Vacant Land for Sale Proposed to build 26 Single Family Homes · 2019-08-18 · Vacant Land for Sale ... LTD, a California corporation, its successors and any Person to which it shall

1569 Sloat Blvd, Suite 300

San Francisco, CA 94132

Tel: 415-2156-9268

Fax: 415-213-9088

Vacant Land for Sale – Proposed

to build 26 Single Family Homes 3535 S B Street, Stockton, CA 95206

Offered at: $1,350,000

APN: 177-210-08

Lot Acres: 5.52

Lot Area: 240,451 Sft

Land Use: Residential Acreage

Vacant Residential Subdivision

Cross Street: Carpenter / Corner Lot

Improvement Linda Vista Estates

Plans: Submitted to City for review

Landscape Linda Vista Estates Streetscape

Improvement plan: Submitted to city for review

Improvement Plan Wong Engineers Inc.

Contact 4578 Feather River Dr, Ste A

Tel: 209-476-0011 Stockton, CA 95219

Landscape Plan Odyssey Design Group, Inc.

Contact 800 W Eight Mile Rd

Tel: 209-952-9752 Stockton, CA 95209

City of Stockton Willie Wong

Contact Community Development Department

Tel: 209-937-8126 Stockton, CA 95202 [email protected]

Wilson Pan

BRE # 01372926

Cell: 415-215-9268

[email protected]

The information above has been secured from sources we believe to be reliable, but we do not guarantee. Century 21 Real Estate Alliance and the

listing agent have not verified the accuracy of this information. Prospective buyers are advised to conduct their own investigation of the property and

the information contained herein. Lic # 02006681

SITE

WHEN RECORDED MAIL TO:

BAYRICH DEVELOPMENT (USA) LTD 140-8600 Cambie RoadRichmond, BC V6X 4J9 Canada

DECLARATION OF COVENANTS, CONDITIONS ANDRESTRICTIONS AND RESERVATION OF EASEMENTS

FORLINDA VISTA ESTATES

THIS DECLARATION OF COVENANTS, CONDITIONS ANDRESTRICTIONS AND RESERVATION OF EASEMENTS FOR LINDA VISTAESTATES ("Declaration") is made by BAYRICH DEVELOPMENT (USA) LTD, aCalifornia corporation, hereinafter referred to as Declarant.

P R E A M B L E:

A. Declarant is the Owner of certain real property in the City of Stockton,County of San Joaquin, State of California, more particularly described in Exhibit Aattached hereto and incorporated herein by this reference ("Covered Property");

B.Declarant intends to construct twenty six (26) residential dwelling units on the

Covered Property and to convey said units to members of the public;

C.Declarant desires to set forth certain obligations of the Owners (as defined

herein) concerning the portion of the Covered Property owned by Declarant orconveyed to the Owners.

D.Declarant hereby covenants, agrees and declares that all of its interest, as the

same may from time to time appear in the Covered Property shall be held,sold, conveyed, encumbered, hypothecated, leased, used, occupied andimproved subject to the easements, restrictions, reservations, rights,covenants, conditions and equitable servitudes contained in this Declaration,all of which are for the purpose of uniformly enhancing and protecting thevalue, attractiveness and desirability of the Covered Property, in furtheranceof a general plan for the protection, maintenance, subdivision, improvementand sale of the Covered Property or any portion thereof and which are herebydeclared to be for the benefit of such portions of the Covered Property as maybe owned from time to time by Declarant and the Owners. The covenants,conditions, restrictions, rights, reservations, easements, and equitableservitudes set forth herein shall run with and burden the Covered Property andany portions into which it may be divided until released as provided herein,shall be binding upon all persons having or acquiring any right, title orinterest in the Covered Property, or any part thereof, their heirs, successors

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and assigns and shall inure to the benefit of, be binding upon and may beenforced by Declarant and its respective heirs, executors, administrators andassigns.

ARTICLE 1.

DEFINITIONS

Definitions. Unless otherwise expressly provided, the following words andphrases when used herein shall have the meaning hereinafter specified.

1.1.Beneficiary. Beneficiary shall mean a mortgagee under a Mortgage or a

beneficiary under a deed of trust, as the case may be, and the assignees of suchMortgagee of beneficiary.

1.2.City. City shall mean the City of Stockton, in the County of San Joaquin,

State of California, and its various departments, divisions, employees andrepresentatives.

1.3.County. County shall mean the County of San Joaquin, California, and its

various departments, divisions, employees and representatives.

1.4.Covered Property. Covered Property shall mean and refer to all of the real

property described on Exhibit A attached hereto and incorporated herein by thisreference; provided, however, when used herein as to any single Owner, the term"Covered Property" shall only mean that Lot which is owned by such Owner, or thelessor of such Owner, as the case may be. The Covered Property is a "common interestdevelopment" as defined in Section 1351(c) of the California Civil Code and a "planneddevelopment" as defined in Section 1351(k) of the California Civil Code.

1.5.Declarant. Declarant shall mean BAYRICH DEVELOPMENT (USA)

LTD, a California corporation, its successors and any Person to which it shall haveassigned any rights hereunder by express written assignment.

1.6.Declaration. Declaration shall mean this instrument as it may be amended

from time to time.

1.7.Deed of Trust. Deed of Trust shall mean a mortgage as further defined

herein.

1.8.Family. Family shall mean (a) a group of natural persons related to each

other by blood or legally related to each other by marriage or adoption or (b) a group ofnatural persons not all so related, but who maintain a common household in a Residenceon a Lot.

1.9.Improvement. Improvement shall mean any structure or appurtenance

thereto of every type and kind, including but not limited to buildings, walkways,sprinkler pipes, recreational facilities, laundry facilities, roads, driveways, parking areas,fences, screening walls, block walls, retaining walls, stairs, decks, landscaping, antennae,

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the paint on all exterior surfaces, hedges, windbreaks, patio covers, railings, plantings,planted trees and shrubs, poles, signs, storage areas, exterior air conditioning and water-softening fixtures or equipment.

1.10. Landscape Maintenance District. Certain Lots in the Covered Property willbe part of a landscape maintenance district that will maintain the wall and streetscapealong Carpenter and “B” Streets in the City. Such Lots will be assessed by such landscapemaintenance district for each Lot’s share of the costs for this landscape maintenancedistrict.

1.11. Lot. Lot shall mean any residential Lot or parcel of land shown upon anyrecorded subdivision map or recorded parcel map of any portion of the Covered Property(individually a "Lot"). A Lot may or may not have Improvements situated thereon.

1.12.Mortgage, Mortgagee, Mortgagor. Mortgage shall mean any recorded

mortgage or deed of trust or other conveyance of one or more Lots or other portion of theCovered Property to secure the performance of an obligation, which will be reconveyedupon the completion of such performance. The term Mortgagee shall mean a person orentity to whom a Mortgage is made and shall include the beneficiary of a Deed of Trust. Mortgagor shall mean a person or entity who mortgages his or her Lot to another (i.e., themaker of a Mortgage), and shall include the Trustor of a Deed of Trust. The term"Trustor" shall be synonymous wit the term "Mortgagor," and the term "Beneficiary" shallbe synonymous with the term "Mortgagee."

1.13.Owner. Owner shall mean the Person or Persons, including Declarant, then

holding fee simple interest of record to any Lot. The term "Owner" shall include sellersunder executory contracts of sale but shall exclude Mortgagees.

1.14.Person. Person shall mean a natural individual or any other entity with the

legal right to hold title to real property.

1.15.Project. Project shall mean and refer to the Covered Property and all

Improvements thereon, subject to the Declaration.

1.16.Record, Filed, Recordation. Record, File, or Recordation shall mean, with

respect to any document, the recordation or filing of such document in the office of theSan Joaquin County Recorder.

1.17.Residence. Residence shall mean and refer to a Lot together with the

building located on the Lot designed and intended for use and occupancy as a residence bya single family.

ARTICLE 2.PROJECT IMPROVEMENT

2.1. Construction Trailers; Dumping. Declarant or its successors, shall keep allconstruction trailers located on the Covered Property in a neat and clean condition. Declarant shall not dump or allow any third party to dump any debris or materials on the

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Covered Property prior to, during or after the construction process. All constructionmaterials located on the Covered Property shall be neatly stored.

ARTICLE 3.

ARCHITECTURAL CONTROL

3.1.Architectural Review. Responsibility for administration of the Design

Guidelines (defined below) and review of all applications for the construction andmodifications under this Article shall be handled by the Declarant until Declarant nolonger owns any Lot in the Project. After Declarant no longer is an owner of any Lot inthe Project, a majority of the Owners may decide to form an Alterations Committeedescribed in Section 3.1.1 below. Until the formation of the AC (defined in Section 3.1.1below), all references to the AC shall be interpreted as referring to the Declarant. Themembers of the Committees may, but need not, include architects, engineers or similarprofessionals, whose compensation, if any, shall be established form time to time by theOwners.

3.1.l. Alterations Committee. The Alterations Committee (“AC”) ifcreated by a majority in interest of the Owners shall consist of at least three (3) members,all of which shall be elected by the record Owners of a majority of the Lots in the Project. The AC, if created, shall have exclusive jurisdiction over modifications, additions, oralterations made on or to existing structures on the Covered Property. The members ofthe AC may but need not be Owners of Lots. The members of the AC shall be designatedby a recorded document, stating the names of the members and an address and/ortelephone number at which the AC can be reached. Succeeding references in thisDeclaration to the AC will only apply if the AC has in fact been established by theOwners of Lots.

3.1.2.Design Guidelines and Procedures. The Declarant shall prepare the

initial design and development guidelines and application and review procedures (the"Design Guidelines") which shall apply to all construction activities within the CoveredProperty. The Design Guidelines may contain general provisions applicable to all of theCovered Property, as well as specific provisions which vary from one portion of theCovered Property to another depending upon the location, unique characteristics, andintended use. Any amendments to the Design Guidelines shall apply to construction andmodifications commenced after the date of such amendment only and shall not apply torequire modifications to or removal of structures previously approved once the approvedconstruction of modifications has commenced.

3.1.3.Submission of Plans and Specifications. No construction,

alteration, removal, relocation, repainting, demolition, installation, decoration,redecoration, modification, reconstruction, addition or change to any improvement on aLot on the Covered Property shall be commenced or maintained until two (2) sets ofconstruction plans and specifications showing the nature, kind, shape, height, width,materials, size, color, and location of said Improvement ("Plans and Specifications") havebeen submitted to and approved in writing by the AC. The Plans and Specifications shall

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include, but shall not be limited to, two (2) sets of plot plans showing the proposedlocation of said improvement and appurtenances and all utility and service connections (ifapplicable). The party submitting such plans and specifications ("Applicant') shall obtaina written receipt therefor from an authorized agent of the AC.

3.1.5.Roofing Materials. Roofing Materials shall consist of wood shakes,

tile (clay or concrete), or composition materials.

3.1.6.Architectural Control. The AC Committee may condition its

approval of proposals or Plans and Specifications for any Improvement (a) upon theapplicant's furnishing the committee with security acceptable to the AC against anymechanic's lien or other encumbrance which may be recorded against the CoveredProperty as a result of such work, (b) on such changes therein as it deems appropriate, or© upon the Applicant's agreement to complete the proposed work within a stated period oftime, or all of the above, and may require submission of additional Plans andspecifications or other information prior to approving or disapproving material submitted. The AC Committee may also issue rules or guidelines setting forth procedures for thesubmission of Plans and Specifications for approval, or stating additional factors which itwill take into consideration in reviewing submissions. The AC Committee may requiresuch detail in plans and specifications submitted for its review as it deems proper,including, without limitation, landscape plans, floor plans, site plans, drainage plans,elevations, drawings and description or samples of exterior materials and colors. TheApplicant shall meet any review or permit requirements of the City and County in whichthe Covered Property is located prior to making any alterations or Improvementspermitted hereunder.

3.1.10.Inspection of Work. The AC or its duly authorized representative

may at any time inspect any work for which approval is required under this Article 3("Work"), which right to inspect shall include the right to require any Applicant to takesuch action as may be necessary to remedy any noncompliance with the AC-approvedPlans and Specifications for Work or with the requirements of this Declaration("Noncompliance"). The AC's right to inspect the Work and notify the Applicant of anyNoncompliance shall terminate sixty (60) days after the latest to occur of the followingevents: (a) submittal of the Plans and Specifications for the Work to the AC Committeefor its approval as provided in this Article 3; (b) completion of the Work as provided inthe AC approved Plans and Specifications; and (c) written notice from the Applicant tothe AC Committee that the Work has been completed. This time limit for inspection andnotification by the AC Committee shall be extended indefinitely if any of these conditionshas not occurred. If the AC fails to send a notice of Noncompliance to the Applicantbefore this time limit expires, the Work shall be deemed to comply with the approvedPlans and Specifications. If the Applicant fails to remedy any Noncompliance withinsixty (60) days from the date of notification from the AC, the AC Committee shall notifythe Declarant in writing of such failure. Declarant shall determine whether there is aNoncompliance and, if so, the nature thereof and the estimated cost of correcting orremoving the same. If a Noncompliance exists, the Applicant shall remedy or remove thesame within a period of not more than forty-five (45) days from the date that notice of theDeclarant's determination is given to the Applicant. If the Applicant does not comply

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with the Declarant's determination within that period, the Declarant, at its option, mayRecord a Notice of Noncompliance and commence a lawsuit for damages or injunctiverelief, as appropriate, to remedy the Noncompliance.

