CONSTITUTION OF BUCKSKIN HEIGHTS ROAD ASSOCIATION, INC.

December 12, 1974

Revised: August 10, 1991

ARTICLE I

Name

The name of the corporation shall be BUCKSKIN HEIGHTS ROAD ASSOCIATION, INC.

ARTICLE 11

Objects

The purpose for which the non-profit association is formed is to promote the health, civic, and general welfare of its members and In Dursuance thereto to construct, own and operate roads, and such objects as are appropriate in the conduct of its activities, in the County of Larimer and State of Colorado, for the use of its members, their families, and such others as are approved by the Board.

ARTICLE III

Validation and Amendments

Section 1. Validation. This Constitution shall become effective upon the ratification of a two-thirds (2/3) majority vote by the total membership in good standing.

Section 2. Amendments. Amendments to the Constitution will re-quire ratification by a two-thirds (2/3) majority vote of the members in good standing.

BY-LAWS OF THE BUCKSKIN HEIGHTS ROAD ASSOCIATION

ARTICLE I

Government

Section 1. Management. The Association shall be managed by a Board of 4 (four) Directors.

Section 2. Terms of present Directors. All Directors shall serve to and including the annual meeting of 1975. Thereafter of the initial Board of Directors, two (2) shall serve for one (1) year, and two (2) shall serve for two (2) years. At each annual meeting after the 1975 annual meeting, the members shall elect from themselves for a term of two (2) years, two (2) of the Directors whose terms of office have expired. Said Directors to hold office until their successors are elected and qualified.

ARTICLE II

Board of Directors

Section I. Duties. Consistent with these By-Laws, the Board of Directors shall:

a. Transact all Association business and miske and stend rules for the regulation of the use of the Association property. It may appoint and remove such non-elected officers, clerks, agents, servants or employees as it may deem necessary and may fix their duties and compensations.

b. Fix, impose and collect penalties for violations of these By-Laws and rules of the Association.

c. Elect from the Board of Directors, which Board in turn will elect a President, Vice-President, Secretary and Treasurer.

d. If necessary, create additional offices deemed necessary, and appoint one or more persons, who need not be members of the Association, to such offices.

e. Constitute and appoint committees and define the powers and duties of the same.

f. Fill any vacancy in the membership of the board of Directors from among the members to serve until the next annual meeting of the active members.

g. Assess annual membership per tract or lot, in accordance with Article V Section 1.c. which dues together with other funds of the association, may be disbursed in such manner as the Board deems proper and in accordance with these By-Laws.

h. Directors may not be elected to more then two (2) consecutive terms (not to exceed four (4) years). Directors may be reelected after a one (1) year absence from the Board.

Section 2. Depository. The Board shall designate the banks or bank in which the funds of the Association shall be deposited and determine the manner in which checks, drafts and other instruments for the payment of funds of the Association shall be executed. However, the board shall always require that at least two (2) of the officers shall sign all such checks, drafts and other instruments for the payment of money drawn in the name of the Association. Annually the three (3) officers approved for signing shall be specified by the Board, by name, one of which shall be the Treasurer.

Section 3. Annual Audit. The Board shall cause the books of the Association to be audited annually by a committee selected by the Directors.

Section 4. Meetings. The Board of Directors shall meet at least semi-annually, and may meet at such other times and intervals as it may deem necessary.

Section 5. Quorum. A majority of the Board shall constitute a quorum.

Section 6. Removal or Resignation. After the annual meeting in 1975, any member of the Board may be removed from office by a 3/4ths majority vote of the membership present in person either at an annual meeting or a special meeting called in accordance with these By-Laws.

In the event that any member of the Board of Directors shall cease to have a possessory interest in the lands of Buckskin Heights, or resign, said Director shall be automatically removed from the Board. The Board of Directors may also accept any Directors resignation and appoint a member of the Association in his or her place, to serve until the next regular meeting or a special meeting of the membership, at which time a Director shall be elected to serve for the balance of the resigning members term.

