DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
PAGE 11

ARTICLE II  (cont.)

Class B (cont.).

(1)  The second anniversary of the first Close of Escrow in the most recent Phase; or

(2)  The fourth anniversary of the first Close of Escrow in Phase 1.

2.6.  Voting Rights.

(a)  All voting rights are subject to the Restrictions. Except as provided in Section 14.2 hereof and Section 4.8 of the Bylaws, as long as there exists a Class B Membership, any provision of Restrictions which expressly requires the vote or written consent of a specified percentage (i.e., other than · actions requiring merely the vote or written consent of a majority of a quorum) of the Association's voting power before action may be undertaken shall require the approval of such specified percentage of the voting power of each class of Membership. Except as provided in Section 14.2 hereof and Section 4.8 of the Bylaws, upon termination or the Class B Membership, any provision of the Restrictions which expressly requires the vote_ or written consent of Owners representing a specified percentage (i.e., other than actions requiring merely the vote or written consent of a majority of a quorum) of the Association's voting power before action may be undertaken shall then require the vote or written consent of Members representing such specified percentage of both (1) the Association's total voting power and (2) the Association's voting power residing in Members other than Declarant.

(b)  Class A Members are entitled to one (1) vote for each Condominium in which they hold the interest required for Membership. When more than one (1) Person holds such interest in any Condominium ("co-owners"), all such co-owners are Members and may attend any Association meeting, but only one (1) such co-owner shall be entitled to exercise the single vote to which the Condominium is entitled. Co-owners owning the majority interests in a Condominium may designate in writing one (1) of their number to vote. Fractional votes shall not be allowed, and the vote for each Condominium shall be exercised, if at all, as a unit. Where no voting co-owner is designated or if the designation has been revoked, the vote for the Condominium shall·be exercised as the co-owners owning the majority interests in the Condominium agree. Unless the Board receives a written objection in advance from a co-owner, it shall be conclusively presumed that the corresponding voting co-owner is acting with his co-owners' consent. No vote may be cast for any Condominium if the co-owners present in person or by proxy owning the majority interests in such Condominium cannot agree to said vote or other action. The nonvoting co-owner or co-owners are jointly and severally responsible for all of the obligations imposed upon the jointly-owned Condominium and are entitled to all other benefits of ownership. All agreements and determinations lawfully made by the Association in

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