3.1.11.Scope of Review. The AC shall approve, conditionally approve or

disapprove, the Plans and Specifications submitted for its approval only if it deems thatthe installation, construction, alterations or additions contemplated thereby in the locationsindicated will not be detrimental to the appearance of the surrounding area of the CoveredProperty as a whole and that the appearance of any Improvement affected thereby will bein harmony with the surrounding Improvements. Approval shall be based upon quality ofworkmanship and design and harmony of external design with existing structures, and asto location in relation to surrounding structures, topography, and finish grade elevation. The AC's approval or disapproval of any Plans and Specifications shall be based solely onthe considerations set forth in this Article 3, shall be approval only as to the conformity ofsuch Plans and Specifications to the master plan or general architectural plan forproperties developed on neighboring lands owned or developed by Declarant("Neighboring Lands"), and shall not be deemed approval of architectural or engineeringdesign nor a representation or warranty as to the adequacy or sufficiency of such Plansand Specifications or the construction contemplated thereby. The AC shall not beresponsible for reviewing, nor shall its approval of any plan or design be deemed approvalof, any plan or design from the standpoint of structural safety or conformance withbuilding or other codes. By approving any Plans and Specifications, the AC assumes noliability or responsibility therefor or for any defect in any structure constructed form suchPlans and Specifications. No permission or approval shall be required to repaint orrebuild in accordance with Plans and Specifications or a color scheme previouslyapproved by the AC. Nothing contained herein shall be construed to limit the right of anOwner to remodel the interior of his Residence, or to paint the interior of his Residenceany color desired.

3.1.12.Views. The AC may consider the impact of views from other

Residences or Lots and reasonable privacy right claims as factors in reviewing, approvingor disapproving any proposed construction or other Improvement. However, Declarantdoes not warrant any protected views within the Covered Property and no Residence orLot is guaranteed the existence or unobstructed continuation of any particular view.

3.1.13.Variance. The AC may authorize variances from compliance with

any of the architectural provisions of this Declaration, including without limitation,restrictions upon height, size, floor area or placement of structures, or similar restrictions,when circumstances such as topography, natural obstructions, hardship, aesthetic orenvironmental consideration may require. Such variances must be evidenced in writing,must be signed by a majority of the AC Committee members, and shall become effectiveupon Recordation.

3.1.14.Solar Energy Systems. Without limiting the generality of the

foregoing, the provisions of this Article 3 shall apply to the construction, installation,alteration and modification of solar energy systems, as defined in Section 801.5 of theCalifornia Civil Code ("Solar Energy Systems”), subject to the provisions of California

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Civil Code Section 714, the Uniform Building Code of the City, applicable zoningregulations, and associated City ordinances.

3.1.15.Nonliability and Indemnification. Except as specifically provided

herein, or as provided by law, no right, power, or responsibility conferred on the AC bythis Declaration shall be construed as a duty, obligation or disability charged upon the ACor any member of such Committee. No such Person shall be liable to any party or theCommittee for injuries or damage resulting from such Person's acts or omissions withinwhat such Person reasonably believed to be the scope of his Committee duties, except tothe extent that such injuries or damage result from such Person's willful or maliciousmisconduct. No Person who suffers bodily injury (including without limitation emotionaldistress or wrongful death) as a result of the tortuous act or omission of an AC Committeemember shall recover damages from such Committee member if all of the followingconditions are satisfied: (a) the act or omission was performed within the scope of the ACCommittee member's duties: (b) the act or omission was performed in good faith; and (c)the act or omission was not willful, wanton or grossly negligent.

ARTICLE 4.

GENERAL NEW CONSTRUCTION AND ALTERATIONS PROVISIONS

4.1.General Construction Provisions

4.1.1.Compliance With Laws. All Residences and other Improvements

which will be constructed on the Covered Property shall comply with all public laws,ordinances and regulations applicable thereto and shall be constructed and completed atthe sole cost and expense of Declarant. Declarant shall (and shall cause its representatives)at all times, while on the Covered Property and during all construction and other activitieson the Covered Property, comply with all applicable laws, statutes, codes, ordinances,rules and regulations (collectively "Laws") applicable to the Covered Property and theactivities undertaken thereon.

4.1.2.Government Approvals. Declarant shall obtain, at its sole expense,

all governmental approvals and permits which may from time to time be required withrespect to the performance contemplated by Declarant under this Declaration. Inobtaining such approvals and permits, Declarant shall prepare as necessary and withoutlimitation environmental impact reports, engineering studies and the like.

4.1.3.Signs. No sign, poster, display, billboard or other advertising

device of any kind shall be displayed to the public view on any portion of the CoveredProperty, or on any public street abutting the Covered Property, without the prior writtenconsent of the AC, except (a) one (1) sign for each Lot, not larger than eighteen (18)inches by thirty (30) inches, advertising the Lot for sale or rent or (b) traffic and othersigns installed by Declarant as part of the original construction of the Covered Property. In addition to the foregoing, Declarant shall be entitled to place on the Covered Propertysuch advertising signs as it deems necessary or proper for the sale of Residences andwhich are in compliance with Declarant’s marketing program for the Covered Property;

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provided, however, that all such signs shall be in good taste and in accordance with theusual practices of advertising in the house-building business in and around Stockton,California. All such signs shall comply with the statues, ordinances and regulations ofany governmental entity or agency having jurisdiction thereover.

4.1.4.Obligation to Install Front Yard Landscaping and Side and Rear

Yard Fencing. Declarant shall construct and install side and rear yard fencing on allinterior Lots and block end areas of all corner Lots, in the area from the fence to the backof the curb. The Owner of each Lot shall maintain all landscaping on Owner’s Lot andshall especially maintain the front yard landscaping, and, in the case of corner Lots, thelandscaping between the fence and the street.

ARTICLE 5.

ENFORCEMENT OF DECLARATION

5.1.Enforcement; Assignment By Declarant

5.1.1.Enforcement. Declarant and each Owner shall have the right to

enforce by proceedings at law or in equity, all restrictions, conditions, covenants andreservations, now or hereafter imposed by the provisions of this Declaration or anyAmendment hereto, including the right to prevent the violation of any such restrictions,conditions, covenants, or reservations and the right to recover damages for such violation.The City shall be a third-party beneficiary to the duties and obligations imposed hereinand shall be entitled to, without obligation, take appropriate legal action to enforce thisDeclaration. If an action is commenced, the City shall be entitled to recover costsincluding reasonable attorneys’ fees. The provisions of this subsection may not beamended or rescinded without the prior written approval of the City. Failure by Declarantor any Owner or the City to enforce any covenant, condition, or restriction hereincontained in any certain instance or on any particular occasion shall not be deemed awaiver of such right on any future breach of the same or any other covenant, condition orrestriction by the Declarant or City or Owner which committed such breach. All rights,options and remedies of Declarant, and the City and each Owner under this Declarationare cumulative, and no one of them shall be exclusive of any other, and Declarant,including the City and each Owner shall have the right to pursue any one or all of suchrights, options and remedies or any other remedy or relief which may be provided by lawwhether or not stated-in-this Declaration. Anything hereinabove to the contrarynotwithstanding, Owner (except for Declarant) shall not have any obligation or duty toanyone else to enforce any part or all of the provisions of this Declaration. The result ofevery act or omission whereby any of the provisions contained in this Declaration areviolated in whole or in part is hereby declared to be and constitutes a nuisance, and everyremedy allowed by law or equity against a nuisance either public or private shall beapplicable against every such result and may be exercised by the Declarant or the City.

5.1.2.Enforcement Rights. Any Improvement placed or made in violation

of this Declaration shall be deemed to be nonconforming. Upon written request from theDeclarant, including the City, Owners shall, at their own cost and expense, remove such

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Improvement and restore the land to substantially the same condition as existed prior tothe nonconforming work. Should Owner fail to remove and restore as required, theDeclarant, including the City, shall have the right to enter the Lot, remove the violationand restore the Lot to substantially the same condition as previously existed. All costs,together with the interest at the maximum rate then allowed by law, shall be payable bythe Owner and a lien therefor may be placed against the Lot. Any contractor,subcontractor, agent, employee or other invitee of Owner who fails to comply with theterms and provisions of this Article and the Design Guidelines may be excluded by theDeclarant from the Covered Property.

5.1.3.Assignment by Declarant. In addition to and without limiting the

foregoing, Declarant may assign any of its rights and powers under this Declaration asDeclarant to any purchaser from Declarant of the Project so long as such person or entityin writing assumes the duties of Declarant pertaining to the particular rights and powersassigned. Upon the Recordation of such writing accepting such assignment and assumingsuch duties, such person or entity shall, to the extent of such assignment, have the samerights and powers and be subject to the same obligations and duties as are given to andassumed by Declarant herein. Without limiting the generality of the foregoing, Declarantmay make such assignment as to the entire Covered property or to any portion thereof.

ARTICLE 6.

EASEMENTS

6.1.Utility Easements. Each Owner agrees, by acceptance of his deed, that his

Lot is granted subject to easements for utility installations and maintenance as shown onthe tract map for the Covered Property. Within these easements, no structure, planting, orother material shall be placed or permitted to remain which may damage or interfere withthe installation and maintenance of utilities and drainage facilities. These utility easementareas and all improvements therein shall be maintained continuously by the Owner of suchLot, except for those improvements for which a public authority or utility company isresponsible.

6.2. Reservation of Easements. Easements for installation and maintenance ofutilities and drainage facilities, if any, are reserved as shown on the tract map for theCovered Property or appearing in the public records of the County. Declarant herebyreserves a temporary blanket easement, subject to automatic termination as provided inthis Article, upon, across, over, through, and under each Lot for ingress, egress,construction, installation, operation, replacement, repair, and maintenance of all utilityand service lines, systems, and other devices and improvements which may be reasonablynecessary or beneficial to the development, marketing and sale of Lots within the CoveredProperty, including, but not limited to, water, sewer, gas, telephone, electricity, television,cable and or communication lines and systems, and storm and water drains and pipes(each a “Facility”) as further provided below.

(a) Declarant shall have the power to grant and convey to any third party

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one or more particularly described easements and rights-of-way in, on, over, or undereach Lot (“Special Easement(s)”) for the purposes described above. Each Owner, inaccepting a deed to a Lot, expressly consents to such easements and rights-of-way andauthorizes and appoints Declarant (so long as Declarant owns one or more Lots in theCovered Property) as attorney-in-fact of such Owner to execute any and all instrumentsparticularly describing and conveying such easements or rights-of-way. Each such Ownerspecifically recognizes that more than one particularly described Special Easement may bereasonably necessary or beneficial to the development, marketing, and sale of Lots withinthe Covered Property.

(b) The locations of each Special Easement shall be fixed at the earlier of(I) recordation in the public records of the County of a document whereby the SpecialEasement is granted, in which case the Special Easement shall be located at the locationreferenced in such document, or (ii) initial construction or installation of the Facility, inwhich case the Special Easement shall be located at the location where the Facility isactually installed; provided, however, that such Special Easement locations may be movedor altered upon reconstruction of the Facility.

( c) Within the locations of each Special Easement so fixed, no structure,planting, or other material shall be placed or permitted to remain which may damage orinterfere with the permitted use of such Special Easement or the operation of theapplicable Facility, which may be in violation of any ordinance or resolution of agovernmental agency, or which may change the direction of flow of drainage channels ormay obstruct or retard the flow of water through such channels; provided, however, thatan Owner may install property-line fencing or walls subject to removal or destruction atthe Owner’s risk and expense if necessary to accommodate the purposes of this section.

(d) The easement area of each Lot, as set forth on the tract map or otherrecorded document or established herein, and all improvements on it shall be maintainedcontinuously in good condition and repair by the Owner of said Lot, except for thoseimprovements which a public authority or utility is responsible to maintain

(e) The grantee of each Special Easement shall, after exercising its rightsunder the Special Easement, expeditiously repair, replace, and reconstruct any drainage toa Lot caused by the exercise of such rights to at least the condition existing prior to suchexercise.

(f) Upon Declarant’s sale of the last Lot owned by Declarant in theCovered Property, the blanket easement described in the first paragraph of this sectionshall terminate and each Owner’s lot shall be subject only to the particularly describedSpecial Easement(s) actually conveyed by Declarant prior to the sale of such last Lot asotherwise provided in this section.

6.3. Encroachment Easements. Should any improvement made by Declarant or anOwner on a Lot, including walls or fences, encroach on any portion of the CoveredProperty adjacent thereto due to engineering errors, errors in original construction,

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settlement or shifting of structures, or any other inadvertent cause, the Owner of theadjacent portion of the Covered Property shall be deemed to have granted an appurtenanteasement for such encroachment for so long as said improvements, as constructed orreconstructed, shall remain in a useful state, provided, however, that no valid easement forencroachment shall exist if said encroachment occurred due to negligence or willfulmisconduct of the Owner of the portion of the Covered Property to be benefitted thereby.

