeting of the Association. Notwithstanding the foregoing, until such time as the Class "B" membership in the Association terminates,the Class"B"Members shall have the right to appoint Directors in accordance with the provisions of the Declaration and Chapter 720, Florida Statutes. (A) Directors shall be elected in accordance with Chapter 720, Florida Statutes, these Bylaws, and the election rules, if any, and the process established and utilized by the Board of Directors. (B) Not less than sixty (60) days before a scheduled election, the Association shall mail or deliver, whether by separate Association mailing or included in another Association mailing or delivery, including regularly published newsletters and including electronic transmission for those Members who have so consented, to each Member entitled to vote, a First Notice of Annual Meeting with the date of the election. Any eligible person who nominates himself to be a candidate may do so no later than forty (40) days prior to the annual meeting and may also submit a resume by such deadline on one side of an 8-Y2" x 11" sheet of paper. As Members have been given the opportunity to nominate themselves in advance and prior to the annual meeting where the election will take place, nominations from the floor will not be accepted. (C) Not less than fourteen (14) days prior to the annual meeting, the Association shall send a Second Notice of Annual Meeting to all Members,along with an election ballot for the election of Directors, any timely submitted candidates' resumes,a proxy,and any other documents in the Board's discretion.The election ballot shall contain the names of all candidates who nominated themselves in a timely manner, listed alphabetically by surname. (D) If a voter checks off the names of more candidates than the number of Directors to be elected, the election ballot shall not be counted for the election. Elections shall be determined by a plurality of the votes cast. A quorum of the Members need not cast a vote for a valid election to occur, so long as at least ten percent(10%) of the eligible Voting Interests cast a ballot. The Board may require all election ballots to be received by the Association at some point prior to the annual meeting so that votes can be tallied prior to the annual meeting and the results announced at the annual meeting. (E) The candidates who are elected shall take office upon the adjournment of the annual meeting. (F) No election shall be necessary if the number of candidates is fewer than or equal to the MACEDONIA—BYLAWS Page 6 of 14 number of vacancies. (G) In addition to the foregoing, to the extent that the Association wishes to provide for and allow Members to vote electronically, Members who have consented to vote electronically shall be permitted to do so as otherwise provided for by Section 720.317, Florida Statutes, as amended from time to time. 4.5 Certification. Within ninety(90)days after being elected or appointed to the Board, each newly elected or appointed Director must submit to the Secretary of the Association a certificate of having satisfactorily completed an educational curriculum administered by a Division-approved education provider. The program must include training related to financial literacy and transparency recordkeeping, levying of fines, and notes and meeting requirements. The educational certificate is valid for up to four(4) years and a Director must complete the educational requirements every four(4)years.A Director who does not timely complete the educational program and submit the certificate of completion to the Secretary of the Association is suspended from the Board until he or she complies with the requirement.The Board may temporarily fill the vacancy during the period of suspension. The Association shall retain each Director's educational certificate for five (5) years after the Director's election; however, the failure to retain the certificate does not affect the validity of any Board action. 4.6 Vacancies and Removal. (A) Except as to vacancies resulting from removal of Directors by Members as provided for elsewhere herein,vacancies in the Board of Directors occurring between annual meetings of Members shall be filled by the remaining Directors at any Board meeting, provided that (i) all vacancies in directorships to which Directors were appointed by the Class"B"Member shall be filled by the Class"B"Member; and (ii)a vacancy in a directorship elected by Class"A"Members shall be filled with a Class"A"Member. (B) Any Director elected by the Members (other than the Class "B" Member)may be removed from the Board of Directors with or without cause by a majority of the votes of the Class"A"Members at a special meeting called for that purpose or by written agreement signed by the Members entitled to cast a majority of the Class "A"Member votes. The vacancy in the Board of Directors so created shall be filled by the Members at a special meeting called for such purpose, or by the Board of Directors if such meeting does not occur within five (5)days of the removal. (C) A Director or Officer charged by information or indictment with a felony theft or embezzlement offense involving the Association's funds or property is removed from office. The Board shall fill the vacancy according to general law until the end of the period of the suspension or the end of the Director's term of office, whichever occurs first. However, if the charges are resolved without a finding of guilt or without acceptance of a plea of guilty or nolo contendere,the Director or Officer shall be reinstated for any remainder of his term of office. 4.7 Organizational Meeting. An organizational meeting of a new Board of Directors shall be held within ten(10) days after the election of new Directors at such place and time as may be fixed by the new Directors at the meeting when they were elected. 4.8 Regular Meetings.After Turnover of control,regular meetings of the Board shall be held at such time and place in Collier County, Florida, as shall be determined from time to time by the Directors. A regular meeting of the Board of Directors is any meeting held according to a regular weekly, monthly, or other periodic schedule adopted from time to time by the Board.Notice of regular meetings shall be given to each Director personally, or by regular mail, electronic mail, facsimile, telephone (where oral notice is permitted),telegraph, or teletype at least ten(10) days before the day named for such meeting. At regular MACEDONIA—BYLAWS Page 7 of 14 meetings any business of the Association may be transacted. If any Director elected by the Members shall be absent for any reason from three(3)consecutive regular meetings of the Board,the Board may,by vote of at least a majority of the whole Board taken at the next meeting,declare the office of said Director to be vacant,and may appoint a successor. 4.9 Special Meetings. Special meetings of the Board are all meetings other than the annual organizational meeting and regular meetings. Special meetings may be called by the President, the Secretary, or by a majority of the Directors.Not less than two(2)days' notice of a special meeting shall be given to each Director personally, or by regular mail, electronic mail, facsimile, telephone (where oral notice is permitted),telegraph,or teletype which notice shall state the date,time,place,and purposes of the meeting. Business conducted at a special meeting shall be limited to the items specified in the notice of the meeting. 4.10 Waiver of Notice by Directors. Any Director may waive notice of a Board meeting before or after the meeting, and such waiver shall be deemed equivalent to the receipt of notice. Attendance at a meeting by any Director constitutes waiver of notice, unless that Director objects to the lack of notice at the beginning of the meeting. 4.11 Board Meetings; Notice to Members. A meeting of the Board of Directors occurs whenever a quorum of the Board gathers and conducts Association business. All meetings of the Board shall be open to all Members, except as otherwise provided by law. Notice of all Board meetings shall be posted in a conspicuous place on the Common Areas at least forty-eight(48) hours in advance of the meeting,except in an emergency. An assessment may not be levied at a Board meeting unless the notice of the meeting includes a statement that Assessments will be considered and the nature of such assessments. Any Owner may audio or video record meetings of the Board. The Board may adopt reasonable rules governing the recording of meetings of the Board and the membership. 