ARTICLE III

Officers

Section 1. Officers. The Officers of this Association shall be President, Vice-President, Secretary, and Treasurer. The President, Vice-President, Secretary, and Treasurer shall be elected annually bv the Board of Directors from among its members and shall hold office until the end of the first meeting of the Board following the annual meeting of the Association.

Section 2. Duties of the President. The President shall preside at the meetings of the Association and of the Board. He (or she) shall be the administrative officer of the Association. He (or she) shall appoint, subject to confirmation by the Board of Directors, all standing and special committees, designating the chairman thereof. He (or she) shall be an ex-officio member of all committees. He (or she) shall keep informed of the Vice-President's functions and perform these functions in the absence or disability of the Vice-President.

Section 3. Duties of the Vice-President. The Vice-President shall monitor the condition of the roads, ditches, culverts, gates, etc. of the Association and arrange for equipment and/or operators and work parties, if needed, to perform maintenance and/or improvements, for the facilities of the Association. He (or she) is not responsible for snow removal, private driveways or culverts in the ditches of the Association for the purpose of access to private driveways or properties. Before contracting for equipment and/or operators and/or work parties, he (or she) shall assure funds are adequate by conferring with the President or Treasurer or both. The Vice-President, in the absence of or disability of the President, shall act in his (or her) stead.

Section 4. Duties of the-Secretary. The secretary shall send out the notices of the meetings of the Association and of the Board; keep the Minutes, maintain the corporate records and attend to the correspondence pertaining to the office as may be required by the board. In the absence or disability of both the President and Vice-President, the Secretary shall perform the minimal necessary functions of those offices for the continuing operation of the Association. He (or she) shall be an ex-officio member of all committees.

Section 5. Duties of the Treasurer. The Treasurer shall by January 31^st of each year issue notices of dues and be responsible for the cal2ecticn thereof; maintain the books of account of the Association, deposit funds of the Association received by him (or her) in the name of the Association and disburse said funds at the direction of the Board of Directors and shall report on the financial condition of the Association at the regular meeting of the Board of Directors and at the annual end special meeting of the Association and shall perform such other duties as may be requested by the Board of Directors.

ARTICLE IV

Membership

Section 1. Membership and membership defined.

a. Membership shall be defined as the owners of a lot of land as described below:

All lots of the Buckskin Heights first sub-division as detailed on the approved plat and accepted by the Larimer County Planning Commission on October 14, 1970.

All lots of the Buckskin Heights second sub-division as detailed on the approved past and accepted by the Larimer County Planning Commission on February 10, 1971.

All tracts adjacent to the access road to the Buckskin Heights first sub-division. Description of access road recorded in Book 1444 at page 325 of the Larimer County Clerk and Recorder Office.

In the event that a lot shall be owned by more then one person, as undivided owners, said undivided group shall be considered to be one (1) membership. Each membership shall be considered to be a single entity, entitled to a single vote and obligated for a single fee, assessment or obligation. Subsequent division of recorded lots will constitute an additional membership. In all cases, a single lot will constitute one membership.

Section 2. Requirements of Membership. In order to become and maintain a membership in the Association, a member representing said membership shall own land or interest in land as above described, and shall pay all annual dues and assessments.

Section 3. Use of the facilities of the Association. All valid memberships of the Association shall be accorded equal use of the roads of the Association. The gate on the access road to Buckskin Heights established by the Grant of Easement indenture between Arnold E. and Joyce A. Friend and John 0. Anderson, dated April 17, 1969, shall be closed and locked each time passed through. Property owners are responsible for their family members, guests, visitors, renters, contractors and others passing through the gate for the property owner's benefit.