6.4. Amendment to Eliminate Easements. This Declaration may be amended tomodify or eliminate easements reserved to Declarant without the prior approval ofDeclarant and any attempt to do so shall have no effect. Any attempt to modify oreliminate this Section shall likewise require the prior written approval of Declarant.

6.5. Nature of Easements. Unless otherwise set forth herein any easementreserved to Declarant shall be nonexclusive.

6.6. Emergency Vehicle Access. There is hereby reserved to Declarant, togetherwith the right to grant and transfer the same to its successors and assigns, easements overthe Covered Property, for fire department and other emergency vehicle access, as neededto service the Covered Property and/or the Lots, provided, however, such easements shallnot unreasonably interfere with the use and enjoyment by the Owners of their Lots.

6.7. Drainage and Overland Release Easements. There is hereby reserved to theDeclarant together with the right to transfer and grant same, easements in and overportions of Lots for the purpose of: (I) the drainage of water from one Lot over one ormore of the other Lots within the Covered Property, (including but not limited to sheetflow drainage, drainage from streets or open space) and (ii) installation and placement ofdrainage pipes in order to drain water from a roof of a Lot. No Owner shall interfere withthe operation of such drainage, or such drainage pipes, gutters or other drainage device. These Drainage and Overland Release Easement easement areas and all improvementstherein shall be maintained continuously by the Owner of such Lot, except for thoseimprovements for which a public authority or utility company is responsible.

ARTICLE 7.

USE RESTRICTIONS

7.1.Use Restrictions. In addition to all of the covenants contained herein, all

real property within the Covered Property shall be held, used and enjoyed subject to thefollowing limitations and restrictions and the exemptions of Declarant in Article 10hereof:

7.1.1.Single Family Residence. Each Lot shall be used as a Residence

for a single Family and for no other purpose. An Owner may rent his Lot to a singleFamily provided that the Lot is rented pursuant to a lease or rental agreement which is (a)in writing, (b) for a term of at least thirty (30) days, and (c) subject to all of the provisionsof this Declaration.

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7.1.2.Use of Lot. No Lot shall be occupied and used except for

residential purposes by the Owners, their tenants, and social guests, except that Declarantmay use portions of the Covered Property for a model homesite or sites, and display asales office during construction until the last Lot is sold by Declarant. No Residence usedas a model homesite shall be used as a model for the marketing and sale of any residencewhich is not located on the Covered Property. No tent, shack, trailer, basement, garage,outbuilding or structure of a temporary character shall be used on any Lot at any time as aResidence, either temporarily or permanently. Declarant may place a construction traileron the Covered Property during construction until the last Lot is sold by Declarant.

7.1.3.Business or Commercial Activity. No part of the Covered Property

shall ever be used for any business, commercial (including auctions or similar events),manufacturing, mercantile, storage, vending or other nonresidential purposes including,without limitation, any activity for which the provider is compensated in any way orreceives any form of consideration, regardless of whether the activity is engaged in full orpart-time, generates or does not generate a profit, or requires or does not require a license;except Declarant, its successors and assigns may use any portion of the Covered Propertyfor a model home site and display sales offices in accordance with Section 7.1.2 hereof. The provisions of this Section 7.1.3 shall not preclude any of the above-describedactivities without external evidence thereof, provided that all of the following conditionsare fulfilled: (a) such activities are conducted in conformance with all applicablegovernmental ordinances; (b) the patrons or clientele of such activities do not visit the Lotor park automobiles or other vehicles within the Covered Property; (c) the existence oroperation of such activities is not apparent or detectable by sight, sound or smell fromoutside of the boundaries of the Lot; and (d) such activities are consistent with theresidential character of the Covered Property and conform with the provisions of thisDeclaration.

7.1.4.Temporary Buildings. No outbuilding, basement, tent, shack, shed

or other temporary building or Improvement of any kind shall be placed upon any portionof the Covered Property either temporarily or permanently. No garage, carport, trailer,camper, motor homes, recreation vehicle or other vehicle shall be used as a Residence inthe Covered Property, either temporarily or permanently.

7.1.5.Nuisances. No noxious, illegal or seriously offensive activities

shall be carried on upon any Lot, or any part of the Covered Property nor shall anythingbe done thereon which may be or may become a serious annoyance or a nuisance to orwhich may in any way interfere with the quiet enjoyment of each of the Owners of hisrespective Lot. No horns, whistles, bells or other sound devices, except security devicesused exclusively to protect the security of a Residence and its contents, shall be placed orused on any Lot. Noisy or smoky vehicles, large power equipment and large power tools(excluding lawn mowers and other equipment utilized in connection with ordinarylandscape maintenance), off-road motor vehicles or items which may unreasonablyinterfere with television or radio reception of any Owner in the Covered Property, andobjects which create or emit loud noises or noxious odors shall not be located, used orplaced on any portion of the Covered Property, or on any public street abutting the

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Covered Property, or exposed to the view of other Owners without the prior writtenapproval of the AC. The Declarant shall have the right to determine if any noise, odor, oractivity producing such noise or odor constitutes a nuisance. No Owner shall permit orcause anything to be done or kept on the Covered Property, or on any public streetabutting the Covered Property, which may increase the rate of insurance in the CoveredProperty, or result in the cancellation of such insurance, or which will obstruct or interferewith the rights of other Owners, nor commit or permit any nuisance thereon or violate anylaw. Each Owner shall comply with all of the requirements of the local or state healthauthorities and with all other governmental authorities with respect to the occupancy anduse of a Residence.

7.1.6.Parking and Vehicle Restrictions. Except as hereinafter provided,

no trailer, camper, mobile home, commercial vehicle, truck (other than a standard sizepickup truck or standard size van), boat, inoperable automobile, or similar equipment shallbe permitted to remain upon any area within the Covered Property, other than temporarily,unless placed or maintained within an enclosed garage (provided that each Owner shallensure that his garage accommodates the number of vehicles for which it was initiallyconstructed) or carport, or otherwise made not visible form the street. Commercialvehicles shall not include sedans (or standard size vans or pickup trucks) which are usedboth for business and personal use, provided that any signs or markings of a commercialnature on such vehicles shall be unobtrusive and inoffensive as determined by Declarant. No noisy or smoky vehicles shall be operated on the Covered Property. No unlicensedmotor vehicles shall be operated upon the Covered Property. No repair, maintenance orrestoration of any vehicle shall be conducted on the Covered Property except within anenclosed garage when the garage door is closed, provided that such activity is notundertaken as a business, and provided that such activity may be prohibited entirely by theDeclarant if Declarant determines that it constitutes a nuisance. Declarant may establishadditional regulations as it deems appropriate in its sole discretion with regard to anyparking area designed by Declarant and not assigned to an individual Lot or Lots,including without limitation designating "parking," "guest parking," and "no parking"areas thereon; and shall have the power to enforce all parking and vehicle use regulationsapplicable to the Covered Property, including the power to remove violating vehicles fromany portion of the Covered Property pursuant to California Vehicle Code Section 22658.2or other applicable statutes. If Declarant fails to enforce any of the parking or vehicle useregulations the City may, but need not, enforce such regulations in accordance with stateand local laws and ordinances.

7.1.7.Garbage and Refuse Disposal. No rubbish, trash, garbage or other

waste material shall be kept or permitted upon any Lot or on any public street abutting orvisible from the Covered Property, except in sanitary containers located in appropriateareas screened and concealed from view, and no odor shall be permitted to arise therefromso as to render the Covered Property, or any portion thereof, unsanitary, unsightly,offensive or detrimental to any other property in the vicinity thereof or to its occupants. Such containers shall be exposed to the view of neighboring Lots only when set out for areasonable period of time (not to exceed twelve (12) hours before and after scheduledtrash collection hours). All rubbish, trash and garbage shall be regularly removed fromthe Lots, and shall not be allowed to accumulate thereon. No burning of refuse shall be

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allowed. There shall be no exterior fires whatsoever except barbecue fires containedwithin receptacles therefore and fire pits in enclosed areas and designed in such a mannerthat they do not create a fire hazard. No clothing or household fabrics shall be hung, driedor aired on or over any Lot in such a way as to be visible from any other Lot, and nolumber, grass, shrub or tree clippings or plant waste, metals, bulk material, scrap, refuse ortrash shall be kept, stored or allowed to accumulate on any portion of the CoveredProperty except within an enclosed structure or if appropriately screened from view. Noplants or seeds infected with noxious insects or plant diseases shall be brought upon,grown or maintained upon the Covered Property.

7.1.8.Animals. No insects, reptiles, poultry, animals or birds of any kind

shall be raised, bred, or kept on any of the Covered Property, except that ordinary andusual household pets such as dogs, cats, fish, birds or other household pets (excluding,without limitation, ferrets, equine, bovine, sheep, swine, goats and other such animals),may be kept, provided that they are not kept, bred, or maintained for any commercialpurposes, in unreasonable quantities, and they are kept under reasonable control at alltimes. As used in this Declaration, "unreasonable quantities" shall ordinarily mean morethan two (2) pets per household; provided, however, that Declarant may determine that areasonable number in any instance may be more or less. Notwithstanding the foregoing,no pets shall be kept on any Lot which, in the opinion of Declarant, cause an annoyance toor are obnoxious to other Lot Owners. Animals belonging to Owners, occupants or otherlicensees, tenants or invitees within the Covered Property must be either kept within anenclosure or on a leash being held by a person capable of controlling the animal. Furthermore, any Owner shall be liable to each and all remaining Owners, their families,guests, tenants and invitees, for any unreasonable noise or damage to person or propertycaused by any animals brought or kept upon the Covered Property by such Owner or bymembers of his family, his tenants or his guests, and it shall be the duty and responsibilityof each such Owner to clean up after such animals which have used any portion of theCovered Property, or public streets abutting the Covered Property. No dog whose barkingdisturbs other Lot Owners shall be permitted to remain on any Lot. Any Owner maycause an unleashed dog found within the Covered Property to be removed to a pound oranimal shelter under the jurisdiction of the City, or the County, by calling the appropriateauthorities, whereupon the Owner may, upon payment of all expenses connectedtherewith, repossess the dog.

7.1.9.Drilling or Mining. No oil or gas drilling, oil, gas or mineral

development operations, oil refining, geothermal exploration or development, quarryingor mining operations of any kind shall be permitted upon or in any Lot or any part of theCovered Property, nor shall oil wells, tanks, tunnels or mineral excavations or shafts bepermitted upon the surface of any Lot or within five hundred feet (500') below the surfaceof the Covered Property. No derrick or other structure designated for use in boring forwater, oil, geothermal heat or natural gas shall be erected, maintained or permitted uponany Lot.

7.1.10.Drainage. There shall be no interference with or alteration of the

established drainage pattern over any Lot within the Covered Property. For the purposeshereof, established drainage pattern is defined as the drainage which exists at the time that

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such Lot is conveyed to a purchaser from Declarant and shall include drainage from theLots in the Covered Property onto other portions of the Covered Property and from theCovered Property onto the Lots.

7.1.11.Sewage Disposal and Water Supply Systems. No individual water

supply, sewage disposal system, or water softener system shall be permitted on any Lot inthe Covered Property unless such system is designed, located, constructed and equipped inaccordance with the requirements, standards and recommendations of any water districtserving the Covered Property, the Health Department for the County, California WaterService, and all other applicable governmental authorities.

7.1.12.Residence Size. No Residence, having fewer than 1000 square feet

of interior living space, exclusive of garage, shall be permitted on any Lot. For thepurposes of this covenant, eaves, steps, and open porches shall not be considered as partof the Residence, provided, however, that this shall not be construed to permit any portionof a Residence on one Lot to encroach upon another Lot.

7.1.13.Easements. Easements for installation and maintenance of utilities

and drainage facilities are reserved as shown on the recorded Map and other recordeddocuments. Within those easements, no structure, planting or other materials shall beplaced or permitted to remain which may damage or interfere with the installation andmaintenance of utilities, or which may change the direction or flow of drainage channelsin the easements, or which may obstruct or retard the flow of water through drainagechannels in the easements. The easement area of each Lot and all Improvements in it shallbe maintained continuously by the Owner of the Lot, except for those Improvements forwhich a public authority or utility company is responsible.

7.1.14.Outside Installations. No external antennas, "C.B." antenna,

television antenna, earth receiving station, satellite dish or related equipment, towers,poles or any structure to be used for the purpose of transmitting or receiving radio,television or related signals with the exception of equipment installed by a duly licensedcable television franchise, or its successors or assigns, shall be installed, affixed, mountedor constructed on the Covered Property so as to be visible to the public view or to anotherLot Owner. In considering whether to approve applications, the AC shall consider andgive great weight to considerations of aesthetics and uniformity of appearance in theProject. No radio station or shortwave operators of any kind shall operate from any Lot orResidence. However, a master antenna or antennae or cable television antenna orantennae may, but need not, be provided by Declarant for the use of all Owners, andDeclarant may grant easements for such purposes. No projections of any type shall beplaced or permitted to remain above the roof of any Improvement within the CoveredProperty, except on one or more chimneys and vent stacks originally installed, if at all, byDeclarant. No patio cover, wiring, or air conditioning fixture, water softeners, or otherdevices shall be installed on the exterior of a Residence or be allowed to protrude throughthe walls or roof of the Residence (with the exception of those items installed during theoriginal construction of the Residence).