4.12 Quorum of Directors. A quorum at a Board meeting shall exist only when a majority of all Directors are present in person.Directors may not vote by proxy or secret ballots at Board meetings,except that secret ballots may be used in electing Officers. Any Director has a right to participate in any meeting of the Board, or meeting of an executive or other committee, by means of a conference telephone call or similar communicative arrangement whereby all persons present can hear and speak to all other persons. Participation by such means shall be deemed equivalent to presence in person. 4.13 Vote Required. Except as otherwise required by law or the Governing Documents, the acts approved by a majority of the Directors present and voting at a duly called Board meeting at which a quorum exists shall constitute the acts of the Board of Directors.A Director who is present at a meeting of the Board shall be deemed to have voted with the majority on any action taken unless he voted against such action or abstained from voting because of an asserted conflict of interest. 4.14 Adjourned Meetings. The majority of the Directors present at any meeting of the Board, regardless of whether a quorum exists,may adjourn the meeting to be reconvened at a later time. When the meeting is reconvened, provided a quorum exists, any business that might have been transacted at the meeting originally called may be transacted without further notice. 4.15 Presiding Officer. The President of the Association, or in his absence, the Vice President, shall be the Presiding Officer at all meetings of the Board of Directors.If neither is present,the Presiding Officer shall be selected by majority vote of those present. 4.16 Compensation of Directors and Officers. Neither Directors nor Officers shall receive compensation for their services as such. Directors and Officers may be compensated for all actual and MACEDONIA—BYLAWS Page 8 of 14 proper out of pocket expenses relating to the proper discharge of their respective duties. 4.17 Debit Cards. The Association and its Officers, Directors, employees, and agents may not use a debit card issued in the name of the Association, or billed directly to the Association, for the payment of any Association expenses. A person who uses a debit card issued in the name of the Association,or billed directly to the Association,for any expense that is not a lawful obligation of the Association commits theft as provided under Section 812.014, Florida Statutes. For purposes of this Section 4.17, the term "lawful obligation of the Association"means an obligation that has been properly preapproved by the Board and is reflected in the meeting minutes or the written budget. 4.18 Emergency Powers. In the event of an "emergency" as defined in Section 4.17(G) below, the Board of Directors of the Association may exercise the emergency powers as described in this Section 4.17, and any other emergency powers authorized by Sections 617.0207,617.0303,and 720.316,Florida Statutes, as amended from time to time. (A) The Board may name as Assistant Officers persons who are not Directors, which Assistant Officers shall have the same authority as the Executive Officers of whom they are assistant during the period of the emergency,to accommodate the incapacity of any Officer of the Association. (B) The Board may relocate the principal office or designate alternative principal offices or authorize the Officers to do so. (C) During any emergency the Board may hold meetings with notice given only to those Directors with whom it is practicable to communicate,and the notice may be given in any practical manner, including publication or radio. The Director or Directors in attendance at such a meeting shall constitute a quorum. (D) Corporate action taken in good faith during an emergency under this Section 4.17 to further the ordinary affairs of the Association shall bind the Association,and shall have the rebuttable presumption of being reasonable and necessary. (E) Any Officer, Director, or employee of the Association acting with a reasonable belief that his actions are lawful in accordance with these emergency Bylaws shall incur no liability for doing so, except in the case of willful misconduct. (F) The provisions of these emergency Bylaws shall supersede any inconsistent or contrary provisions of the Bylaws during the period of the emergency. (G) For purposes of this Section 4.17, an "emergency" exists only during a period of time that the Community, or the immediate geographic area in which the Community is located, is subjected to: (1) A state of emergency declared by law enforcement authorities. (2) A hurricane warning. (3) A partial or complete evacuation order. (4) A designation by federal or state government as a"disaster area." (5) A catastrophic occurrence, whether natural or man-made, that seriously damages or threatens serious damage to the Community, such as an earthquake, tidal wave, fire, hurricane,tornado,war, civil unrest,or acts of terrorism. 4.19 Committee Meetings.The provisions of this Article 4 governing the calling and holding of Board meetings shall also apply to the meetings of all committees or other similar bodies specified in the Governing Documents, and to any committee or similar body appointed by the Board or any member MACEDONIA—BYLAWS Page 9 of 14 thereof, or elected by the Members, to which the Board has delegated its decision-making powers. The meetings of any committee vested with the power to approve or disapprove architectural decisions with respect to a specific parcel of residential property owned by a Member of the Association must be conducted with the same formalities as required for meetings of the Board. 5. OFFICERS. 5.1 Officers and Elections.The Executive Officers of the Association shall be a President and a Vice President,each of whom must be Directors of the Association,and a Treasurer and a Secretary,all of whom shall be elected annually by majority vote of the Board of Directors. Any Officer may be removed,with or without cause, by vote of a majority of all Directors at any meeting. Any person except the President may hold two or more offices. The Board of Directors shall,from time to time,appoint such other Officers, and designate their powers and duties, as the Board shall find to be required to manage the affairs of the Association. If the Board so determines,there may be more than one Vice President. 5.2 President.The President shall be the Chief Executive Officer of the Association;shall preside at all meetings of the Members and Directors; shall be ex officio a member of all standing committees; shall have general and active management of the business of the Association; and shall see that all orders and resolutions of the Board are carried into effect. The President shall execute bonds, mortgages, and other contracts or documents requiring the seal of the Association,except where such are permitted by law to be otherwise executed, and the power to execute is delegated by the Board of Directors to another Officer or agent of the Association. 5.3 Vice President. The Vice President, in the absence or disability of the President, shall perform the duties and exercise the powers of the President, and shall perform such other duties as the Board of Directors shall prescribe. 5.4 Secretary. The Secretary shall attend the meetings of the Board and meetings of the Members, and shall record all votes and the minutes of all proceedings in a book or books to be kept for the purpose, and shall perform like duties for the standing committees when required; shall give, or cause to be given, notice of all meetings of the Members and of the Board of Directors,and perform such other duties as may be prescribed by the Board or the President;shall keep in safe custody the seal of the Association and,when authorized by the Board, affix the same to any instrument requiring it; and shall be responsible for the proper recording of all duly adopted amendments to the Governing Documents.Any of the foregoing duties may be performed by an Assistant Secretary, if one has been designated. 