ARTICLE V

Section 1. Dues.

a. The Board, at its first meeting after the annual meeting of the members, or any meeting thereafter, shall establish dues for the ensuing year. Only persons who have paid all membership fees, assessments and dues in full shall be entitled to use any of the Association's facilities.

b. Dues shall be sufficient to provide for the necessary operating exrenses of the Association, and the maintenance and improvement of its property, and such dues shall be payable by April 1st of each ensuing year, and are delinquent by May 1st.

c. The Board, by their authority, shall set the basic annual dues, per tract or lot, up to $75.00. Any additional dues imposed shall be by a two thirds (213) majority of those members in good standing responding to a mailing poll to all members by the President or Secretary. The life of such additional dues shall be clearly established and adhered to.

d. No dues or part thereof shall be refunded in the event that any of the operation of facilities are suspended for any period.

Section 2. Delinquencies. In the event that any of the members become delinquent in the payment of annual dues or assessments, the Board may:

A. Sue for said delinquencies in a court of competent jurisdiction and impose a lien upon the member's property, and/or

b. Suspend all privileges, including road use privilege.

ARTICLE VI

Section 1. Annual Meetings.

a. The annual meetings of the Association shall be held between June 1st and August 31st of each year at such place and time as the Board of Directors may determine. A minimum notice of 30 days will be required.

b. The annual meeting shall be for the purpose of electing directors, presenting committee reports and for the transaction of such other business as may be indicated in the notice or which may be properly brought before it.

Section 2. Special Meetings. Special meetings of the Association may be called by the Board of Directors or upon the written request of five (5) memberships given to the Secretary, stating the purpose thereof. At least thirty (70) days written notice shall be given to the memberships.

Section 3. Notice. Whenever notice to the memberships shall be required by the By-Laws, the Article of Incorporation or otherwise, said notice shall be determined properly given and adequate when it is addressed to the memberships at such address as shall appear in the records of the Association, and is deposited in the United States Mail, postage prepaid. Notice to any member of a membership shall constitute notice to the entire membership. Each membership shall be responsible to provide the Association with its correct address and any changes of address.

Section 4. Voting at meetings (or in a mailing poll sent to all members). Only memberships in good standing shall be entitled to vote at meetings of the Association (or in a mailing

poll sent to all members). Voting may be by voice, but five (5) memberships shall have the right to demand the roll call vote. Each membership shall be entitled to one (1) vote. (A membership in good standing is defined as one where no annual dues or assessments are delinquent. Annual dues become delinquent May 1st of the year in which due. Assessments become delinquent ninety (90) days after notification unless granted otherwise by the Board).

Section 5. Quorum. Ten (10) active members, present in person shall constitute a quorurm at all Association meetings.

Section 6. Board Meetings

a. The Board shall hold its first Meeting following the annual meeting of the members each year within thirty (30) days after the annual meeting.

b. The Board may, by resolution, establish from time to time a schedule of its meetings and rules for the conduct thereof.

Section 7. Rules of Order. All meetings will be conducted according to Roberts Rules of Order.

ARTICLE VII

Section 1. Changes and (or) amendments to the By-Laws shall require a two-thirds (2/3) majority vote of the memberships in good standing present at an annual meeting or special meeting called in accordance with the By-Laws (or by a mailing poll to all members by the President or Secretary).

Change of Original Subdivision No. 2 :

Lots #27 (4.644 Acres) and #26 (2.294 Acres) of Subdivision #2 were combined into one property by Larimer County after owner constructed a permanent residence on the lot line dividing the two lots. A majority vote of members present at the 1981 BHRA Annual Meeting agreed with Larimer County to consider the two lots as one property. Henceforth listed as Lot #27/28, Sub. #2.

RECEPTION # 98085306 10/01/98 14:45:00 #PAGES - 1 FEE- $6.00

M. RODENBERGER RECORDER, LARIMER COUNTY CO STATE DOC FEE -$ .00

Addendum to the Buckskin Heights Road Association by-laws August 11,1997

Special meeting November 17, 1996 by a two thirds majority vote the following changes to the by-laws were adopted :

Capital Expenditure authorization (other than normal maintenance and operating expenses) shall require a mail ballot moat to all property members with two thirds (2/3) of them responding for approval.