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7.1.15.Landscaping. The Owner of each Lot shall maintain all

landscaping on his Lot and shall especially maintain the front yard landscaping, and, inthe case of corner Lots, the landscaping between the fence and the street.

7.1.16.Further Subdivision. Except as otherwise provided herein, no

Owner shall further partition or subdivide his Lot, including without limitation anydivision of his Lot into time-share estates or time-share uses; provided, however, that thisprovision shall not be construed to limit the right of an Owner (a) to rent or lease his entireLot by means of a written lease or rental agreement subject to the restrictions of thisDeclaration; (b) to sell his Lot; or ( c) to transfer or sell any Lot to more than one personto be held by them as tenants-in-common, joint tenants, tenants by the entirety or ascommunity property. The terms of any such lease or rental agreement shall be madeexpressly subject to this Declaration. Any failure by the lessee of such Lot to comply withthe terms of this Declaration shall constitute a default under the lease or rental agreement.

7.1.17.View Obstructions. Each Owner by accepting a deed to a Lot

hereby acknowledges that any construction or installation by Declarant may impair theview of such Owner and hereby consents to such impairment. No other Improvement orobstruction shall be constructed, planted or maintained upon any Lot in such location or ofsuch height as to unreasonably obstruct the view from any other Lot in the vicinitythereof. If there is a dispute between Owners concerning the obstruction of a view from aLot, the dispute shall be submitted to a neutral arbitrator, whose decision in such mattersshall be binding. Each Owner, by accepting title to a Lot, hereby acknowledges that (a)there are no protected views within the Covered Property, and no Lot is assured theexistence or unobstructed continuation of any particular view, and (b) any construction,landscaping or other installation of Improvements by Declarant or other Owners mayimpair the View from any Lot, and the Owners hereby consent to such view impairment.

7.1.18.Solar Energy Systems. Each Owner may install a Solar Energy

System on his Lot which serves his Residence so long as the design and location of theSolar Energy System meets the requirements of applicable zoning district ordinances andthe Uniform Building Code and associated ordinances.

7.1.19.Rights of Handicapped. Subject to the provisions of Article 3 of

this Declaration, each Owner shall have the right to modify his Residence and the routeover the Lot leading to the front door of his Residence, at his sole cost and expense, inorder to facilitate access to his Residence by persons who are blind, visually handicapped,deaf or physically disabled, or to alter conditions which could be hazardous to suchpersons.

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ARTICLE 8.

MAINTENANCE AND REPAIR

8.1.Maintenance and Repair Obligations.

8.1.1.Maintenance Obligations of Owners. It shall be the duty of each

Owner, at his sole cost and expense, (a) to maintain, repair, replace and restore allImprovements located on his Lot and the Lot itself in a neat, sanitary and attractivecondition, (b) to maintain, repair, replace and restore any perimeter wall for the CoveredProperty constructed by Declarant which is located at the rear of such Owner's Lot (to theextent such maintenance, repair, replacement and restoration is not the responsibility ofthe City or some other governmental or quasi-governmental agency), and © to paint theinterior face of any wall separating such Owner's Lot from any adjacent lot in the CoveredProperty. If any Owner shall permit any Improvement, the maintenance of which is theresponsibility of such Owner, to fall into disrepair or to become unsafe, unsightly orunattractive, or to otherwise violate this Declaration, Declarant shall have the right to seeany remedies at law or in equity which it may have. In addition, Declarant shall have theright, but not the duty, to enter upon such Owner's Lot to make such repairs or to performsuch maintenance and to charge the cost thereof to the Owner.

8.1.2.Damage to Improvements-Reconstruction. If all or any portion of

any Lot or any Improvement thereon is damaged or destroyed by fire or other casualty, itshall be the duty of the Owner of such Lot to rebuild, repair or reconstruct the Lot and theImprovements on such Lot in a manner which will restore them substantially to theirappearance and condition immediately prior to the casualty. The Owner of any damagedLot or Improvements shall be obligated to proceed with all due diligence hereunder, andsuch Owner shall cause reconstruction to commence within three (3) months after thedamage occurs and to be completed within nine (9) months after damage occurs, unlessprevented by causes beyond his reasonable control. A transferee of title to the Lot whichis damaged or upon which is located a damaged Improvement shall commence andcomplete reconstruction in the respective periods which would have remained for theperformance of such obligations if the Owner of the Lot at the time of the damage stillheld title to the Lot. However, in no event shall such transferee of title be required tocomplete such reconstruction in less than ninety (90) days from the date such transfereeacquired title to the Lot.

ARTICLE 9.

MORTGAGE PROTECTION

9.1.Rights of Mortgagees. All restrictions and other provisions herein

contained shall be deemed subject and subordinate to all Mortgagee and Deeds of Trustnow or hereafter executed upon the Covered Property or any portion of either thereof, andnone of said restrictions shall supersede or in any way reduce the security or affect thevalidity of any such Mortgage or Deed of Trust; provided, however, that if a portion of theCovered Property is sold under a foreclosure of any Mortgage or under the provisions of

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any Deed of Trust, any purchaser at such sale, including, without limitation, the lender,and the successors and assigns of such purchaser, shall hold any and all property sopurchased subject to all of the rights, restrictions and other provisions of this Declaration. The foregoing shall also apply to a deed in lieu of foreclosure and to the transferee of thelender after such deed in lieu.

ARTICLE 10.

DECLARANT EXEMPTION

10.1.Declarant Exemption. Declarant or its successors or assigns shall be

obligated to undertake the work of constructing Residences and developing all of the Lotsincluded within the Covered Property. The provisions of Article 3 requiring approval ofPlans and Specifications shall not apply to the Improvements built or designed byDeclarant for each Lot. Declarant, and any Person to which Declarant may assign all or aportion of its exemption hereunder. In order that such work may be completed and theCovered Property be established as a fully occupied residential community as rapidly aspossible, no Owner shall do anything to interfere with, and nothing in this Declarationshall be understood or construed to:

(a) Prevent Declarant, its successors or assigns, or its or their contractors orsubcontractors, from doing on any Lot owned by them whatever they determine tobe necessary or advisable in connection with the completion of such work,including without limitation the alteration of construction plans and designs asDeclarant deems advisable in the course of development; or

(b) Prevent Declarant, it successors or assigns, or its or theirrepresentatives, from erecting, constructing and maintaining on any portion of theCovered Property owned or controlled by Declarant, or its successors or assigns orits or their contractors or subcontractors, such structures as may be reasonablynecessary for the conduct of its or their business of completing such work andestablishing the Covered Property as a residential community and disposing of thesame by sale, resale, lease or otherwise; or

(c) Prevent Declarant, its successors or assigns, or its or their contractors orsubcontractors, from conducting on any Lot, or any portion thereof, owned orcontrolled by Declarant, or its successors or assigns, its or their business ofdeveloping, altering, subdividing, grading and constructing Residences and otherImprovements to or on any portion of the Covered Property as a residentialcommunity and of disposing of Residences thereon by sale, lease or otherwise; or

(d) Prevent Declarant, its successors or assigns or its or their contractors orsubcontractors, from maintaining such sign or signs on any portion of the CoveredProperty owned or controlled by any of them as may be necessary in connectionwith the sale, lease or other marketing of Lots and Residences in the CoveredProperty; or

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(e) Prevent Declarant, at any time prior to acquisition of title to a Lot by apurchaser from Declarant, to establish on that Lot additional licenses, reservationsand rights-of-way to itself, to utility companies, or to others as may from time totime be reasonably necessary to the proper development and disposal of theCovered Property.

The rights and reservations of Declarant set forth in this Article 10 shall terminateafter the completion of construction of all Improvements, including all homes, in theProject.

ARTICLE 11.

PARTY WALLS

11.1.Party Walls.

12.1.1.General Rules of Law to Apply. Each wall or fence which is built

as part of the original construction of the Covered Property and placed on the dividing linebetween the side yards or rear yards of the Lots shall be treated in the same manner as aparty wall, and, to the extent not inconsistent with the provisions of this Article, thegeneral rules of law regarding party walls and liability for property damage due tonegligence or willful acts or omissions shall apply thereto.

11.1.2.Sharing of Repair and Maintenance. The cost of reasonable repair

and maintenance of a common wall or fence shall be shared equally by the Owners of theLots sharing such common wall or fence. However, each Owner shall be solelyresponsible for repainting the side of any such wall or fence which faces his Lot.

11.1.3.Destruction by Fire or Other Casualty. If a common wall or fence

is destroyed or damaged by fire or other casualty, any Owner whose Lot is affectedthereby shall restore it, and the Owner of the other Lot which is affected thereby shallcontribute equally to the cost of restoration thereof, without prejudice, however, to theright of any such Owner to call for a larger contribution from the other under any rule oflaw regarding liability for negligent or willful acts or omissions.

11.1.4.Right to Contribution Runs with Land. The right of any Owner to

contribution from any other Owner under this Article shall be appurtenant to the land andshall pass to such Owner's successors in title.

11.1.5.Arbitration. If any dispute arises concerning a common wall or

fence or the provisions of this Article, then such dispute shall be submitted to anddetermined by binding arbitration. Each party shall choose one arbitrator, and sucharbitrators shall choose one additional arbitrator. The decision shall be rendered by amajority of all the arbitrators, in accordance with the American Arbitration AssociationCommercial Rules of Arbitration.

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ARTICLE 12

MISCELLANEOUS

121.General Provisions

12.1.1.Effect of Declaration. No representations or warranties of any kind,

express or implied, have been given or made by Declarant or their agents or employees asto the binding effect or enforceability of all or any portion of the Declaration or inconnection with the covered Property or any portion of the Covered Property, or anyImprovement thereon, its physical condition, zoning, compliance with applicable laws, orfitness for intended use, or in connection with the subdivision, sale, operation,maintenance, cost of maintenance, taxes or regulation thereof as a planned development,except as specifically and expressly set forth in this Declaration or with any governmentalauthority.

12.1.2.Severability. Should any provision or portion hereof be declared

invalid or in conflict with any law of the jurisdiction where this Project is situated, thevalidity of all other provisions and portions hereof shall remain unaffected and in fullforce and effect.

12.1.3.Covenants to Run With the Land. The Covered Property shall be

held, developed, conveyed, hypothecated, encumbered, leased, rented, used and occupiedsubject to the covenants, conditions, restrictions and other limitations set forth in thisDeclaration (collectively, the "Restrictions"). The Restrictions are for the benefit ofDeclarant and Owners and are intended and shall be construed as covenants andconditions running with and binding the Covered Property and equitable servitudes uponthe Covered Property and every part thereof. Every person who owns, occupies oracquires any right, title, estate or interest in or to any Lot or other portion of the CoveredProperty does hereby consent and agree, and shall be conclusively deemed to haveconsented and agreed, to every limitation, restriction, easement, reservation, condition andcovenant contained herein, whether or not any reference to these restrictions is containedin the instrument by which such person acquired an interest in the Covered Property, orany portion thereof.

12.1.4.Interpretation. The provisions of this Declaration shall be liberally

construed to effectuate its purpose of creating a uniform plan for the development of aresidential community. The article and section headings have been inserted forconvenience only, and shall not be considered or referred to in resolving questions ofinterpretation or construction. Unless the context requires a contrary construction, thesingular shall include the plural and the plural the singular; and the masculine, feminineand neuter shall each include the masculine, feminine and neuter.

12.1.5.No Public Right or Dedication. Nothing contained in this

Declaration shall be deemed to be a gift or dedication of all or any part of the CoveredProperty to the public or for any public use.

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12.1.6.Notices. Any notice permitted or required to be delivered as

provided herein shall be in writing and may be delivered either personally or by mail. Ifdelivery is made by mail, it shall be deemed to have been delivered three (3) business daysafter a copy of the same has been deposited in the United States mail, postage prepaid,addressed to any person at the address given by such person to the Declarant for thepurpose of service of such notice, or to the residence of such person if no address has beengiven to the Declarant Such address may be changed form time to time by notice inwriting to the Declarant.

12.1.7.Priorities and Inconsistencies. In the event of any conflict between

the terms and provisions of this Declaration and the provisions of the City Code or anyCity Regulations, such City Code or Regulations shall prevail.

12.1.8.Term. The covenants and restrictions of this Declaration shall run

with and bind the Covered Property, and shall inure to the benefit of and shall beenforceable by the Owner of any Lot subject to this Declaration, and his respective legalrepresentatives, heirs, successors, and assigns, for a term of fifty (50) years from the datethis Declaration is recorded, after which the term shall be automatically extended forsuccessive periods of ten (10) years unless a declaration of termination satisfying therequirements of an amendment to the Declaration as set forth in Section 13.12 is recorded,unless sooner terminated or released.