5.5 Treasurer. The Treasurer shall have responsibility for the collection, safe keeping, and disbursement of funds and securities of the Association; shall keep full and accurate accounts of receipts and disbursements in books belonging to the Association;shall deposit all monies and other valuable effects in the name and to the credit of the Association in such depositories as may be designated by the Board of Directors; shall prepare the budget for the Association; shall be responsible for disbursing the funds of the Association, and making proper vouchers for such disbursements; and shall render to the President and Directors, at the regular meetings of the Board, or whenever they may require it, an account of all transactions and of the financial condition of the Association.Any of the foregoing duties may be performed by an Assistant Treasurer, if one has been designated. 6. FISCAL MATTERS. The provisions for Assessments and fiscal management of the Association set forth in the Declaration shall be supplemented by the following provisions: 6.1 Depository.The Association shall maintain its accounts in federally insured accounts at financial MACEDONIA—BYLAWS Page 10 of 14 institutions doing business in the State of Florida, as may be designated from time to time by the Board. Withdrawal of monies from such accounts shall be only by such persons as are authorized by the Board. The Board may invest Association funds in interest-bearing accounts, money market funds, certificates of deposit, U.S. Government securities, and other similar investment vehicles, provided they are federally insured,or backed by the full faith and credit of the United States. 6.2 Budget. The Board of Directors, at a duly noticed Board of Directors meeting each year, shall adopt a budget of general expenses for the next fiscal year. The budget must reflect the estimated revenues and expenses for that year and the estimated surplus or deficit as of the end of the current year.The budget must set out separately all fees or charges for recreational amenities, whether owned by the Association, the Declarant, or another person. The Association shall provide each Member with a copy of the annual budget or a written notice that a copy of the budget is available upon request at no charge to the Member. The proposed budget shall be detailed and shall show the amounts budgeted by accounts and expense classifications. 6.3 Reserves. The Board may, but shall not be obligated to, establish in the budgets one or more reserve accounts for contingencies, operating expenses, repairs, improvements, capital expenditures, or deferred maintenance. The purpose of the reserves is to provide financial stability and to avoid the need for Special Assessments. The amounts proposed to be so reserved shall be shown in the proposed annual budgets each year.These funds may be spent only for purposes for which they were reserved,unless another use is approved by unanimous consent of the entire Board. 6.4 Fidelity Bonds. The Treasurer and all other Officers who are authorized to sign checks and all Directors and employees of the Association handling or responsible for Association funds,shall be bonded in such amounts as determined by the Board of Directors. The premiums on such bonds shall be paid by the Association. 6.5 Accounts and Accounting Procedures.The financial and accounting records of the Association must be kept according to good accounting practices. All financial and accounting records must be maintained for a period of at least seven(7)years. The financial and accounting records must include: (A) Accurate, itemized, and detailed records of all receipts and expenditures. (B) A current account and a period statement of the account for each Member, designating the name and current address of each Member that is obligated to pay Assessments, the due date and amount of each Assessment or other charge against the Member, the date and amount of each payment on the account, and the balance due. (C) All tax returns, financial statements, and financial reports of the Association. (D) Any other records that identify,measure, record, or communicate financial information. 6.6 Owner Request for Detailed Accounting.Upon written request from an Owner,the Association shall provide a detailed accounting of any amounts the Owner owes to the Association related to the Lot or Living Unit within fifteen(15)business days from the date of receipt of the written request.After an Owner makes such written request to the Association,the Owner may not request another detailed accounting for at least ninety (90) calendar days. Failure by the Association to respond within fifteen(15) business days to a written request for a detailed accounting constitutes a complete waiver of outstanding fines that are more than thirty(30) days past due and for which the Association has not given prior written notice of the imposition of fines as provided in Section 12.4 of the Declaration. MACEDOMA—BYLAWS Page 11 of 14 6.7 Financial Reporting. The Association shall prepare an annual financial report within ninety (90) days after the close of the fiscal year. The Association shall, within twenty-one (21) days after the report is prepared, provide each Member with a copy of the report, or a written notice that a copy of the financial report is available upon request at no charge to the Member. 6.8 Application of Payments and Commingling of Funds.All monies collected by the Association may be commingled in a single fund for investment purposes only, or divided into two or more funds, as determined by the Board of Directors.The books and records of the Association shall be kept in conformity to generally accepted accounting principles and the audit and accounting guide for Common Interest Realty Associations of the American Institute of Certified Public Accountants. All payments on account by an Owner shall be applied as to interest, delinquencies, costs and attorney fees, other charges, and Annual or Special Assessments, in such manner and amounts as the Board of Directors may determine, or as may be required by law. 6.9 Fiscal Year. The fiscal year for the Association shall begin on the first day of January each year. The Board of Directors may change to a different fiscal year in accordance with the provisions and regulations from time to time prescribed in the Internal Revenue Code of the United States. 6.10 Payment of Assessments.Annual Assessments based on the adopted budgets shall be payable quarterly(due on January 1, April 1, July 1, and October 1 of each year,or such other date as the Board of Directors may determine).Assessments and Special Assessments as the term is used in this Section 6.9 and in Section 6.10 below are Assessments levied by the Association and shall not be confused with Assessments that are levied by any local government (county, municipality, or special district). Written notice of the Annual Assessment shall be sent to all Owners at least thirty (30)days prior to the due date. Failure to send or receive such notice shall not, however, excuse the obligation to pay. By resolution, the Board may establish the place for payment,the method of payment, and a late payment fee. 6.11 Special Assessments. Special Assessments may be imposed by the Board of Directors whenever necessary to meet unbudgeted, emergency, or non-recurring expenses, or for such other purposes as are authorized by the Declaration or these Bylaws. Special Assessments are due on the day specified in the resolution of the Board approving such Assessment. The notice of any Special Assessment must contain a statement of the purpose(s) of the Assessment, and the funds collected must be spent for the stated purpose(s)or returned to the Members in a manner consistent with law. 6.12 Proof of Payment. Within ten (10) business days after receipt of a request from an Owner, mortgagee,or purchaser of a Lot or Living Unit,the Association shall furnish a written statement certifying that all Assessments then due from any Lot or Living Unit have been paid, or indicating the amounts then due. 6.13 Suspension. The Association shall not be required to transfer memberships on its books or to allow the exercise of any rights or privileges of membership on account thereof to any Owner, or to any persons claiming under an Owner, unless and until all Assessments and charges to which said Owner and his Lot or Living Unit is subject have been paid in full. 7. TURNOVER OF CONTROL OF ASSOCIATION. 