2. All proposed Amendments to this Declaration shall be submitted
to a vote of the Owners of Properties substantially affected by a change in covenants at a
duly called meeting (as defined in subparagraph (1(b) hereinabove) of said Owners. Unless
the contrary shall be determined by a court of equity jurisdiction, "substantially
affected" shall mean those Properties shown on (a) the plats showing the Properties
to be modified in permitted use by the change, and (b) the plats which subdivided the
Property immediately abutting the Property shown on plats identified in (a) recorded in
the Clerk's Office of the Circuit Court of Chesterfield County, Virginia. Any such
Amendment shall be deemed approved if two-thirds (2/3) of the votes (as determined in
subparagraph 1 (c) hereinabove) cast at such meeting vote in favor of such Amendment. The
presence at said meeting of Owners or ballots entitled to cast sixty (60%) per cent of the
total vote of all the Owners of Property substantially affected by a change in covenants
shall constitute a quorum. If the required quorum is not present at said meeting, the
Company may, in its sole and uncontrolled discretion, call another meeting or meetings
subject to the giving of proper notice, and the required quorum at such subsequent meeting
or meetings shall be one-half (1/2) of the required quorum at the preceding meeting. If
any proposed Amendment to this Declaration is approved by the Owners as set forth above,
the President and Secretary of the Company shall execute an Addendum to this Declaration
which shall set forth the Amendment, the effective date of the Amendment (which in no
event shall be less than sixty (60) days after the date of the meeting of the Owners at
which such Amendment was adopted), the date of the meeting of the Owners at which such
Amendment was adopted, the date that notice of such meeting was given, the total number of
votes of Owners of Properties substantially affected by such Amendment, the total number
of votes required to constitute a quorum at a meeting of said Owners, the total number of
votes of said Owners present at said meeting, the total number of votes cast for and
against such Amendment, the total number of votes necessary to adopt such Amendment, the
total number of votes cast in favor of such Amendment, and the total number of votes cast
against such Amendment. Such Addendum shall be recorded in the Clerk's Office of the
Circuit Court of Chesterfield County, Virginia. 3. The Company
reserves unto itself, its successors and assigns, the right to add additional restrictive
covenants in respect to lands within the Properties to be conveyed in the future by the
Company to the Company or to any other third party, or to limit therein the application of
these covenants. The right to add additional restrictions or to limit the application of
these covenants shall be reasonable exercised.
4. In the event of a violation of breach of any of the
restrictions contained herein by any Property Owner, tenant of such Owner, or agent of
such Owner, the Owners of Properties in the neighborhood or in Woodlake, or any of them,
jointly or severally, shall have the right to proceed at law or in equity to compel a
compliance to the terms hereof or to prevent the violation or breach in any event. In
addition to the foregoing, the Company shall have the right to proceed at law or in equity
to compel a compliance to the terms hereof or to prevent the violation or breach in any
event.
In addition to the foregoing, the Company or its agent shall
have the right, whenever there shall have been placed or constructed on any Property in
Woodlake any building, structure, chemical, substance, object, material, or condition
which is in violation of these restrictions, to enter upon such Property where such
violation exists and summarily abate or remove the same at the expense of the Owner, if
after thirty (30) days written notice of such violation it shall not have been corrected
by the Owner, tenant, or agent of the Owner; provided, however, that whenever stated in
these covenants that the Company may serve notice requiring immediate corrective action,
and such action is not performed immediately by the Owner, tenant, or agent of the Owner,
the Company or its agent shall have the right to enter immediately and summarily abate or
remove such violation at the expense of the Owner. Any such entry and abatement or removal
shall not be deemed a trespass.
In addition to the foregoing, the Company or its agent shall
have the right, whenever permitted by any restriction contained in Part II of this
Declaration, to enter immediately (unless otherwise specifically stated in said Part II)
any Property in Woodlake to implement environmental controls, to take corrective action,
or to take any action necessary to effect compliance with the Environmental Rules and
Regulations or to abate a threat to the Swift Creek Reservoir from pollution. Whenever
specifically stated in said Part II, the cost of such action, when performed by the
Company or its agent shall be paid by the Owner of the Property on which the work is
performed. Entrance upon any Property pursuant to the provisions of said Part II shall not
be deemed a trespass.
5. Whenever the Company or its agent is permitted by this
Declaration to correct, repair, enhance, improve, clean, preserve, clear out, remove, or
take any action on any Property or on the easement areas adjacent thereto, entering the
Property and taking such action shall not be deemed a trespass.
6. The failure to enforce any rights, reservations,
restriction, or conditions contained in this Declaration, regardless of how long such
failure shall continue, shall not constitute a waiver of or a bar to such right to
enforce.