12.1.9.Termination of Any Responsibility of Declarant. In the event

Declarant shall convey all of its rights, title and interest in and to the Covered Property toany partnership, individual or individuals, corporation or corporations, then and in suchevent, Declarant shall be relieved of the performance of any further duty or obligationhereunder, and such partnership, individual or individuals, corporation or corporations,shall be obligated to perform all such duties and obligations of the Declarant. However,the termination of any responsibility of Declarant shall not affect the rights of the City toenforce this Declaration.

12.1.10.Fair Housing. No Owner shall, either directly or indirectly,

forbid or restrict the conveyance, encumbrance, leasing, mortgaging, or occupancy of hisLot to any person of a specified race, color, religion, adulthood, ancestry, sex, maritalstatus, physical disability or national origin.

12.1.11.Amendments. Except as provided in this Declaration

concerning (a) release of property from the Covered Property, and (b) assignment byDeclarant of its rights under this Declaration, this Declaration may only be amended by awriting executed by Declarant or, if Declarant has sold one hundred percent (100%) of theLots in the Project, in a writing executed by the record Owners of a majority of the Lots inthe Project, which amendment shall be recorded against the Covered Property.

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This Declaration is dated for identification purposes as of July 21, 2017

"DECLARANT"

BAYRICH DEVELOPMENT (USA) LTD, a California corporation

By ______________________________________ JEFFREY SHIH-HAN LIN, CEO

STATE OF CALIFORNIA ) )

COUNTY OF SAN JOAQUIN )

On July 21, 2017, before me, TERRY L. LAOS, a Notary Public in and for saidState, personally appeared, JEFFREY SHIH-HAN LIN, who proved to me on the basis ofsatisfactory evidence to be the person whose name is subscribed to the within instrumentand acknowledged to me that he executed the same is his authorized capacity, and that byhis signature on the instrument the person, or the entity upon behalf of which the personacted, executed the instrument.

I declare under PENALTY OF PERJURY under the laws of the State of Californiathat the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

__________________________________

Notary Public

A notary public or other officer competing this certificate verifies only the identity of the individual

who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or

validity of that document.

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EXHIBIT A

23

24

Property DetailPage 1 of 3

The data within this report is compiled by CoreLogic from public and private sources. The data is deemed reliable, but is not guaranteed. The accuracy of the data contained herein can be independently verified by the recipient of this report with the applicable county or municipality.

Courtesy of Wilson Pan, MLS Listings

Generated on 03/22/2019

3535 S B St, Stockton, CA 95206, San Joaquin County

Beds

N/A

Bldg Sq Ft

N/A

Lot Sq Ft

240,451

Sale Price

$520,000

Baths

N/A

Yr Built

N/A

Type

RES ACG

Sale Date

05/12/2017

Owner Information

Owner Name: Bayrich Dev Usa LLC Tax Billing Zip: 94030Tax Billing Address: 475 El Camino Real #208 Tax Billing Zip+4: 2643Tax Billing City & State: Millbrae, CA Owner Occupied: No

Location Information

School District: Stockton Census Tract: 28.00Community College District: San Joaquin Delta Jt Property Carrier Route: C001

Tax Information

APN : 177-210-08 Lot Number: 21Tax Area: 003287Legal Description: LAUREL FARMS LOT 21

Assessment & Tax

Assessment Year 2017 2016 2015Assessed Value - Total $142,811 $140,011 $137,909Assessed Value - Land $142,811 $140,011 $137,909YOY Assessed Change ($) $2,800 $2,102YOY Assessed Change (%) 2% 1.52%

Tax Year Total Tax Change ($) Change (%)2015 $2,0142016 $2,137 $123 6.11%2017 $1,996 -$141 -6.61%

Special Assessment Tax AmountFlood Control Dist Zone 9 $228.74Stockton Usd 2005b Bond $114.96Stockton Usd Bond 2014a $35.14Stockton Usd Bond 2012a $29.56Stockton Usd 2011r Bond $26.84Stockton Usd Bond 2012r $25.28Stockton Usd Bond 2008d/2014r $22.42Sj Delta College Bond 2004b $22.14Sj Area Flood Control Agncy Op $16.28Stockton Usd 2008b Bond $15.14Stockton Usd 2008c Bond $12.56Stockton Usd Bond 2012b $11.42Sj Delta College Bond 2004c $2.58Other Misc $4.80Total Of Special Assessment $567.86

Characteristics

Land Use - CoreLogic: Residential Acreage Lot Acres: 5.52Land Use - County: Vac Res Subdivision Lot Area: 240,451





Estimated Value

Value As Of: 03/14/2019

Last Market Sale & Sales History

Recording Date: 05/17/2017 Deed Type: Grant DeedSettle Date: 05/12/2017 Owner Name: Bayrich Dev Usa LLCSale Price: $520,000 Seller: Linda Vista Properties IncDocument Number: 55476

Recording Date 09/28/2017 06/15/2017 05/17/2017 12/20/2005 07/24/2000Sale Price $520,000 $520,000 $110,000Nominal Y Y

Buyer Name Bayrich Dev Usa LLC Bayrich Dev Usa Ltd Bayrich Dev Usa Ltd Linda Vista Properties Inc

Lopez Ricardo J & Lidia M

Seller Name Bayrich Dev Usa Ltd Linda Vista Properties Inc

Linda Vista Properties Inc

Lopez Ricardo J & Lidia M Kleid Roger

Document Number 112527 67771 55476 315429 82518Document Type Grant Deed Correction Deed Grant Deed Quit Claim Deed Grant Deed

Recording Date 06/24/1993 02/23/1993 10/16/1991Sale Price $256,650 $244,864Nominal

Buyer Name Valley Capital Investment & Mortgage

Valley Capital Investment & Mortgage Beeler James

Seller Name Beeler James & AliciaDocument Number 73356 22689 102294Document Type Trustee Deed Trustee Deed Grant Deed

Mortgage History

Mortgage Date 07/24/2000 10/16/1991 09/26/1990 10/12/1989 10/12/1989Mortgage Amount $90,000 $220,000 $75,000 $45,000 $30,000Mortgage Lender Valley Cap Mtg Cal St Mtg Co IncMortgage Code Private Party Lender Conventional Conventional Private Party Lender Private Party LenderMortgage Type Seller/Carry Back Resale Refi Seller/Carry Back Seller/Carry Back





Property Map

*Lot Dimensions are Estimated

Statutory Natural Hazard Disclosure ("NHD") Statementand Acknowledgment of Receipt

DISCLAIMER: This NHD Summary (a) is not valid unless delivered with the complete JCP-LGS Disclosure Report which buyer must read and acknowledgebefore close of escrow, and (b) is subject to the Terms and Conditions contained in that complete Disclosure Report.

The seller and seller's agent(s) or a third-party consultant disclose the following information with the knowledge that even though this is not a warranty, prospectivebuyers may rely on this information in deciding whether and on what terms to purchase the Property. Seller hereby authorizes any agent(s) representing anyprincipal(s) in this action to provide a copy of this statement to any person or entity in connection with any actual or anticipated sale of the Property.

The following are representations made by the seller and seller's agent(s) based on their knowledge and maps drawn by the state and federal governments. Thisinformation is a disclosure and is not intended to be part of any contract between the seller and buyer. THIS REAL PROPERTY LIES WITHIN THE FOLLOWINGHAZARDOUS AREA(S):

A SPECIAL FLOOD HAZARD AREA (Any type Zone "A" or "V") designated by the Federal Emergency Management AgencyYes No X Do not know and information not available from local jurisdiction AN AREA OF POTENTIAL FLOODING shown on a dam failure inundation map pursuant to Section 8589.5 of the Government Code.Yes X No Do not know and information not available from local jurisdiction A VERY HIGH FIRE HAZARD SEVERITY ZONE pursuant to Section 51178 or 51179 of the Government Code. The owner of this Property is subject to themaintenance requirements of Section 51182 of the Government Code.Yes No X A WILDLAND AREA THAT MAY CONTAIN SUBSTANTIAL FOREST FIRE RISKS AND HAZARDS pursuant to Section 4125 of the Public Resources Code. Theowner of this Property is subject to the maintenance requirements of Section 4291 of the Public Resources Code. Additionally, it is not the state's responsibility toprovide fire protection services to any building or structure located within the wildlands unless the Department of Forestry and Fire Protection has entered into acooperative agreement with a local agency for those purposes pursuant to Section 4142 of the Public Resources Code.Yes No X AN EARTHQUAKE FAULT ZONE pursuant to Section 2622 of the Public Resources Code.Yes No X A SEISMIC HAZARD ZONE pursuant to Section 2696 of the Public Resources Code.Yes (Landslide Zone) Yes (Liquefaction Zone)

No Map not yet released by state X THESE HAZARDS MAY LIMIT YOUR ABILITY TO DEVELOP THE REAL PROPERTY, TO OBTAIN INSURANCE, OR TO RECEIVE ASSISTANCE AFTER ADISASTER. THE MAPS ON WHICH THESE DISCLOSURES ARE BASED ESTIMATE WHERE NATURAL HAZARDS EXIST. THEY ARE NOT DEFINITIVEINDICATORS OF WHETHER OR NOT A PROPERTY WILL BE AFFECTED BY A NATURAL DISASTER. SELLER(S) AND BUYER(S) MAY WISH TO OBTAINPROFESSIONAL ADVICE REGARDING THOSE HAZARDS AND OTHER HAZARDS THAT MAY AFFECT THE PROPERTY.

Signature of Seller(s) Date Signature of Seller(s) Date

Signature of Seller's Agent Date Signature of Seller's Agent Date

X Seller(s) and their agent(s) represent that the information herein is true and correct to the best of their knowledge as of the date signed by the transferor(s) andagent(s).

X Seller(s) and their agent(s) acknowledge that they have exercised good faith in the selection of a third-party report provider as required in Section 1103.7 of theCivil Code, and that the representations made in this Natural Hazard Disclosure Statement are based upon information provided by the independent third-partydisclosure provider as a substituted disclosure pursuant to Section 1103.4 of the Civil Code. Neither seller(s) nor their agent(s) (1) has independently verified theinformation contained in this statement and Report or (2) is personally aware of any errors or inaccuracies in the information contained on the statement. Thisstatement was prepared by the provider below:

Third-Party Disclosure Provider(s) FIRST AMERICAN PROFESSIONAL REAL ESTATE SERVICES, INC. OPERATING THROUGH ITS JCP-LGS DIVISION.Date 12 April 2019

Buyer represents that he or she has read and understands this document. Pursuant to Civil Code Section 1103.8, the representations made in this Natural HazardDisclosure Statement do not constitute all of the seller(s) or agent's disclosure obligations in this transaction.

Signature of Buyer(s) Date Signature of Buyer(s) Date BUYER(S) REPRESENTS ABOVE HE/SHE HAS RECEIVED, READ AND UNDERSTANDS THE COMPLETE JCP-LGS DISCLOSURE REPORT DELIVERED WITH THIS SUMMARY:

A. Additional Property-specific Statutory Disclosures: Former Military Ordnance Site, Commercial/Industrial Use Zone, Airport Influence Area, Airport Noise, SanFrancisco Bay Conservation and Development District Jurisdiction (in S.F. Bay counties only), California Energy Commission Duct Sealing Requirement, Notice ofStatewide Right to Farm, Notice of Mining Operations, Sex Offender Database (Megan's Law), Gas and Hazardous Liquid Transmission Pipeline Database.

B. Additional County and City Regulatory Determinations as applicable: Airports, Avalanche, Blow Sand, Coastal Zone, Dam/Levee Failure Inundation, Debris Flow,Erosion, Flood, Fault Zone, Fire, Groundwater, Landslide, Liquefaction, Methane Gas, Mines, Naturally Occurring Asbestos, Redevelopment Area, Right to Farm,Runoff Area, Seiche, Seismic Shaking, Seismic Ground Failure, Slope Stability, Soil Stability, Subsidence, TRPA, Tsunami.

C. General advisories: Methamphetamine Contamination, Mold, Radon, Endangered Species Act, Abandoned Mines, Oil & Gas Wells, Tsunami Maps (coastal only).D. Additional Reports - Enclosed if ordered: (1) PROPERTY TAX REPORT (includes state-required Notices of Mello-Roos and 1915 Bond Act Assessments, and

Notice of Supplemental Property Tax Bill, (2) ENVIRONMENTAL SCREENING REPORT (discloses Transmission Pipelines, Contaminated Sites, and Oil & GasWells). Enclosed if applicable: Local Addenda.

E. Government Guides in Combined Booklet with Report. Refer to Booklet: (1) ENVIRONMENTAL HAZARDS: "A Guide for Homeowners, Buyers, Landlords andTenants"; (2) EARTHQUAKE SAFETY: "The Homeowners Guide To Earthquake Safety" and included "RESIDENTIAL EARTHQUAKE HAZARDS REPORT FORM";(3) LEAD-BASED PAINT: "Protect Your Family From Lead In Your Home"; (4) BRIEF GUIDE TO MOLD, MOISTURE AND YOUR HOME; (5) WHAT IS YOUR HOMEENERGY RATING? Government Guides are also available on the Company's "Electronic Bookshelf" at http://www.disclosures.com/.