7.1 Time of Turnover. Turnover of control of the Association occurs when the Class"A"Members are first entitled to elect a majority of the Directors of the Association.Class"A"Members shall be entitled to assume control of the Association by electing a majority of the Board of Directors not later than ninety (90)days after the conveyance of title,to Owners other than Declarant, of at least ninety percent(90%)of all Lots or Living Units that will ultimately be operated by the Association. The election shall occur at a MACEDONIA—BYLAWS Page 12 of 14 meeting of the Members("Turnover Meeting"). 7.2 Procedure for Calling Turnover Meeting. No less than sixty (60) days prior to the Turnover Meeting, the Association shall notify in writing all Members of the date of the Turnover Meeting. At the Turnover Meeting,the Directors shall be elected by the Members as further provided in Section 4.4 above, and all but one of the Directors previously appointed by the Declarant shall resign. 7.3 Early Turnover. The Declarant may turn over control of the Association to the Members prior to the time for Turnover set forth above, by causing all but one of its appointed Directors to resign, whereupon it shall be the affirmative obligation of the Class"A"Members to elect the other Directors and assume control of the Association. If at least sixty (60) days' notice of Declarant's decision to cause its appointees to resign is given as described in Section 7.2 above, neither the Declarant nor such appointees shall be liable in any manner in connection with such resignations if the Members refuse or fail to assume control. 7.4 Declarant Representative.The Declarant is entitled to appoint at least one member of the Board of Directors as long as the Declarant holds for sale in the ordinary course of business at least five percent (5%) of the Lots or Living Units in the Community. After the Declarant relinquishes control of the Association,the Declarant may exercise the right to vote any Declarant-owned interests in the same manner as any other Member, except for purposes of reacquiring control of the Association or selecting a majority of the Directors. 7.5 Turnover: "As Is". When Owners other than Declarant assume control of the Association by electing the majority members on the Board of Directors, the Association will accept Turnover of the Common Areas and facilities in their "as is" condition, without recourse. The Declarant makes no representations,to the fullest extent permitted by law, and disclaims all warranties, expressed or implied, in law or in fact, with respect thereto, including, without limitation, representations or warranties of merchantability or fitness for any particular purpose; representations or warranties regarding the construction, design, adequacy of size or capacity in relation to the utilization, date of completion, future economic performance, or operations of, or the materials, furniture, or equipment that have been used in the Common Areas and facilities at the time of Turnover; and the Association accepts the conditions of all Common Areas and Common Area facilities from the Declarant without recourse against the Declarant herein. 8. DESIGN REVIEW COMMITTEE.The Design Review Committee("DRC")provided for in Article 7 of the Declaration, shall be selected and conduct its affairs as provided in this Article 8. 8.1 Members; Qualification. The DRC shall be composed of at least one (1) person prior to Turnover and at least three(3)persons after Turnover.The Board shall appoint the members of the DRC. 8.2 Selection;Terms.The members of the DRC shall be appointed by the Board of Directors to serve terms of two years. If a mid-term vacancy occurs for any reason,the Board shall appoint a successor to fill the unexpired term. 8.3 Compensation. If approved by the Board of Directors, any or all members of the DRC may be compensated for their services. 8.4 Meetings. The DRC shall meet as necessary to carry out its duties and functions. The DRC shall meet with the same formalities and notice requirements as required for Board meetings, unless otherwise permitted by law. Written notice of meetings shall be provided in the same manner as Board meetings are required to be noticed,and any Owner wishing to appear before the DRC may do so. Special meetings may MACEDONIA—BYLAWS Page 13 of 14 be called as needed by the Chairman. 8.5 Procedures; Voting.A majority of the members of the DRC present in person at any duly called meeting shall constitute a quorum. All questions shall be decided by a majority of the entire committee. Where a question involves proposed changes to a Lot or Living Unit owned by a member of the DRC,that member shall be disqualified from participation in the proceedings. If a proposed change is not approved, the reasons for disapproval shall be stated in writing.Minutes of all meetings of the DRC shall be kept in a business-like manner and shall be available at reasonable times for inspection or photocopying by any Owner. Copies of the plans and specifications for all approved changes and construction shall be kept for at least five(5)years. 9. AMENDMENT OF BYLAWS. Amendments to these Bylaws shall be proposed and adopted in the following manner: 9.1 Proposal. Amendments to these Bylaws may be proposed either by a resolution approved by a majority of the whole Board of Directors,or by a petition to the Board signed by at least twenty-five percent (25%) of the voting interests of the Association. Once so proposed, the amendments shall be submitted to a vote of the Members at a meeting no later than the next annual meeting for which notice can still properly be given. 9.2 Vote Required. Except as otherwise provided by law, or by specific provision of the Governing Documents,these Bylaws may be amended by concurrence of at least two thirds(2/3)of the voting interests present and voting at any annual or special meeting,provided that the text of any proposed amendment has been given to the Members with notice of the meeting. 9.3 Amendment by Board.As long as Declarant membership exists,the Declarant may unilaterally amend these Bylaws in any manner that it deems advisable, including, but not limited to, amendments to correct errors or conform the Bylaws to any applicable statute or local ordinance. Such amendments shall not require consent of the Members. 9.4 Certificate; Recording. A copy of each approved amendment shall be attached to a certificate reciting that the amendment was duly adopted,which certificate shall be executed by the President or Vice- President of the Association with the formalities of a deed.The certificate must identify the Book and Page or Instrument Number of the Official Records where the Declaration was originally recorded. The amendment shall be effective when the certificate and copy of the amendment are recorded in the Official Records of the Collier County, Florida. 10. MISCELLANEOUS. 10.1 Gender; Number. Whenever the masculine or singular form of the pronoun is used in these Bylaws, it shall be construed to mean the masculine, feminine, or neuter; singular or plural, as the context requires. 10.2 Severability. Should any portion of these Bylaws be void or become unenforceable, the remaining provisions of the Bylaws shall remain in full force and effect. 10.3 Conflict. If any irreconcilable conflict should exist, or hereafter arise, with respect to the interpretation of these Bylaws and the Declaration or the Articles of Incorporation of the Association, the provisions of the Declaration or Articles of Incorporation shall prevail over the provisions of these Bylaws. MACEDONIA—BYLAWS Page 14 of 14 EXHIBIT 9)" (SFWMD Permit) EXHIBIT "D" os u South Florida Water Management District 9041111Individual Environmental Resource Permit No. 11 108619 P y�. Date Issued: December 18, 2023 Permittee: American Property Investments, LLC 333 Front Street#2206 Lemont, IL 60439 Project: Macedonia Application No. 230320-38010 Location: Collier County, See Exhibit 1 Your application for an Individual Environmental Resource Permit is approved. This action is taken based on Chapter 373, Part IV, of Florida Statutes (F.S.) and the rules in Chapter 62-330, Florida Administrative Code (F.A.C.). Unless otherwise stated, this permit constitutes certification of compliance with state water quality standards under section 401 of the Clean Water Act, 33 U.S.C. 1341, and a finding of consistency with the Florida Coastal Management Program. Please read this entire agency action thoroughly and understand its contents. This permit is subject to: • Not receiving a filed request for a Chapter 120, F.S., administrative hearing. • The