7. Whenever the Company or its agent is permitted by this
Declaration to correct, repair, enhance, improve, clean, preserve, clear out, remove, or
take any action on any Property or on the easement areas adjacent thereto, and whenever it
is stated in this Declaration that the cost of such action (hereinafter called the Cost of
Corrective Action) shall be paid by the Owner of the Property on which such corrective
action is performed, the Cost of Corrective Action, together with such interest thereon at
the maximum annual rate permitted by law from the due date and costs of collection
therefor including a reasonable attorney's fee as hereinafter provided, shall be a charge
and continuing lien on the real Property and improvements thereon, against which the Cost
of Corrective Action is charged, in the hands of the then Owner, his heirs, devisees,
personal representatives, tenants, and assigns, and in addition shall also be the personal
obligation of the Owner of such real Property at the time when such Cost of Corrective
Action becomes due and payable. The Cost of Corrective Action shall be billed at the
completion of such corrective action, and all bills shall be due and payable thirty (30)
days from the date of mailing of same.
If the Cost of Corrective Action is not paid within thirty
(30) days after the due date, the Company or its agent may bring an action at law against
the Property Owner personally and there shall be added to the amount of such Cost of
Corrective Action the costs of preparing the filing of the complaint in such action and a
reasonable attorney's fee, and in the event a judgment is obtained, such judgement shall
include interest on the Cost of Corrective Action as above provided and a reasonable
attorney's fee together with the costs of the action.
The lien of the Cost of Corrective Action provided for herein
shall be subordinate to the lien of any first deed of trust now or hereafter placed upon
any Property subject to these covenants. In the event a creditor (other than the Company
or the creditor of the Company) acquires title to any Property pursuant to foreclosure or
any other proceeding or deed in lieu of foreclosure, said creditor shall be subject to any
lien of the Cost of Corrective Action placed upon such Property during the time in which
the creditor holds title to such Property.
8. (a) The Company reserves unto itself, its
successors and assigns, the right to bring within the plan and operation of this
Declaration the additional property described in Exhibit "B" attached hereto and
any other property acquired by the Company which is adjacent to or near the
"Properties." Such property may be subjected to this Declaration as one parcel
or as several smaller parcels at different times. The additions authorized herein shall be
made by recording a Supplementary Declaration of Rights, Restrictions, Affirmative
Obligations and Conditions with respect to the additional property which shall extend the
operation and effect of the Rights, Restrictions, Affirmative Obligations and Conditions
of this Declaration to such additional property. The Supplementary Declaration may contain
such complementary additions and/or modifications of the Rights, Restrictions, Affirmative
Obligations and Conditions contained in this Declaration as may be necessary or
convenient, in the sole judgment of the Company, to reflect the different character, if
any, of the added properties and as are not inconsistent with the plan of this
Declaration, but such modifications shall have no effect upon the Property described in
Exhibit "A" or upon any other additions to the Properties.
(b) Upon the prior written
approval of the Company, the owner of any property who desires to bring such property
within the plan and operation of this Declaration and to subject it to the jurisdiction of
the Company shall record a Supplementary Declaration of Rights, Restrictions, Affirmative
Obligations and Conditions with respect to the additional property which shall extend the
operation and effect of the Rights, Restrictions, Affirmative Obligations and Conditions
of this Declaration to such additional property. The Supplementary Declaration may contain
such complementary additions and/or modifications as may be necessary or convenient, in
the sole judgment of the Company, to reflect the different character, if any, of the added
properties and as are not inconsistent with the plan of this Declaration, but such
modifications shall have no effect upon the Properties described in Exhibit "A"
or upon any other additions to the Properties.
9. The Company reserves unto itself, its successors and
assigns, the right to assign in whole or in part to the Association its rights reserved in
these covenants to grant approvals (or disapprovals), to establish rules and regulations,
to administer and enforce the provisions of this Declaration, and all other rights
reserved herein by the Company including, but not limited to, the right to approve (or
disapprove) plans, specifications, color, finish, plot plan, land management plan, and
construction schedules for any or all buildings or structures to be erected in any or all
of the Properties. The assignment of such rights shall be subject to any conditions,
limitations, or restrictions which the Company, in its sole and uncontrolled discretion,
may elect to impose at the time of assignment. Following the assignments of such rights,
the Association shall assume all of the Company's obligations which are incident thereto
(if any), and the Company shall have no further obligation or liability with respect
thereto. The assignment of such right or rights by the Company to the Association shall be
made by written instrument which shall be recorded in the Clerk's Office of the Circuit
Court of Chesterfield, Virginia.
Notwithstanding anything in the foregoing to the contrary, so
long as the Company, its successors and assigns, is the Owner of Property subject to the
provisions of this Declaration, the Company and its agent, in addition to and jointly with
the Association, shall retain all rights of easement reserved unto it in this Declaration,
and shall, furthermore, retain all rights of entry granted in this Declaration for the
purposes of correcting, repairing, enhancing, improving, cleaning, preserving, clearing
out, removing or taking any action to prevent a violation of these Covenants, and the
retention of said rights of easement and entry by the Company shall in no way create any
obligation on the part of the Company to perform any affirmative action.
10. The Company reserves unto itself, its successors and
assigns, the right to appoint the Association its agent for the purpose of administering
and enforcing, in whole or in part, the rights reserved unto the Company in this
Declaration including, but not limited to, the right to approve (or disapprove) plans,
specifications, color, finish, plot plan, land management plan, and construction schedules
for any or all buildings or structures to be erected within any or all of the Properties.