©2019 - First American Professional Real Estate Services, Inc. - 200 Commerce, Suite 100, Irvine, CA 92602 Phone: (800) 748-5233 Fax: (800) 329-9527

JCP-LGS Residential Property Disclosure ReportsDisclosure Report Summary Pages

For SAN JOAQUIN CountyProperty Address: 3535 S B ST APN: 177-210-08STOCKTON, SAN JOAQUIN COUNTY, CA 95206 Report Date: 04/12/2019("Property") Report Number: 2460763

http://www.disclosures.com/

Wood-Burning Heater Statement of Compliance

3535 S B ST STOCKTON CA 95206Property Address City State ZipSAN JOAQUIN 177-210-08 County Assessor Parcel Number (APN) Section 5.2 of Rule 4901–Wood-Burning Fireplaces and Wood-Burning Heaters, requires any wood-burning heater (stove or fireplace insert) included with the sale or transfer of real property to be EPA Phase II certified. Any non-certified wood- burning heater must be removed from the property or rendered permanently inoperable prior to the close of escrow. There are no restrictions on the sale or transfer of property with open-hearth masonry or zero-clearance fireplaces, pellet stoves, or wood-burning cook stoves with ovens. A certified heater should have a permanent label attached that indicates that the heater meets July 1, 1990, emissions standards. A list of certified heaters is maintained at: http://www.epa.gov/Compliance/resources/publications/monitoring/caa/woodstoves/certifiedwood.pdf. Sellers are required to complete this form whenever a wood-burning stove or insert is included with the property. A copy shall be mailed or faxed to the San Joaquin Valley Air Pollution Control District within 30 days of close of escrow. Seller Disclosure Seller represents that the subject property will meet the following requirements of Section 5.2 of District Rule 4901 at the close of escrow: That any woodstoves or fireplace inserts included in the property are EPA Phase II certified and that any non-certified woodstove or insert has been removed from the property or rendered permanently inoperable (indicate or explain how below):c EPA Certified (provide): Year: Make: Model: c Removed (explain): c Rendered Inoperable (explain):

Seller 1:

Signature Print Name Date

Seller 2:


The undersigned hereby acknowledges receipt of a copy of this document. Buyer 1:


Buyer 2:

Signature Print Name Date WARNING: It is unlawful to sell any wood-burning heater that is not EPA certified. This includes, but is not limited to

thetransfer through a real estate transaction. This transaction is subject to an audit by the San Joaquin Valley Air Pollution Control District for compliance.

For more information please contact:San Joaquin Valley Air Pollution Control District 1990 East Gettysburg AvenueFresno, California 93726 PH: (559) 230-6000 | FAX: (559) 230-6062 www.valleyair.org

For your convenience, you may email the completed form to: [email protected]

c District Copy c Seller’s Copy c Buyer’s Copy

Revised 11/2016

http://www.epa.gov/Compliance/resources/publications/monitoring/caa/woodstoves/certifiedwood.pdf

COUNTY OF SAN JOAQUINREAL ESTATE TRANSFER DISCLOSURE STATEMENT

THIS DISCLOSURE STATEMENT CONCERNS THE REAL PROPERTY LOCATED IN THE COUNTY OF SAN JOAQUIN, STATE OFCALIFORNIA, DESCRIBED AS 3535 S B ST, STOCKTON, APN: 177-210-08. THIS STATEMENT IS A DISCLOSURE OF THECONDITION OF THE ABOVE DESCRIBED PROPERTY IN COMPLIANCE WITH ORDINANCE NUMBER 4217 OF THE ORDINANCECODE OF SAN JOAQUIN COUNTY AS OF JUNE 22, 2004. IT IS NOT A WARRANTY OF ANY KIND BY THE SELLER(S) OR ANYAGENT(S) REPRESENTING ANY PRINCIPAL(S) IN THIS TRANSACTION, AND IS NOT A SUBSTITUTE FOR ANY INSPECTIONSOR WARRANTIES THE PRINCIPAL(S) MAY WISH TO OBTAIN.

ISELLER' S INFORMATION

The seller discloses the following information with the knowledge that even though this is not a warranty, prospective buyers may relyupon this information in deciding whether and on what terms to purchase the subject property. Seller hereby authorizes any agent(s)representing any principal(s) in this transaction to provide a copy of this statement to any person or entity in connection with any actualor anticipated sale of the property. THE FOLLOWING ARE REPRESENTATIONS MADE BY THE SELLER(S) AS REQUIRED BY THECOUNTY OF SAN JOAQUIN AND ARE NOT THE REPRESENTATIONS OF THE AGENT(S), IF ANY. THIS INFORMATION IS ADISCLOSURE AND IS NOT INTENDED TO BE PART OF ANY CONTRACT BETWEEN THE BUYER AND SELLER

THE COUNTY OF SAN JOAQUIN PERMITS AGRICULTURAL OPERATIONS AND ACTIVITIES WITHIN THE COUNTY. If yourproperty is adjacent to or near property used for agricultural operations or activities or on agricultural lands, you may be subject toinconveniences or discomforts arising from such operations or activities, including but not limited to noise, odors, insects, fumes, dust,the operation of machinery of any kind during any twenty-four (24) hour period (including aircraft), the application by spraying orotherwise of chemical fertilizers, soil amendments, herbicides and pesticides, the storage of livestock feed and other agriculturalcommodities and the storage and disposal of manure. San Joaquin County has determined that inconveniences or discomfortsassociated with such agricultural operations or activities shall not be considered to be a nuisance and that residents or users of nearbyproperty should be prepared to accept such inconvenience or discomfort as a normal and necessary aspect of living in a county with astrong rural character and an active agricultural sector. San Joaquin County has established a grievance committee to assist in theresolution of any disputes which might arise between residents of this County regarding agricultural operations or activities. If you haveany questions concerning this policy or the Agricultural Grievance Committee, please contact the San Joaquin County AgriculturalCommissioner.

Seller certifies that this information herein is true and correct to the best of Seller' s knowledge as of the date signed by the Seller(s).

Seller Date Seller Date

IIBUYER(S) AND SELLER(S) MAY WISH TO OBTAIN PROFESSIONAL ADVICE AND/OR INSPECTIONS OF THE PROPERTY ANDTO PROVIDE FOR APPROPRIATE PROVISIONS IN A CONTRACT BETWEEN BUYER(S) AND SELLER(S) WITH RESPECT TOANY ADVICE/INSPECTIONS/DEFECTS.

I/WE ACKNOWLEDGE RECEIPT OF A COPY OF THIS STATEMENT.

Seller Date Seller Date

Buyer Date Buyer Date

Agent/Broker Date Agent/Broker Date

IF YOU WISH LEGAL ADVICE CONCERNING THIS ORDINANCE, CONSULT YOUR ATTORNEY.08/04 SJ

PROPERTY DISCLOSURE SUMMARY - READ FULL REPORT

StatutoryNHD Determinations IN

NOTIN

MapN/A* Property is:

NHDReportpage:

Flood X NOT IN a Special Flood Hazard Area. The Property is IN aFEMA-designated Flood Zone(s) X500.

7

Dam X IN an area of potential dam inundation. 7

Very High Fire Hazard Severity X NOT IN a very high fire hazard severity zone. 8

Wildland Fire Area X Not in a wildland-state responsibility area. 8

Fault X NOT IN an earthquake fault zone designated pursuant to theAlquist-Priolo Act.

9

Landslide X Map Not Available 9

Liquefaction X Map Not Available 9

County-level NHD Determinations INNOT

INMapN/A* Property is:

NHDReportpage:

Expansive Soils X IN a mapped area of Expansive, Subsidive, or Expansive andSubsidive Soil.

11

Fault X NOT WITHIN the area of the Great Valley fault system. 11

Fire X NOT IN a mapped area of Very High, High, or Moderate FireHazard Severity.

11

Flood X NOT IN the mapped USACE Comprehensive Study 200-YearFloodplain.

12

Subsidence X NOT IN a mapped area of Delta Subsidence of one foot or more. 12

Levee Inundation X NOT IN for County Levee Inundation hazard area.

City-level NHD Determinations INNOT


NHDReportpage:

City 200 Year Flood X IN an area where the City of Stockton has mapped 200-yearfloodplain depths. For details please read to the City of Stockton.

15

Additional Statutory Disclosures INNOT


NHDReportpage:

Former Military Ordnance X WITHIN one mile of a formerly used ordnance site.: StocktonMilitary Airport

17

Commercial or Industrial X WITHIN one mile of a property zoned to allow commercial orindustrial use.

17

Airport Influence Area X IN an airport influence area: Stockton Metro Airport 18

Airport Noise Area for 65 Decibel X NOT IN a delineated 65 dB CNEL or greater aviation noise zone. 19

California Energy Commission X IN a climate zone where properties are usually subject to ductsealing and testing requirements

20

Right to Farm Act X IN a one mile radius of designated Important Farmland thatrequires a statutory "Notice of Right to Farm" be provided in thisReport.

21

Notice of Mining Operations X NOT IN a one mile radius of a mapped mining operation thatrequires a statutory "Notice of Mining Operation" be provided inthis Report:

22

General Advisories Description

NHDReportpage:

Registered Sex Offender Data Base(Megan's Law) Notice

Provides an advisory required pursuant to Section 290.46 of the Penal Code. Informationabout specified registered sex offenders is made available to the public.

23





General Advisories Description

NHDReportpage:

Gas and Hazardous Liquid TransmissionPipeline Database Notice

Provides a notice required pursuant to Section 2079.10.5(a) of the Civil Code. Informationabout transmission pipeline location maps is made available to the public.

24

Methamphetamine Contamination Provides an advisory that a disclosure may be required pursuant to the "MethamphetamineContaminated Property Cleanup Act of 2005".

25

Mold Provides an advisory that all prospective purchasers of residential and commercial propertyshould thoroughly inspect the subject property for mold and sources for additional informationon the origins of and the damage caused by mold.

26

Radon Provides an advisory on the risk associated with Radon gas concentrations. 27

Endangered Species Provides an advisory on resources to educate the public on locales of endangered orthreatened species.

27

Abandoned Mines Provides an advisory on resources to educate the public on the hazards posed by, and someof the general locales of, abandoned mines.

28

Oil and Gas Wells Provides an advisory on the potential existence of oil and gas wells and sources for additionalgeneral and/or specific information.

28

Local Addendums Description

NHDReportpage:

DWR Urban Level of (200 Year) Flood ProtectionInformational Maps

Notifies the buyer if the Property is within a “200-Year Floodplain” or a “200-Year RiverineFlood Zone” as depicted on DWR Urban Level of Flood Protection Informational Maps.

51

San Joaquin Valley Air Pollution Control District WoodBurning Heater Statement

Provides a statutory form to be filed with the District within 30 days of close of escrow whena wood-burning stove or insert is included with the property. BUYER/SELLER SIGNATURESREQUIRED.

Local Option Provides an advisory and Local Option form to help satisfy disclosure obligations related toproximity of property to farming areas. BUYER/SELLER SIGNATURES REQUIRED.

52

Property Tax Determinations ISIS

NOT Property is:

TaxReportpage:

Mello-Roos Districts X NOT SUBJECT TO a Mello-Roos Community Facilities District. 30

1915 Bond Act Districts X NOT SUBJECT TO a 1915 Bond Act District. 30

Other Direct Assessments X SUBJECT TO one or more other direct assessments. 31

SRA Fire Prevention Fee X NOT SUBJECT TO the State Responsibility Area Fire Prevention Fee (SRAFee is suspended until 2031 by Assembly Bill 398 of 2017).

36

Environmental Screening ISIS

NOT Property is:

EnvironmentalReportpage:

Leaking Underground Storage Tanks X NOT WITHIN one-quarter mile of a known leaking underground storagetank.

43

Superfund or RCRA Corrective Action Site X NOT WITHIN one mile of a Superfund or RCRA Corrective Action site. 42

Other sites in databases screened X NOT WITHIN one-half mile of sites other than those above that are listedin the databases searched.

42

Oil and Gas Wells X WITHIN one-quarter mile of a mapped oil or gas well(s). 40

Underground Transmission Pipelines X

WITHIN 2,000 feet of a gas transmission or hazardous liquid pipeline(s)depicted in the National Pipeline Mapping System.

41

Determined by First American Professional Real Estate Services, Inc.

For more detailed information as to the foregoing determinations, please read this entire Report.





Page 1 Rev. NAT 8/15/15 Order No. 56604-1627132-19

One Daniel Burnham Court, #262-C San Francisco, California 94109

Office Phone: (415)922-6200 Office Fax: (415)922-4704

Escrow Officer Email: [email protected]

North American Title Company, Inc. Our Order No.: 1627132 One Daniel Burnham Court, #262-C San Francisco, CA 94109 Property Address: 3535 S B Street

Stockton, CA 95206

Attention: Karen Tam ______________________________________________________________________________

Preliminary Report Dated as of April 03, 2019 at 7:30 A.M.