attached General Conditions for Environmental Resource Permits. • The attached Special Conditions. • All referenced Exhibits. All documents are available online through the District's ePermitting site at www.sfwmd.gov/ePermittinq. If you object to these conditions, please refer to the attached "Notice of Rights" which addresses the procedures to be followed if you desire a public hearing or other review of the proposed agency action. Please contact this office if you have any questions concerning this matter. If we do not hear from you in accordance with the "Notice of Rights", we will assume that you concur with the District's action. The District does not publish notices of action. If you wish to limit the time within which a person may request an administrative hearing regarding this action, you are encouraged to publish, at your own expense, a notice of agency action in the legal advertisement section of a newspaper of general circulation in the county or counties where the activity will occur. Legal requirements and instructions for publishing a notice of agency action, as well as a noticing format that can be used, are available upon request. If you publish a notice of agency action, please send a copy of the affidavit of publication provided by the newspaper to the District's West Palm Beach office for retention in this file. If you have any questions regarding your permit or need any other information, please call us at 1-800-432-2045 or email epermits(asfwmd.gov. Melissa M. Lawrence, P.E. Bureau Chief, Environmental Resource Bureau South Florida Water Management District Individual Environmental Resource Permit No. 11-108619-P Date Issued: December 18, 2023 Expiration Date: December 18, 2028 Project Name: Macedonia Permittee: American Property Investments, LLC 333 Front Street#2206 Lemont, IL 60439 Operating Entity: Macedonia Homeowners Association, Inc. 333 Front Street, #2206 Lemont, IL 60439 Location: Collier County Permit Acres: 2.14 acres Project Land Use: Residential Special Drainage District: N/A Water Body Classification: CLASS III FDEP Water Body ID: 3278D Conservation Easement to District: No Sovereign Submerged Lands: No Project Summary This Environmental Resource Permit (ERP) authorizes Construction and Operation of a stormwater management(SWM) system serving 2.14 acres of residential development known as Macedonia. The project proposes the construction of a 4 lot residential subdivision. The SWM system consists of two interconnected dry detention ponds. Eventual discharge is to the Cocohatchee Canal. Refer to the Engineering Evaluation and Exhibit No. 2.0 for additional information. Issuance of this permit constitutes certification of compliance with state water quality standards in accordance with Rule 62-330.062, F.A.C. Site Description The site is a vacant parcel located at the at the end of Johnnycake Drive, on the east side of Livingston Road, 800 ft North of the Immokalee Road and Livingston intersection in Collier County, Florida. Refer to Exhibit No. 1.0 for a location map. For information on wetland and other surface water (OSW) impacts, please see the Wetlands and OSWs section of this permit. Permit No: 11-108619-P, Page 2 of 17 Ownership and Operation and Maintenance (O&M) Perpetual O&M of the SWM system is the responsibility of Macedonia Homeowners Association, Inc. as indicated in the submitted draft governing documents. Please refer to Exhibit No. 4.0. Upon completion of construction and in conjunction with submittal of the construction completion certification (CCC), a request for transfer to the operating entity and recorded copies of its governing documents must be submitted in accordance with General Condition No. 7. According to the SWM plans submitted and attached hereto as Exhibit 2.0, this project includes works within an FPL easement. Issuance of this permit does not constitute authorization on behalf of Florida Power & Light to perform those works or install any improvements within their easement area. Pursuant to General Condition 9, it is the responsibility of the permittee to obtain proper authorization that allows for this. Permit No: 11-108619-P, Page 3 of 17 Engineering Evaluation: Land Use Please refer to the Engineering Evaluation Tables for land use details for land use details Water Quality The project is located within a watershed identified by the Florida Department of Environmental Protection as impaired; therefore, the design includes a site-specific pollutant loading analysis and an additional 50% water quality treatment volume above the amounts required pursuant to Section 4.2.1, ERP Applicant's Handbook (AH) Volume (Vol.) II, as reasonable assurances that the projects discharge will not cause or contribute to violations of State water quality standards. The project provides 0.21 ac-ft of water quality treatment. The project includes implementation of a Turbidity and Erosion Control Plan, (Exhibit No. 2.0), as additional reasonable assurance of compliance with water quality criteria during construction. Water Quantity Discharge The project is utilizing the minimum 3.0-inch diameter bleeder. The SWM design meets the criteria of Section 5.2(a), ERP AH Vol. II. Project discharge has not been limited to a specified rate. Road Design As found in the Water Quantity Data Table, minimum road crown elevations have been set at or above the peak design storm elevation. Perimeter Berm As found in the Water Quantity Data Table, minimum perimeter berm elevations have been set at or above the peak design storm elevation. Finished Floors As found in the Water Quantity Data Table, minimum finished floor elevations have been set at or above the peak design storm elevation. Certification and O&M Pursuant to Chapter 62-330.310, F.A.C., Individual Permits will not be converted from the construction phase to the operation phase until construction completion certification (CCC) of the project is submitted to and accepted by the District. This includes compliance with all permit conditions, except for any long-term maintenance and monitoring requirements. It is suggested that the permittee retain the services of an appropriate professional registered in the State of Florida for periodic observation of construction of the project. For projects permitted with an operating entity that is different from the permittee, it should be noted that until the CCC is accepted by the District and the permit is transferred to an acceptable operating entity pursuant to Sections 12.1 - 12.3, ERP AH Vol. I and Section 62-330.310, F.A.C., the permittee is liable for O&M in compliance with the terms and conditions of this permit. In accordance with Section 373.416(2), F.S., unless revoked or abandoned, all SWM systems and works permitted under Part IV of Chapter 373, F.S., must be operated and maintained in perpetuity. The efficiency of SWM systems, dams, impoundments, and most other project components will decrease over time without periodic maintenance. The O&M entity must perform periodic inspections to identify if there are any deficiencies in structural integrity, degradation due to insufficient maintenance, or improper operation of projects that may endanger public health, safety, or welfare, or the water resources. If deficiencies are found, the O&M entity is responsible for correcting the deficiencies in a timely manner to prevent compromises to flood protection and water quality. See Section 12.4, ERP AH Vol. I for Minimum Operation and Maintenance Standards. Permit No: 11-108619-P, Page 4 of 17 Notable project components requiring routine inspection and maintenance include but are not limited to: • Side slopes for stormwater lakes and ponds — maintain side slopes no steeper than 4:1 (horizontal:vertical) to a depth of 2.0 feet below the control elevation and nurtured or planted from 2.0 feet below to 1.0 feet above the control elevation pursuant to Section 5.4.2, ERP AH Vol. II. • Conveyance pipes, conveyance structures and discharge structures — all pipes and structures must be inspected for structural integrity and be maintained clear of trash, sediment and vegetative debris. • Exfiltration trenches — all pipes and structures must be inspected for structural integrity and be maintained clear of trash, sediment and vegetative debris. • Swales—maintain the permitted cross-section and vegetative cover. • Underground storage facilities — all facilities must be inspected for structural integrity and be maintained clear of trash, sediment and vegetative debris. • Pumps—float switches should be inspected and any obstructions removed to ensure proper operation; intake and discharge pipes should be maintained clear of trash, sediment and vegetative debris; motors should be maintained to ensure proper operation. Permit No: 11-108619-P, Page 5 of 17 Engineering Evaluation Tables: Land Use Land % of Total Basin Area (ac) Type Basin Building Coverage 0.44 19.91 IPavement 0 35 15.84 SITE [Retention/detention 0.97 43.89 _.. Fopen Space r 0.45 20.36 Total: r 2.21 100% _a _ Water Quality - a _ Volume Volume Treatment Treatment Overflow Elevation Basin Required Provided Type System (ft NAVD88) (ac-ft) (ac-ft) [SITE Treatment F DRY DETENTION 0.21 j CL211 11.57 Water Quantity Storm r--- I Peak Allowable Elevation Event 'Precipitation Peak Stage (ft Min. EL (ft Basin Type Discharge Discharge(Yr/Day) 1 Depth (in) NAVD88) NAVD88) Rate (cfs) Rate (cfs) [Finished 100Y3D , 13.80 13.43 14.70 N/A N/A 'Floor Perimeter SITE Berm/ 25YR3D 11.20 12.87 12.90 0.25 0.09 Discharge 1- Road 25YR3D 11.20 12.87 12.87 N/A N/A Crown _ - - Bleeder 1 i invert EL Control EL (ft 1Structure Structure Basin NAVD88) # Count Type Dia.