Such appointment may be temporary or permanent, and shall be subject to any conditions,
limitations, or restrictions which the Company, in its sole and uncontrolled discretion,
may elect to impose. Upon any such appointment of the Association as agent by the Company,
the Association shall assume any obligations which are incident thereto.
11. Woodlake Community Association, Inc., has established and
published certain covenants and land use restrictions (the "Declaration of Covenants
and Restrictions of the Woodlake Community Association and Investors Woodlake Development
Corporation, a Virginia Corporation") affecting certain Properties in Woodlake. Said
covenants are to be recorded contemporaneously herewith in the Realty Records in the
Clerk's Office of the Circuit Court of Chesterfield County, Virginia. Properties described
in Exhibit "A" and Owners of Properties described in Exhibit "A" shall
also be subject to the provisions of the said covenants established by Woodlake Community
Association, Inc. Additional Properties brought within the plan and operation of this
Declaration pursuant to paragraph (8) hereinabove, and Owners of such additional
Properties, may become subject to the provisions of the said covenants established by
Woodlake Community Association, Inc., pursuant to the rules and regulations stipulated in
Article II of the said covenants established by Woodlake Community Association, Inc. In
the event of any conflict between this Declaration and the said covenants established by
Woodlake Community Association, Inc., this Declaration shall prevail.
12. Notwithstanding anything contained herein to the contrary,
all the provisions of these covenants shall be subject to and conform with the provisions
of (i) the Zoning Ordinance of the County of Chesterfield, Virginia, and the rules and
regulations promulgated thereunder, as may from time to time hereafter be amended or
modified, (ii) the Master Plan for the development of Woodlake as approved by the Board of
Supervisors of the County of Chesterfield, Virginia, as may from time to time hereafter be
amended or modified, (iii) all conditions imposed on Woodlake in connection with the
Conditional Use for A Planned Development granted by such Board of Supervisors under such
Zoning Ordinances of the County of Chesterfield, Virginia, as may from time to time
hereafter be amended or modified, and (iv) those three certain Agreements and Deeds of
Easement, all dated December 11, 1968, between predecessors in title to Woodlake and the
County of Chesterfield, Virginia, and recorded in Deed Book 946 at page 140 (rerecorded in
Deed Book 949 at page 657 with plat attached), Deed Book 946 at page 157, and Deed Book
946 at page 170, in the Clerk's Office of the Circuit Court of the County of Chesterfield,
Virginia, relating to the creation of flood easements for the Swift Creek Reservoir and
the protection, operation, maintenance, and use of such reservoir, and (v) the right as
granted pursuant to a Deed of Assumption dated June 27, 1973, recorded in aforesaid
Clerk's Office in Deed Book 1086, page 284, of Brandermill, its successors and assigns, to
promulgate Uniform Rules and Regulations in and to the use of the portion of the Reservoir
described in the Agreements in this part (iv). None of the provisions of this paragraph
(12) are or shall in any way be construed to be or to constitute a conveyance, transfer,
disposition, waiver, or relinquishment of any right, title, or interest of the Company in,
to, or under any of the above referenced instruments or documents to or for the benefit of
a other person, firm, or corporation.
13. The Company or its agent shall not be liable to any
Property Owner or to any other person on account of any claim, liability, damage, or
expense suffered, incurred by, or threatened against any property Owner or such other
person arising out of or in any way relating to the subject matter of any review,
acceptances, inspection, permissions, consents, or required approvals which must be
obtained from the Company or from the County of Chesterfield, Virginia, whether given,
granted or withheld.
14. Severability. Should any covenant or restriction herein
contained, or any article, section, subsection, sentence, clause, phrase, or term of this
Declaration be declared to be void, invalid, illegal, or unenforceable, for any reason, by
the adjudication of any court or other tribunal having jurisdiction over the parties
hereto and the subject matter hereof, such judgment shall in no wise affect the other
provisions hereof which are hereby to be severable and which shall remain in full force
and effect.
Dated this 14th day of September, 1983.
INVESTORS WOODLAKE DEVELOPMENT
CORPORATION
By: Robert G. Butcher, Jr.
President
ATTEST: Wayne A. Whitham, Jr.
Assistant Secretary
(CORPORATE SEAL)
STATE OF VIRGINIA
COUNTY OF CHESTERFIELD
I, the undersigned, a notary public in and for the jurisdiction aforesaid, do hereby
certify that Robert G. Butcher, Jr. and Wayne A. Whitham, Jr. whose names as
President and Assistant Secretary, respectively, of Investors Woodlake Development
Corporation, are signed to the foregoing instrument bearing date of September 14, 1983,
having acknowledged the same before me in my jurisdiction aforesaid.
Given
under my hand and seal this 14th day of September, 1983.
Margaret A. Lupini
Notary Public, State of Virginia
My Commission Expires: 1-12-87 |