In response to the above referenced application for a Policy of Title Insurance,

North American Title Insurance Company

Hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said Policy forms.

The printed Exceptions and Exclusions from the coverage and limitations on covered risks of said Policy or Policies are set forth in Exhibit A attached. The Policy to be issued may contain an Arbitration Clause. When the amount of insurance is less than that set forth in the Arbitration Clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the Parties. Limitations on covered risks applicable to the CLTA and ALTA Homeowner's Policies of Title Insurance which establish a deductible amount and a maximum dollar limit of liability for certain coverages are also set forth in Exhibit A. Copies of the Policy forms should be read. They are available from the office which issued this report.

Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered.

It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects, and encumbrances affecting title to the land.

This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested.

The form of Policy of title insurance contemplated by this report is: CLTA Standard Coverage Owners Policy

Please note that the America First Homeowner's Policy (CLTA/ ALTA Homeowner's Policy) can only be issued on transactions involving individuals as purchasers and residential 1-4 properties. Any indication that the America First Homeowner's Policy (CLTA/ ALTA Homeowner's Policy) will be issued in a transaction that does not meet these criteria is hereby revised to state that the policy contemplated is a Standard Coverage Policy.

Richard Hofer, Title Officer

https://www.sjgov.org/department/reccoclk/grantorgrantee


SCHEDULE A

1. The estate or interest in the land hereinafter described or referred to covered by this report is:

Fee simple.

2. Title to said estate or interest at the date hereof is vested in:

BAYRICH DEVELOPMENT USA LTD, A CALIFORNIA CORPORATION

Subject to Item #13.

3. The Land referred to in this report is situated in the City of Stockton State of California, County of San Joaquin, and is described as follows:

See attached Legal Description

https://lc.nat.com/slk/ca/2019-Q2/1627132/Vesting-Deed.pdf


LEGAL DESCRIPTION

Real property in the City of Stockton, County of San Joaquin, State of California, described as follows: LOT 21, AS SHOWN ON THAT CERTAIN MAP ENTITLED, TRACT NO. 209, LAUREL FARMS, FILED FOR RECORD OCTOBER 15, 1948 IN BOOK 13 OF MAPS AND PLATS, PAGE 26, SAN JOAQUIN COUNTY RECORDS.

APN: 177-210-08

https://lc.nat.com/slk/ca/2019-Q2/1627132/Tract-Map-Book-13-Page-26.PDF


SCHEDULE B

At the date hereof exceptions to coverage in addition to the printed exceptions and exclusions in the policy form

designated on the face page of this report would be as follows:

1. General and special taxes and assessments for the fiscal year 2019-2020, a lien not yet due or payable.

2. Taxes for proration purposes only for the fiscal year 2018-2019. First Installment: $1,051.35, PAID Second Installment: $1,051.35, PAID Tax Rate Area: 003-287 APN: 177-210-08

3. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code.

4. The lien of bonds and assessment liens, if applicable, collected with the general and special taxes.

5. Taxes and assessments, if any, of the San Joaquin Area Flood Control Agency Assessment District.

6. Covenants, conditions, restrictions and easements in the document recorded October 29, 1948 as Instrument No. 29256 of Official Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition, or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual orientation, familial status, disability, handicap, national origin, genetic information, gender, gender identity, gender expression, source of income (as defined in California Government Code § 12955(p)) or ancestry, to the extent such covenants, conditions or restrictions violation 42 U.S.C. § 3604(c) or California Government Code § 12955. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status.

7. Rights of the public in and to that portion of the land lying within Carpenter Road.

8. An easement shown or dedicated on the Map as referred to in the legal description For: Future road and incidental purposes.

Note: A portion of the road easement was abandoned by the document recorded March 31, 2004, Instrument No. 2004-065599 of Official Records.

9. An easement for water lines and incidental purposes, recorded August 19, 1994 as Serial No. 94095441 of Official Records. In Favor of: California Water Service, a corporation

Affects: a portion

10. The fact that the land lies within the boundaries of the South Stockton Redevelopment Project, as disclosed by various documents of record.

https://lc.nat.com/slk/ca/2019-Q2/1627132/CC&R-DocID-1948-29256-OR.pdf

https://lc.nat.com/slk/ca/2019-Q2/1627132/DocID-1994-95441-OR.PDF


https://lc.nat.com/slk/ca/2019-Q2/1627132/Schedule-B.pdf

https://lc.nat.com/slk/ca/2019-Q2/1627132/Tract-Map-Book-13-Page-26.PDF

https://common3.mptsweb.com/MBC/sanjoaquin/tax/search


11. An easement for street and highway and incidental purposes, recorded April 8, 2005 as Serial No. 2005-083394 of Official Records. In Favor of: The City of Stockton, a municipal corporation

Affects: as described therein

12. An easement for avigation and incidental purposes, recorded December 2, 2005 as Serial No. 2005-301919 of Official Records. In Favor of: The County of San Joaquin, political subdivision of the State of

California, its successors and assigns Affects: said land

13. The effect of a deed executed by Bayrich Development USA, Ltd, a California corporation to Bayrich Development USA, LLC, a California limited liability corporation , recorded September 28, 2017 as Instrument No. 2017-112527 of Official Records. The Company will require a satisfactory evidence that the deed was an absolute conveyance for value and that there are no other agreements, oral or written, regarding the ownership or occupancy of the land described in the deed.

Above said Grant Deed contained an erroneous Legal Description.

14. With respect to Bayrich Development USA, LLC, a limited liability company: a. A copy of its operating agreement and any amendments thereto; b. If it is a California limited liability company, that a certified copy of its articles of organization (LLC-1) and any certificate of correction (LLC-11), certificate of amendment (LLC-2), or restatement of articles of organization (LLC-10) be recorded in the public records; c. If it is a foreign limited liability company, that a certified copy of its application for registration (LLC-5) be recorded in the public records; d. With respect to any deed, deed of trust, lease, subordination agreement or other document or instrument executed by such limited liability company and presented for recordation by the Company or upon which the Company is asked to rely, that such document or instrument be executed in accordance with one of the following, as appropriate: (i) If the limited liability company properly operates through officers appointed or elected pursuant to the terms of a written operating agreement, such document must be executed by at least two duly elected or appointed officers, as follows: the chairman of the board, the president or any vice president, and any secretary, assistant secretary, the chief financial officer or any assistant treasurer; (ii) If the limited liability company properly operates through a manager or managers identified in the articles of organization and/or duly elected pursuant to the terms of a written operating agreement, such document must be executed by at least two such managers or by one manager if the limited liability company properly operates with the existence of only one manager. e. Other requirements which the Company may impose following its review of the material required herein and other information which the Company may require.

15. We find no open deeds of trust, and will require the Open Loans Affidavit form to be submitted for review prior to close.

16. Unrecorded matters which may be disclosed by an Owner's Affidavit or Declaration. A form of the Owner's Affidavit/Declaration is attached to this Preliminary Report/Commitment. This Affidavit/Declaration is to be completed by the record owner of the land and submitted for review prior to the closing of this transaction. Your prompt attention to this requirement will help avoid delays in the closing of this transaction. Thank you.





The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit/Declaration.

********** END OF REPORT **********


_____________________________________________________________________________________

* * * * * N O T E S * * * * *

_____________________________________________________________________________________

1. NOTICE OF RECORDING PROCEDURE

Pursuant to Cal. Revenue & Tax Code §480.3, all Deeds and other Documents that reflect a change in ownership must be accompanied by a Preliminary Change of Ownership Report to be completed by the transferee. If this special report is not presented at the time of recording, an additional recording fee of $20.00, as required by law, will be charged. Preliminary Change in Ownership forms, instructions on how to complete them, and a nonexclusive list of documents that are affected by this change, are available from the County Recorder's Office or the Office of the County Assessor. Effective January 1, 2018, Cal. Government Code §27388.1 imposes an additional fee of $75.00 to be paid at the time of recording for every real estate instrument, paper, or notice required or permitted by law to record, except those expressly exempted from payment.

2. GOOD FUNDS LAW

Under Section 12413.1 of the California Insurance Code, North American Title Company, Inc. may only make funds available for disbursement in accordance with the following rules:

Same day availability. Disbursement on the date of deposit is allowed only when funds are deposited to North American Title Company, Inc. by Cash or Electronic Transfer (Wire). Cash will be accepted only under special circumstances and upon approval by management.

Next business day availability. If funds are deposited toNorth American Title Company, Inc. by cashier's checks, certified checks or teller's checks, disbursement may be on the next business day following deposit. A “teller's check” is one drawn by an insured financial institution against another insured financial institution (e.g., a savings and loan funding with a check drawn against a FDIC insured bank).

Second business day availability. If the deposit is made by checks other than those described in paragraphs 1 and 2 above, disbursement may occur on the day when funds must be made available to depositors under Federal Reserve Regulation CC. In most cases, these checks will be available on the second business day following deposit. (For further details, consult California Insurance Code Section 12413, et seq. and Regulation CC).

These are the minimum periods before funds will be made available. North American Title Company, Inc. is not obligated to disburse funds at the expiration of the time periods above, and expressly reserves the right to require additional time before disbursing on deposited funds. Close of escrow and final disbursement will not be made based on deposits in the form of personal checks, corporate checks, credit union checks, money market checks, travelers checks and official checks until confirmation of final clearance of the funds.

North American Title Company, Inc. will not be responsible for accruals of interest or other charges resulting from compliance with the disbursement restrictions imposed by state law.

3. North American Title Company, Inc.'s charges for recording the transaction documents include charges for services performed by North American Title Company, Inc., in addition to an estimate of payments to be made to governmental agencies.

4. Note: The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than the certain dollar amount set forth in any applicable arbitration clause, all arbitrable matters

shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the

https://www.sjgov.org/WorkArea/DownloadAsset.aspx?id=27455


parties. If you desire to review the terms of the policy, including any arbitration clause that may be included, contact the office that issued this Commitment or Report to obtain a sample of the policy jacket for the policy that is to be issued in connection with your transaction.

5. The map attached, if any, may or may not be a survey of the land depicted hereon. North American Title Company, Inc. expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached.


THIS AFFIDAVIT, WHEN FULLY COMPLETED, IS TO BE SIGNED AND NOTARIZED BEFORE RETURNING, TO ENABLE NORTH AMERICAN TITLE INSURANCE COMPANY TO INSURE THE PRESENTLY PENDING TRANSACTION.

AFFIDAVIT

1. I/WE AM/ARE THE PERSON(S) WHO MADE, EXECUTED, AND DELIVERED THE DEED DATED __________________, 20____, TO ______________________, GRANTEE, WHICH WAS RECORDED ____________________, 20____, AS INSTRUMENT NO. ________________, BOOK ____, PAGE ____, OF OFFICIAL RECORDS, CONVEYING THE FOLLOWING DESCRIBED PROPERTY: ________________________________________________________________ 2. A. CONSIDERATION IN THE AMOUNT OF $_________ WAS PAID FOR THIS CONVEYANCE; OR B. OTHER ___________________________________________. 3. THAT POSSESSION OF SAID PREMISES HAS BEEN SURRENDERED TO THE GRANTEE. 4. A. WHEN I/WE SIGNED AND DELIVERED THE DEED TO GRANTEE, I/WE UNDERSTOOD THE EFFECT OF THE DEED, KNEW WHAT I/WE WAS/WERE SIGNING, AND SIGNED IT FREELY, VOLUNTARILY AND WITHOUT BEING UNDER ANY DURESS; OR B. OTHER _________________________________. 5. THIS AFFIDAVIT IS MADE FOR THE PROTECTION AND BENEFIT OF THE GRANTEE, THE GRANTEE'S SUCCESSORS AND ASSIGNS, AND ALL OTHER PARTIES HEREAFTER DEALING WITH OR WHO MAY ACQUIRE ANY INTEREST IN THE ABOVE - DESCRIBED PROPERTY, AND FOR THE PURPOSE OF INDUCING NORTH AMERICAN TITLE COMPANY, INC. TO INSURE TITLE TO THE ABOVE PROPERTY.