(in) (ft Receiving Body Type NAVD88) Water {Circular SITE 10.00 CS1 1 i Quality Orifice 300 1 11.57 COCOHATCHEE RIVER CANAL -- - - - - Inlets 1_ --- i i Control Structure Structure 1Length Width Crest EL Basin EL (ft 1 Type Count Type I (ft Receiving Body NAVD88) (in) NAVD88) -r- - FDOT - COCOHATCHEE SITE 10.00 CS1 Di MOD C scharge 1 724.0 3 .0 12.90 I DROP RIVER CANAL INLET 1 _ - --- - - Permit No: 11-108619-P, Page 6 of 17 Environmental Evaluation: Wetland and OSW Description There are no wetlands or OSWs located within the project site or affected by this project. Fish, Wildlife, and Listed Species The project site does not contain significant habitat for wetland-dependent endangered or threatened wildlife species, or species of special concern. No wetland-dependent endangered or threatened species or species of special concern were observed onside. Submitted information dated January 2023 indicates that potential use of the site by such species is minimal. This permit does not relieve the permittee from complying with all applicable rules and any other agencies' requirements if, in the future, endangered or threatened species or species of special concern are discovered on the site. Permit No: 11-108619-P, Page 7 of 17 Related Concerns: Water Use Permit Status The permittee has indicated that public water supply will be used as a source for irrigation water for the project. The permittee has indicated that dewatering is not required for construction of this project. This permit does not release the permittee from obtaining all necessary Water Use authorization(s) prior to the commencement of activities which will require such authorization, including construction dewatering and irrigation. Water and Wastewater Service Collier County Utilities. Historical/Archaeological Resources The District has received correspondence from the Florida Department of State, Division of Historical Resources on October 13, 2023 indicating that no significant archaeological or historical resources are recorded on the project site; therefore, the project is unlikely to have an effect upon any such resources. This permit does not release the permittee from complying with any other agencies requirements in the event that historical and/or archaeological resources are found on the site. Permit No: 11-108619-P, Page 8 of 17 General Conditions for Individual Environmental Resource Permits, 62-330.350, F.A.C. 1. All activities shall be implemented following the plans, specifications and performance criteria approved by this permit. Any deviations must be authorized in a permit modification in accordance with rule 62-330.315, F.A.C. Any deviations that are not so authorized may subject the permittee to enforcement action and revocation of the permit under Chapter 373, F.S. 2. A complete copy of this permit shall be kept at the work site of the permitted activity during the construction phase, and shall be available for review at the work site upon request by the Agency staff. The permittee shall require the contractor to review the complete permit prior to beginning construction. 3. Activities shall be conducted in a manner that does not cause or contribute to violations of state water quality standards. Performance-based erosion and sediment control best management practices shall be installed immediately prior to, and be maintained during and after construction as needed, to prevent adverse impacts to the water resources and adjacent lands. Such practices shall be in accordance with the State of Florida Erosion and Sediment Control Designer and Reviewer Manual (Florida Department of Environmental Protection and Florida Department of Transportation, June 2007), and the Florida Stormwater Erosion and Sedimentation Control Inspector's Manual (Florida Department of Environmental Protection, Nonpoint Source Management Section, Tallahassee, Florida, July 2008), which are both incorporated by reference in subparagraph 62-330.050(9)(b)5., F.A.C., unless a project- specific erosion and sediment control plan is approved or other water quality control measures are required as part of the permit. 4. At least 48 hours prior to beginning the authorized activities, the permittee shall submit to the Agency a fully executed Form 62-330.350(1), "Construction Commencement Notice," (October 1, 2013), (http:// www.flrules.org/Gateway/reference.asp?No=Re`r-02505), incorporated by reference herein, indicating the expected start and completion dates. A copy of this form may be obtained from the Agency, as described in subsection 62-330.010(5), F.A.C., and shall be submitted electronically or by mail to the Agency. However, for activities involving more than one acre of construction that also require a NPDES stormwater construction general permit, submittal of the Notice of Intent to Use Generic Permit for Stormwater Discharge from Large and Small Construction Activities, DEP Form 62-621.300(4)(b), shall also serve as notice of commencement of construction under this chapter and, in such a case, submittal of Form 62-330.350(1) is not required. 5. Unless the permit is transferred under rule 62-330.340, F.A.C., or transferred to an operating entity under rule 62-330.310, F.A.C., the permittee is liable to comply with the plans, terms, and conditions of the permit for the life of the project or activity. 6. Within 30 days after completing construction of the entire project, or any independent portion of the project, the permittee shall provide the following to the Agency, as applicable: a. For an individual, private single-family residential dwelling unit, duplex, triplex, or quadruplex- "Construction Completion and Inspection Certification for Activities Associated With a Private Single- Family Dwelling Unit"[Form 62-330.310(3)]; or b. For all other activities- "As-Built Certification and Request for Conversion to Operational Phase" [Form 62-330.310(1)]. c. If available, an Agency website that fulfills this certification requirement may be used in lieu of the form. 7. If the final operation and maintenance entity is a third party: a. Prior to sales of any lot or unit served by the activity and within one year of permit issuance, or within 30 days of as-built certification, whichever comes first, the permittee shall submit, as applicable, a copy of the operation and maintenance documents (see sections 12.3 thru 12.3.4 of Volume I) as filed with the Florida Department of State, Division of Corporations, and a copy of any easement, plat, or deed restriction needed to operate or maintain the project, as recorded with the Clerk of the Court in the Permit No: 11-108619-P, Page 9 of 17 County in which the activity is located. b. Within 30 days of submittal of the as-built certification, the permittee shall submit"Request for Transfer of Environmental Resource Permit to the Perpetual Operation and Maintenance Entity" [Form 62-330.310(2)] to transfer the permit to the operation and maintenance entity, along with the documentation requested in the form. If available, an Agency website that fulfills this transfer requirement may be used in lieu of the form. 8. The permittee shall notify the Agency in writing of changes required by any other regulatory agency that require changes to the permitted activity, and any required modification of this permit must be obtained prior to implementing the changes. 