Annual Meeting August 10, 1997 by a two thirds majority vote the following changes to the by-laws were adopted:

Fences:

No fence shall be located so as to interfere with the right-of-way easement (thirty (30) feet in each direction perpendicular from the center line of all existing roads).

Existing fences, as of August 10, 1997, shall be exempt from this provision given that they are at least twenty feet from the centerline of existing roads.

Existing fenced land that currently, as of August 10, 1997, contains livestock shall also be exempt from right-of-way interference of fences as described above.

Fences in violation of this provision shall be moved or removed at the owners expense.

Board of Directors:

The Association shall he managed by a Board of 6 (six) Directors. The Board shall consist of a President, Vice President, Secretary, Treasurer, and two Members at Large.

Dues: The following language shall replace Article V Section 1 in it’s entirety :

The Board, by their Authority, shall set tha basic annual dues, per tract or lot at $135.00. Additional annual dues shall be imposed at the discretion of the Board, not to exceed the cumulative increase of the Consumer Price Index (CPI) since the last increase, rounded to the nearest whole dollar, up to a maximum of $175.00 in total annual dues. Dues for the following year shall be defined in the annual meeting announcement letter. Members, in good standing present at the annual meeting, shall have an opportunity to rescind the increase by a secret ballet. Those members, in good standing, not present at the annual meeting, shall have an opportunity to vote by mail to rescind the increase. Mail votes will require signatures for validation and must be received before the annual meeting. In all cases all mail votes will remain confidential with only the total count reported by the Secretary. A simple majority of votes cast shall determine if the increase shall he rescinded.

Attachment (3) to Buckskin Heights Road Association By-Laws

JOINT ROAD MAINTENANCE AGREEMENT

          THIS AGREEMENT, made and entered into this day by and between Developer and Tract Owner;

WITNESSETH:

          WHEREAS, Developer is the owner of the described real estate situate in Buckskin Heights of Larimer County , Colorado,

          WHEREAS, it is the intention of Developer to subdivide or sell the land in small parcels; and,

          WHEREAS, there exists roads leading to, through, and over the land for the mutual use and benefit of Developer and grantees; and,

          WHEREAS, it is necessary to enter into an agreement for the mutual use and maintenance of said roads in the future;

          NOW THEREFORE, it is agreed as follows :

          1.       The Tract Owner will be obligated to maintain the road and to bear the cost thereof. The amount of the costs to be paid by each Tract Owner will be determined by dividing the total cost of maintenance by the total number of Tract Owners. For purposes of this determination, persons owning property in joint tenancy or tenancy in common will be considered to be a single Tract Owner.

          2.       At no time shall any Tract Owner be obligated to pay more than Eight-Five Dollars ($85.00) in any one year for road maintenance. This provision may be waived by the express consent of any Tract Owner who wishes to pay an excess of Eighty-Five Dollars ($85.00) in any one year.

          3.       The decision of sixty-six and two-thirds percent (66 2/3%) of the Tract Owners shall determine the nature, type, and amount of work which shall be done toward road maintenance and repair, and all of the Tract Owners shall be obligated by the decision of sixty-six and two thirds percent (66 2/3%) of the Tract Owners, the maximum cost thereof not to exceed Eighty-Five Dollars ($85.00) per year, except as here and above provided.

          4.       In the event that an expense shall be incurred for road maintenance, any Tract Owner my enforce the terms and conditions of this Agreement in any court by law or equity, and may obtain a judgement therefore.

          5.       It is covenanted and agreed that the terms and conditions of this Agreement shall be for the mutual use and benefit of all present and future Tract Owners, and that this Agreement shall constitute covenants which run with and are attached to the land.

          6.       This Agreement may be modified, changed, or amended with the express consent of the Tract Owner hereto.

          IN WITNESS WHEREOF, we have hereunto set our hands and seals the year and day first above written. Signatures on file.