Starling Community Association

An association is hereby established known as the “Starling Community Association” (“Association”).

Upon becoming an Owner of a Lot within the Property, each Owner shall automatically be a Member of the Association and shall remain a Member for the period of the Owner’s ownership of the Lot. Membership shall be appurtenant to and may not be separated from ownership of a Lot. If more than one Lot is owned, the Owner(s) thereof shall have one membership for each separate Lot owned. For purposes of determining membership, a Person shall be deemed to be a Member upon the recording of a deed to that Owner, or upon the recording of a Notice of Purchaser’s Interest or an Abstract of a Contract for Deed showing a contract purchase by the Owner. The legal title retained by the vendor selling under contract shall not qualify such vendor for membership. Foreclosure of a mortgage, trust indenture, or the termination or foreclosure of a contract for deed wherein title is vested in the mortgagee, beneficiary, or original seller on a contract, or repossession for any reason of a Lot sold under a contract, shall terminate the vendee’s membership, whereupon all rights to such membership shall vest in the legal owner.

An Owner shall be responsible for providing a written instrument to the Secretary advising the Secretary of their acquisition of a Lot within the Property. Such written instrument shall also provide the name of the Person authorized to receive notices and to vote on all matters coming before the Association and of such Person’s mailing address, telephone number, and email address, and of any changes in ownership or contact information.

Multiple owners of a single Lot are jointly and severally obligated to perform the responsibilities of an Owner. However, multiple Owners shall have only one such membership or voting interest between them. If more than one Owner seeks to exercise the vote, the Association will count only the vote cast by the Person listed in the written instrument required by Section 2.3; and if no such written instrument has been provided, the voting privilege shall be suspended until the multiple interest owners provide a written instrument to the Secretary providing the name of the Person authorized to vote on behalf of the multiple owners. The Association shall not have any obligation to confirm, as among such multiple owners, which of the Persons has the right to exercise a vote.

The membership rights of an Owner that is not a natural person may be exercised by any officer, director, partner, trustee, member, or manager, or by an individual designated in a written instrument to the Secretary describing and certifying the authority of such Person. If more than one Person described in this Section seeks to exercise the vote, the Association will count only the vote cast by the Person listed in the written instrument required by Section 2.3; and if no such written instrument has been provided, the voting privilege shall be suspended until a written instrument is provided to the Secretary providing the name of the Person authorized to vote on behalf of the non-natural Person Owner. The Association shall not have any obligation to confirm which of the Persons has the right to exercise a vote.

On all matters to be decided by the Members of the Association, each Lot whose Owner(s) are in Good Standing at the time the vote is taken shall be entitled to one vote for such Lot; provided, however, the Owner of a residential apartment building or commercial suite building (i.e., buildings containing units that are not separated into separate fee simple units) shall be entitled to one vote for each residential apartment or commercial suite within the building. The vote(s) for such Lot shall be exercised by the Person designated pursuant to Section 2.3. Except as otherwise required by the Declaration, the Bylaws, or Montana law, the Affirmative Vote of a Majority voting at a meeting or by written ballot (as described in more detail in the Bylaws), shall be sufficient to act on matters brought before the Association. Voting is further addressed in the Bylaws.

The Bylaws contain provisions regarding Association meetings, notice of meetings, Quorum, voting, actions taken without meetings, etc.

The Bylaws contain provisions regarding the Board, including but not limited to appointment or election of directors, number, qualifications, term, resignation, removal, vacancies, officers, meetings, Quorum, voting, actions taken without meetings, indemnification, etc.

The Association shall have and may exercise any power, right, privilege, duty, or responsibility given to it expressly by the Declaration and Bylaws or reasonably implied from or reasonably necessary to effectuate any such power, right, privilege, duty, or responsibility. Except where specifically reserved to the Members of the Association in the Declaration, Bylaws, or by Montana law, all powers, rights, privileges, duties, and responsibilities of the Association may be exercised by the Board without a vote of the Members. The powers, rights, privileges, duties, and responsibilities include without limitation:

(a) To acquire (by gift, purchase, lease, trade, or any other method), own, regulate, operate, manage, maintain, repair, replace, improve, rent, sell, develop, encumber, dispose of, and otherwise deal in and with real and personal property of every kind and character, tangible and intangible; provided, however, the Association may not convey any real property owned by the Association without the Affirmative Vote of a SuperMajority.