9. This permit does not: a. Convey to the permittee any property rights or privileges, or any other rights or privileges other than those specified herein or in Chapter 62-330, F.A.C.; b. Convey to the permittee or create in the permittee any interest in real property; c. Relieve the permittee from the need to obtain and comply with any other required federal, state, and local authorization, law, rule, or ordinance; or d. Authorize any entrance upon or work on property that is not owned, held in easement, or controlled by the permittee. 10. Prior to conducting any activities on state-owned submerged lands or other lands of the state, title to which is vested in the Board of Trustees of the Internal Improvement Trust Fund, the permittee must receive all necessary approvals and authorizations under Chapters 253 and 258, F.S. Written authorization that requires formal execution by the Board of Trustees of the Internal Improvement Trust Fund shall not be considered received until it has been fully executed. 11. The permittee shall hold and save the Agency harmless from any and all damages, claims, or liabilities that may arise by reason of the construction, alteration, operation, maintenance, removal, abandonment or use of any project authorized by the permit. 12. The permittee shall notify the Agency in writing: a. Immediately if any previously submitted information is discovered to be inaccurate; and b. Within 30 days of any conveyance or division of ownership or control of the property or the system, other than conveyance via a long-term lease, and the new owner shall request transfer of the permit in accordance with Rule 62-330.340, F.A.C. This does not apply to the sale of lots or units in residential or commercial subdivisions or condominiums where the stormwater management system has been completed and converted to the operation phase. 13. Upon reasonable notice to the permittee, Agency staff with proper identification shall have permission to enter, inspect, sample and test the project or activities to ensure conformity with the plans and specifications authorized in the permit. 14. If prehistoric or historic artifacts, such as pottery or ceramics, projectile points, stone tools, dugout canoes, metal implements, historic building materials, or any other physical remains that could be associated with Native American, early European, or American settlement are encountered at any time within the project site area, the permitted project shall cease all activities involving subsurface disturbance in the vicinity of the discovery. The permittee or other designee shall contact the Florida Department of State, Division of Historical Resources, Compliance Review Section (DHR), at (850)245-6333, as well as the appropriate permitting agency office. Project activities shall not resume without verbal or written authorization from the Division of Historical Resources. If unmarked human remains are encountered, all work shall stop immediately and the proper authorities notified in accordance with section 872.05, F.S. For project activities subject to prior consultation with the DHR and as an alternative to the above requirements, the permittee may follow procedures for unanticipated discoveries as set forth within a cultural resources assessment survey determined complete and sufficient by DHR and included as a specific permit condition herein. Permit No: 11-108619-P, Page 10 of 17 15. Any delineation of the extent of a wetland or other surface water submitted as part of the permit application, including plans or other supporting documentation, shall not be considered binding unless a specific condition of this permit or a formal determination under Rule 62-330.201, F.A.C., provides otherwise. 16. The permittee shall provide routine maintenance of all components of the stormwater management system to remove trapped sediments and debris. Removed materials shall be disposed of in a landfill or other uplands in a manner that does not require a permit under Chapter 62-330, F.A.C., or cause violations of state water quality standards. 17. This permit is issued based on the applicant's submitted information that reasonably demonstrates that adverse water resource-related impacts will not be caused by the completed permit activity. If any adverse impacts result, the Agency will require the permittee to eliminate the cause, obtain any necessary permit modification, and take any necessary corrective actions to resolve the adverse impacts. 18. A Recorded Notice of Environmental Resource Permit may be recorded in the county public records in accordance with Rule 62-330.090(7), F.A.C. Such notice is not an encumbrance upon the property. Permit No: 11-108619-P, Page 11 of 17 Special Conditions for Individual Environmental Resource Permits, 62-330.350, E.A.C. 1. The construction authorization for this permit shall expire on the date shown on page 2. 2. Perpetual O&M of the SWM system shall be the responsibility of Macedonia Homeowners Association, Inc. Upon completion of construction and in conjunction with submittal of the as-built certification, a request for transfer to the operating entity with supporting documentation must be submitted in accordance with General Condition No. 7. 3. Lake side slopes shall be no steeper than 4:1 (horizontal:vertical)to a depth of 2.0 feet below the control elevation. Side slopes shall be nurtured or planted from 2.0 feet below to 1.0 feet above control elevation to ensure vegetative growth. 4. A stable, permanent and accessible elevation reference shall be established on or within 100 feet of all permitted discharge structures no later than the submission of the certification report. The location of the elevation reference must be noted on or with the certification report. 5. Prior to any future construction, the permittee shall apply for and receive an Individual ERP. As part of the permit application, the applicant for that phase shall provide documentation verifying that the proposed construction is consistent with the design of the master stormwater management system, including the land use and site grading assumptions. 6. Prior to initiating construction activities associated with this ERP, the permittee is required to hold a pre- construction meeting with field representatives, consultants, contractors, District Environmental Resource Bureau (ERB) staff, and any other local government entities as necessary.The purpose of the pre-construction meeting is to discuss construction methods, sequencing, best management practices, identify work areas, staking and roping of preserves where applicable, and to facilitate coordination and assistance amongst relevant parties. To schedule a pre-construction meeting, please contact ERB staff from the Fort Myers Service Center at (239) 338-2929 or via e-mail at: precon@sfwmd.gov. When sending a request for a pre-construction meeting, please include the application number, permit number, and contact name and phone number. 7. This permit does not authorize the permittee to cause any adverse impact to or "take" of state listed species and other regulated species of fish and wildlife. Compliance with state laws regulating the take of fish and wildlife is the responsibility of the owner or permitee associated with this project. Please refer to Chapter 68A-27, F.A.C. for definitions of"take" and a list of fish and wildlife species. If listed species are observed onsite, FWC staff are available to provide decision support information or assist in obtaining the appropriate FWC permits. Most marine endangered and threatened species are statutorily protected and a "take" permit cannot be issued. Requests for further information or review can be sent to: FWCConservationPlanningServices@MyFWC.com. Permit No: 11-108619-P, Page 12 of 17 Project Work Schedule for Permit No. 11-108619-P The following activities are requirements of this Permit and shall be completed in accordance with the Project Work Schedule below. Please refer to General Conditions, Special Conditions and/or Specific Conditions for more information. Any deviation from these time frames will require prior approval from the District's Environmental Resources Bureau and may require a modification to this permit. Such requests must be made in writing and shall include: (1) reason for the change, (2) proposed start/finish and/or completion dates, and (3) progress report