I/WE KNOW THAT NORTH AMERICAN TITLE COMPANY, INC. WILL RELY ON THIS AFFIDAVIT AND THAT BUT FOR MY/OUR ASSURANCE, NORTH AMERICAN TITLE COMPANY, INC. WOULD NOT INSURE THE PROPERTY. 6. I/WE ACKNOWLEDGE THAT I/WE HAVE READ THE FOREGOING AND FULLY INDEMNIFY AND HOLD NORTH AMERICAN TITLE COMPANY, INC. HARMLESS AGAINST LIABILITY OCCASIONED BY NORTH AMERICAN TITLE COMPANY, INC.'S RELIANCE ON THE STATEMENTS I/WE HAVE MADE IN THIS AFFIDAVIT. DATED: ________________________________________ BY: ____________________________________________

(ATTACH CERTIFICATE OF ACKNOWLEDGEMENT HERE)


File Number: 56604-1627132-19

OWNER'S DECLARATION

The undersigned Owner(s) of legal age, being duly sworn, deposes and states under penalty of perjury under the laws of the State of California. 1. That certain real property (the"Property") as described in that certain Commitment of Title

Insurance/Preliminary Report No. 56604-1627132-19 dated as of April 03, 2019 ("Commitment/Report") issued by or on behalf of North American Title Company, Inc. ("North American Title Company, Inc.") is improved by the following (check all that apply)

☐ Single family residences ☐ One-to-four family residences

☐ Apartment building ☐ Office building

☐ Commercial building ☐ Combination office/commercial building

☐ Industrial building ☐ Vacant Land

☐ Other: _____________________

2. WORK OF IMPROVEMENT: Please respond to A, B and C below:

A. For the period of 90-days prior to the date of this Affidavit, no repairs or work of improvement has been conducted on, nor any materials supplied to, the Property except as follows: ___________________________________________________________________________ ___________________________________________________________________________ ____________________________________________________________________________ (Enter "None" if such is true.) If you have described any work of improvement above, please complete the following: ☐ Started on __________________, 20_____.

☐ Completed on _______________, 20_____.

☐ Will be completed on _____________________, 20_____.

B. Cessation of Labor (Please place an "X" by 1 or 2 below):

☐ 1. There has been a cessation of labor where a work of Improvement was discontinued before completion within 150 days of the date of this Affidavit. PLEASE DESCRIBE THE NATURE OF THE WORK THAT DISCONTINUED:

_________________________________________________________________ _________________________________________________________________ _________________________________________________________________

☐ 2. There has not been a cessation of labor where a work of improvement was discontinued before completion within 150 days of the date of this Affidavit.


C. There are no unpaid bills for labor or material because of any improvements made to the Property except:

____________________________________________________________________

____________________________________________________________________ ____________________________________________________________________

(Enter "None" if such is true.)

3. No one is in possession of, or has any right to possession of, the Property except: ☐ Declarant as owner.

☐ Tenants based only on month-to-month rental agreements.

☐ Tenants based upon existing leases as listed on the Rent Roll attached hereto as Exhibit A and incorporated herein by reference.

☐ Other:___________________________________________________

4. No person(s) or entitles, have (i) any options to purchase or rights of first refusal, including but not limited to lessees under any leases referred to in Paragraph 3 above, and/or (ii) easements, licenses, agreements or other rights allowing them to use, encroach on, or access to the Property except (i) as shown in the Commitment/Report, and (ii) _____________________________________________________________________ _____________________________________________________________________ _____________________________________________________________________

(Enter "None" if such is true.) 5. Those certain lease(s) shown as exception number(s) __________ in the Commitment/Report have either:

(a) expired by their own terms, or (b) if they have not expired, the lessee(s) have vacated the Property and Declarant has been notified of the vacation of the Property either by correspondence from the lessee or by physical inspection of the property.

6. To the best of Declarant's knowledge, there are no unrecorded real property taxes or assessments against

the Property.

The undersigned is not aware of any release reports or commitment statements which have been issued pertaining to any environmental issues or liens.

7. This Affidavit is given for the purpose of inducing North American Title Company, Inc. and its agents to issue

policy(ies) of title insurance which may provide coverage with respect to all matters set forth herein. If North American Title Company, Inc. elects, in its discretion, to (a) accept this Affidavit, and (b) issue title insurance policy(ies) to third parties, North American Title Company, Inc. will do so in material reliance on this Affidavit and the representation and covenants in this Affidavit.

8. Declarant acknowledges that he/she has read this Affidavit, that all the statements made in this

Affidavit are true and correct of his/her own actual knowledge, and fully understands the legal aspects of any misrepresentations or untrue statements made in this Affidavit. Declarant, both personally and on behalf of Owner, covenants and agrees to defend, indemnify, and hold North American Title Company, Inc. harmless from and against any and all claims, actions, suits (including arbitration), liabilities, losses, damages, costs, charges, attorney's fees and other expenses of every nature and character as a result of its reliance on this Affidavit.


Executed on __________________, 20______, at ___________________________, _____________________

(City) (State) "Declarant"

_________________________________________________ Owner __________________________________________________ Owner

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of __________________________________ County of _________________________________ Subscribed and sworn to (or affirmed) before me on this ______________________ day of ___________________, 20____, by _________________________________________, proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. (seal) Signature __________________________________


OPEN LOANS AFFIDAVIT

Order Number: 56604-1627132-19 Escrow Number: 56604-1627132-19

__________________________________________________________ of legal age, hereby declares and swears, under penalty of perjury that the following information, declarations, representations and answers are true, correct and complete: 1. I am the current owner of the property in this transaction which has an address of:

3535 S B Street, Stockton, CA 95206

2. That the following is a complete and comprehensive list of all open loans taken out against said land:

(If no open loans, please write NONE on the 1st Current Lender Line and initial). 1.) Current Lender: ____________________ Loan Balance $_____________

Original Lender: ____________________ Original Loan Amount: $_____________

Are you in default of this Loan: ☐

YES ☐

NO IF YES, how long ( ) MONTHS

2.) Current Lender: ____________________ Loan Balance $_____________



YES ☐





YES ☐





YES ☐


3. I understand and acknowledge that this Affidavit is made for the protection and benefit of North American Title Company, Inc. and for all other parties hereafter dealing with or who may acquire an interest in said Property and for the purpose of inducing North American Title Company, Inc. (including its affiliates and underwriters) to insure title to said Property. I am fully aware and know that North American Title Company, Inc. will rely on this Affidavit and would not insure title without it. We also hereby agree to indemnify and hold North American Title Company, Inc. harmless and to become fully financially responsible for any loss that may occur to North American Title Company, Inc. or any other parties if any of the information, declarations, representations and answers turn out to not be true, correct and/or complete, whether by accidental omission or actual deceit and/or fraud. Dated: ________________

BY: _________________________ BY: _________________________


NORTH AMERICAN TITLE COMPANY, INC. One Daniel Burnham Court, #262-C, San Francisco, CA 94109

(415)922-6200 Fax: (415)922-4704 Email: [email protected]

Closing Protection Letters can be ordered directly by emailing [email protected] with your title order number and property address.

Attention: Your Ref: Our Order No.: 56604-1627132-19

LENDERS SUPPLEMENTAL REPORT

Dated as of April 03, 2019 AT 7:30 A.M.

Title Officer: Richard Hofer

The above numbered report (including any supplements or amendments thereto) is hereby modified and/or supplemented in order to reflect the following additional items relating to the issuance of an American Land Title Association loan form policy of Title Insurance: Our ALTA Loan Policy, when issued, will contain Endorsement Nos. 100 and 116. There is located on said land a Vacant Land Known as: 3535 S B Street City of Stockton County of San Joaquin State of California.

According to the public records, there has been no conveyance of the land within a period of twenty-four months prior to the date of this report, except as follows:

A document recorded May 17, 2017 as Instrument No. 2017-055476 of Official Records.

From: Linda Vista Properties, Inc., a California corporation

To: Bayrich Development USA Ltd, a California corporation

Document re-recorded June 15, 2017 as Instrument No. 2017-067771 of Official Records.

A document recorded September 28, 2017 as Instrument No. 2017-112527 of Official Records.

From: Bayrich Development USA, Ltd, a California corporation

To: Bayrich Development USA, LLC, a California limited liability corporation





Privacy Policy Rev. 01/07/2019

The States Title Family of Companies

FACTS WHAT DOES THE STATES TITLE FAMILY OF COMPANIES DO WITH YOUR PERSONAL INFORMATION?

Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some, but not all, sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

What? The types of personal information we collect and share depend on the product or service you have with us. This information can include:

Social Security number and income

Transaction history and payment history

Purchase history and account balances

How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information, the reasons the States Title Family of Companies (“ST”) chooses to share, and whether you can limit this sharing.

Reasons we can share your personal information Does ST share?

Can you limit this sharing?

For our everyday business purposes Such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus

Yes No

For our marketing purposes To offer our products and services to you

Yes No

For joint marketing with other financial companies

No We don’t share

For our affiliates’ everyday business purposes Information about your transactions and experiences

Yes No

For our affiliates’ everyday business purposes Information about your creditworthiness

No We don’t share

For our affiliates to market to you

No We don’t share

For nonaffiliates to market to you

No We don’t share

Questions?

Call 1 (650) 419-3827


Page 2

Who we are

Who is providing this notice? The States Title Family of Companies (identified below), which offers title insurance and settlement services.

What we do

How does ST protect my personal information?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secure files and buildings.

How does ST collect my personal information?

We collect your personal information, for example, when you

Apply for insurance;

Apply for financing;

Give us your contact information

Provide your mortgage information

Show your government-issued ID We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.

Why can’t I limit all sharing? Federal law gives you the right to limit only

Sharing for affiliates’ everyday business purposes – information about your creditworthiness

Affiliates from using your information to market to you

Sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.

What happens when I limit sharing for an account I hold jointly with someone else?

Your choices will apply to everyone on your account – unless you tell us otherwise.

Definitions

Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies.

Nonaffiliates Companies not related by common ownership or control. They can be financial and nonfinancial companies.

Nonaffiliates we share with can include collection agencies, IT service providers, companies that perform marketing services on our behalf, and consumer reporting agencies.

Joint marketing A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

ST doesn’t jointly market.

The States Title Family of Companies consists of the following entities: States Title Holding Inc. States Title, Inc. States Title Insurance Company States Title Insurance Company of California States Title Agency, Inc. Spear Agency Acquisition Inc. Title Agency Holdco, LLC

North American Title Company North American Title Company, Inc. North American Title Company of Colorado North American Title Insurance Company North American Services, LLC North American Title Agency, Inc. North American Title, LLC North American Title Company, LLC NASSA LLC North American Asset Development, LLC


CLTA Preliminary Report Form - Exhibit A (Rev. 05-06-16)

CLTA STANDARD COVERAGE POLICY - 1990 EXCLUSIONS FROM COVERAGE

The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning

laws, ordinances, or regulations) restricting, regulating, prohibiting or relating (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien, or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.

(b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.

2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge.

3. Defects, liens, encumbrances, adverse claims or other matters: (a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to

the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or for the estate

or interest insured by this policy. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any

subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage

and is based upon usury or any consumer credit protection or truth in lending law. 6. Any claim, which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the interest of

the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws.

EXCEPTIONS FROM COVERAGE - SCHEDULE B, PART I This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: 1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by

the public records. Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records.

2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof.

3. Easements, liens or encumbrances, or claims thereof, not shown by the public records.

4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records.

5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records.

6. Any lien or right to a lien for services, labor or material not shown by the public records.

CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE (12-02-13) EXCLUSIONS

In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from: 1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning:

a. building; b. zoning;

c. land use; d. improvements on the Land; e. land division; and f. environmental protection. This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27.

2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15.

3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17. 4. Risks:

a. that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; b. that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date; c. that result in no loss to You; or d. that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28.

5. Failure to pay value for Your Title. 6. Lack of a right:

a. to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and b. in streets, alleys, or waterways that touch the Land.

This Exclusion does not limit the coverage described in Covered Risk 11 or 21. 7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or

similar creditors' rights laws. 8. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 9. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.

LIMITATIONS ON COVERED RISKS

Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows:

For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.


The deductible amounts and maximum dollar limits shown on Schedule A are as follows:

Your Deductible Amount Our Maximum Dollar Limit of Liability

Covered Risk 16: 1% of Policy Amount Shown in Schedule A or $2,500 (whichever is less)

$10,000


$25,000


$25,000


$5,000

2006 ALTA LOAN POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating

to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or

(iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.

(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters

(a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.

4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.

5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.

6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is

(a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b). The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

EXCEPTIONS FROM COVERAGE

[Except as provided in Schedule B - Part II,[ t[or T]his policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of:

[PART I [The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or

by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete

land survey of the Land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to

water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.

6. Any lien or right to a lien for services, labor or material not shown by the Public Records. ] PART II

In addition to the matters set forth in Part I of this Schedule, the Title is subject to the following matters, and the Company insures against loss or damage sustained in the event that they are not subordinate to the lien of the Insured Mortgage:]

2006 ALTA OWNER'S POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and

zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection;

or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.


(b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.

1. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 2. Defects, liens, encumbrances, adverse claims, or other matters

(a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to

the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;

(c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the

coverage provided under Covered Risk 9 and 10); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid

value for the Title. 3. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as

shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.

4. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.

The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

EXCEPTIONS FROM COVERAGE

This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of: [The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or

by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land

survey of the Land and that are not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water,

whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the Public Records. 7. [Variable exceptions such as taxes, easements, CC&R's, etc. shown here.]

ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY - ASSESSMENTS PRIORITY (04-02-15)

EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of:

1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection;

or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to

the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant;

(d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or

(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the

state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage

and is based upon usury, or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26.

6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy. This

Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25. 8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable

building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6. 9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the

Insured Mortgage, is (a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy.

10. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 11. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances.