(b) To pay real estate taxes and assessments on property owned by the Association and all other taxes, duties, charges, fees and payments required to be made to any governmental or quasi-governmental entity which shall be imposed, assessed or levied upon the Association.

(c) To grant easements, leases, licenses, and concessions through or over real property owned by the Association, so long as the same do not unreasonably interfere with the use and enjoyment of an Owner’s Lot, Road, Parks, Open Spaces, or Common Areas.

(d) To provide for the care, operation, management, long and short-term maintenance, repair, replacement, and improvement of the Areas of Common Responsibility, including without limitation snow removal, control of noxious weeds, landscaping, irrigation, lighting, signage, paving, striping, etc.. subject to other provisions of the Declaration The Board may cause additional Improvements to be constructed or placed upon the real property owned by the Association.

(e) To hold meetings of the Association and of the Board in accord with the Bylaws.

(f) To enforce the Governing Documents in any manner permitted under the Governing Documents or Montana law.

(g) Subject to Section 1.38, to adopt, amend, and enforce Rules and Regulations for the Property.

(h) After the Transfer Date, to amend the Design Manual applicable to the Property by an Affirmative Vote of the Majority. Before the Transfer Date the Declarant may unilaterally amend the Design Manual.

(i) To maintain the records of the Association in accordance with applicable Montana law and the Bylaws.

(j) To make expenditures, incur liabilities, enter into contracts and agreements, and provide services as are reasonable or necessary to affect the business of the Association or to effect any power, right, privilege, duty, or responsibility of the Board or Association.

(k) To obtain and pay for legal, accounting, and other professional and expert services as are reasonable or necessary to affect the business of the Association or to understand, assess, or affect any power, right, privilege, duty, or responsibility of the Association.

(l) To enter the exterior or a Lot for: (i) emergency and safety reasons and to protect persons or property; (ii) to perform maintenance, repairs, or replacements in accordance with the Governing Documents; and (iii) to inspect for the purpose of ensuring compliance with the Governing Documents. The right to enter may be exercised by two or more members of the Board or the Board’s managers or contractors, and all policemen, firemen, ambulance personnel, and similar emergency personnel in the performance of their duties. Except in an emergency situation, entry shall only be during reasonable hours and after notice to the Owner of the applicable Lot. The rights set forth in this provision shall not obligate the Board or the Association to exercise any such rights or to undertake any of the actions set forth in this provision.

(m) Subject to Article 3, to prepare, adopt, and amend budgets for revenues, expenditures, and reserves.

(n) Subject to Article 3, to levy and collect Assessments from Members.

(o) To pay the expenses of the Association.

(p) To purchase insurance policies to: (i) protect the real and personal property of the Association against casualty or loss; (ii) to protect the Association, officers, directors, and Manager (when acting in their official capacity) from liability; and (iii) for any other purpose deemed advisable by the Board; and to provide for the use and disposition of any insurance proceeds in the event of loss or damage.

(q) To provide for the indemnification of the Association’s officers, directors, Manager, and other agents of the Association as required or permitted in the Act.

(r) To borrow funds to pay for any expenditure or outlay permitted by the Declaration; to execute all instruments evidencing such indebtedness as may be reasonable, necessary, or advisable; and to assign its right to future income, including without limitation the right to receive Assessments, as security for any borrowed funds.

(s) To deal with agencies, officers, boards, commissions, departments, and other governmental bodies on a local, state, and federal basis to carry out the powers, rights, and privileges of the Association.

(t) To institute, defend, intervene, or settle litigation, arbitration, mediation, or other administrative proceeding (collectively, “lawsuit” or “proceeding”) on matters affecting the Property or the Governing Documents, and to take such action it deems reasonable or necessary to enforce the Governing Documents; provided, however, after the Transfer Date the Board may not institute a lawsuit without the Affirmative Vote of a Majority except for lawsuits to enforce General Assessments, Special Assessments, and Community Transfer Assessments (and Default Assessments related to enforcing General Assessments, Special Assessments, and Community Transfer Assessments).

(u) To appoint a Manager to generally supervise and control the day-to-day business of the Association and to delegate certain powers, duties, and responsibilities to such Manager.

(v) Subject to other provisions of the Declaration and Bylaws, to exercise all other powers that may be exercised by a Montana nonprofit corporation under the Act or that are reasonable or necessary to protect the health, safety, and welfare of the Owners.