on the status of the project. Condition No. Date Added Description (Application Due Date Date Number) Satisfied GC 4 12/18/2023 Construction Prior to Construction Commencement Notice GC 6 12/18/2023 Submit Certification 30 Days After Construction Completion GC 7 12/18/2023 Submit Operation Transfer Within 30 days of Certification Request SC 6 1 12/18/2023 Pre-Construction Meeting Prior to Construction GC =General Condition SC= Special Condition Permit No: 11-108619-P, Page 13 of 17 Distribution List Michael Pappas, RWA, Inc Marco Espinar, Collier Environmental Consultants Inc Audubon of Florida Div of Recreation and Park- District 4 US Army Corps of Engineers - Permit Section Permit No: 11-108619-P, Page 14 of 17 Exhibits The following exhibits to this permit are incorporated by reference. The exhibits can be viewed by clicking on the links below or by visiting the District's ePermitting website at http://my.sfwmd.gov/ePermittinq and searching under this application number 230320-38010. Exhibit No. 1.0 Location Map Exhibit No. 2.0 Construction Plans Exhibit No. 2.1 Construction PPP Exhibit No. 2.2 Urban SWMP Exhibit No. 4.0 Draft O&M HOA Documents Permit No: 11-108619-P, Page 15 of 17 NOTICE OF RIGHTS As required by Chapter 120, Florida Statutes, the following provides notice of the opportunities which may be available for administrative hearing pursuant to Sections 120.569 and 120.57, Florida Statutes, or judicial review pursuant to Section 120.68, Florida Statutes, when the substantial interests of a party are determined by an agency. Please note that this Notice of Rights is not intended to provide legal advice. Some of the legal proceedings detailed below may not be applicable or appropriate for your situation. You may wish to consult an attorney regarding your legal rights. RIGHT TO REQUEST ADMINISTRATIVE HEARING A person whose substantial interests are or may be affected by the South Florida Water Management District's (District) action has the right to request an administrative hearing on that action pursuant to Sections 120.569 and 120.57, Florida Statutes. Persons seeking a hearing on a District decision which affects or may affect their substantial interests shall file a petition for hearing in accordance with the filing instructions set forth herein within 21 days of receipt of written notice of the decision unless one of the following shorter time periods apply: (1) within 14 days of the notice of consolidated intent to grant or deny concurrently reviewed applications for environmental resource permits and use of sovereign submerged lands pursuant to Section 373.427, Florida Statutes; or (2) within 14 days of service of an Administrative Order pursuant to Section 373.119(1), Florida Statutes. "Receipt of written notice of agency decision" means receipt of written notice through mail, electronic mail, posting, or publication that the District has taken or intends to take final agency action. Any person who receives written notice of a District decision and fails to file a written request for hearing within the timeframe described above waives the right to request a hearing on that decision. If the District takes final agency action that materially differs from the noticed intended agency decision, persons who may be substantially affected shall, unless otherwise provided by law, have an additional point of entry pursuant to Rule 28-106.111, Florida Administrative Code. Any person to whom an emergency order is directed pursuant to Section 373.119(2), Florida Statutes, shall comply therewith immediately, but on petition to the board shall be afforded a hearing as soon as possible. A person may file a request for an extension of time for filing a petition. The District may grant the request for good cause. Requests for extension of time must be filed with the District prior to the deadline for filing a petition for hearing. Such requests for extension shall contain a certificate that the moving party has consulted with all other parties concerning the extension and whether the District and any other parties agree to or oppose the extension. A timely request for an extension of time shall toll the running of the time period for filing a petition until the request is acted upon. FILING INSTRUCTIONS A petition for administrative hearing must be filed with the Office of the District Clerk. Filings with the Office of the District Clerk may be made by mail, hand-delivery, or e-mail. Filings by facsimile will not be accepted. A petition for administrative hearing or other document is deemed filed upon receipt during normal business hours by the Office of the District Clerk at the District's headquarters in West Palm Beach, Florida. The District's normal business hours are 8:00 a.m. — 5:00 p.m., excluding weekends and District holidays. Any document received by the Office of the District Clerk after 5:00 p.m. shall be deemed filed as of 8:00 a.m. on the next regular business day. Additional filing instructions are as follows: • Filings by mail must be addressed to the Office of the District Clerk, 3301 Gun Club Road, West Palm Beach, Florida 33406. Rev. 1/16/20 1 Permit No: 11-108619-P, Page 16 of 17 Filings by hand-delivery must be delivered to the Office of the District Clerk. Delivery of a petition to the District's security desk does not constitute filing. It will be necessary to request that the District's security officer contact the Office of the District Clerk. An employee of the Districts Clerk's office will receive and process the petition. Filings by e-mail must be transmitted to the Office of the District Clerk at clerk@sfwmd.gov. The filing date for a document transmitted by electronic mail shall be the date the Office of the District Clerk receives the complete document. INITIATION OF All 'INISTRATIVE HEARING Pursuant to Sections 120.54(5)(b)4. and 120.569(2)(c), Florida Statutes, and Rules 28-106.201 and 28-106.301, Florida Administrative Code, initiation of an administrative hearing shall be made by written petition to the District in legible form and on 8 1/2 by 11 inch white paper. All petitions shall contain: 1. Identification of the action being contested, including the permit number, application number, District file number or any other District identification number, if known. 2. The name, address, any email address, any facsimile number, and telephone number of the petitioner, petitioner's attorney or qualified representative, if any. 3. An explanation of how the petitioner's substantial interests will be affected by the agency determination. 4. A statement of when and how the petitioner received notice of the District's decision. 5. A statement of all disputed issues of material fact. If there are none, the petition must so indicate. 6. A concise statement of the ultimate facts alleged, including the specific facts the petitioner contends warrant reversal or modification of the District's proposed action. 7. A statement of the specific rules or statutes the petitioner contends require reversal or modification of the District's proposed action. 8. If disputed issues of material fact exist, the statement must also include an explanation of how the alleged facts relate to the specific rules or statutes. 9. A statement of the relief sought by the petitioner, stating precisely the action the petitioner wishes the District to take with respect to the District's proposed action. MEDIATION The procedures for pursuing mediation are set forth in Section 120.573, Florida Statutes, and Rules 28-106.111 and 28-106.401—.405, Florida Administrative Code. The District is not proposing mediation for this agency action under Section 120.573, Florida Statutes, at this time. RIGHT TO SEEK JUDICIAL REVIEW Pursuant to Section 120.68, Florida Statutes, and in accordance with Florida Rule of Appellate Procedure 9.110, a party who is adversely affected by final District action may seek judicial review of the District's final decision by filing a notice of appeal with the Office of the District Clerk in accordance with the filing instructions set forth herein within 30 days of rendition of the order to be reviewed, and by filing a copy of the notice with the appropriate district court of appeals via the Florida Courts E-Filing Portal. Rev. 1/16/20 2 Permit No: 11-108619-P, Page 17 of 17 EXHIBIT "A" (Legal Description) All of the plat of Macedonia, as recorded at Official Records Instrument No. of the Official Records of Collier County, Florida.