Common use of Additional Land Clause in Contracts

Additional Land. The Additional Land will be developed in a manner consistent with the approvals from ▇▇▇▇▇▇ County as an active adult community. CLDG (and its Development Successors) shall form one (1) or more new homeowners’ associations and develop the Additional Land subject to one (1) or more new declarations (all as may be approved by ▇▇▇▇▇▇ County to the extent that any such approval of ▇▇▇▇▇▇ County may be required). Each such new homeowners’ association will be responsible for payment of a prorata share (based on the number of lots served by such new homeowners’ association as a percentage of all lots served by the applicable facilities) of the cost of maintaining the facilities used by members of the HOA and by members of the new homeowners’ association, including streets, adjacent landscaped areas and entry monuments. a. CLDG (or its Development Successor) will also form (at the same time as the new homeowners’ association, or first such new homeowners’ association is formed) a master association (the “Master Association”) for the sole purpose of taking title to and operating and maintaining the Clubhouse, the parcel of land on which the Clubhouse is located (the “Clubhouse Parcel”), and those portions of the Phase One Common Areas (and the facilities and improvements located thereon, such as streets, adjacent landscaped areas and entry monuments) which are to be used jointly by the homeowners in Phase One and the Additional Land (the “Joint Phase One Common Areas”). (i) The members of the Master Association shall consist of the HOA and each new homeowners’ association which has been formed for governance of any lots created out of the Additional Land. (ii) CLDG (or its Development Successor) shall be the declarant under the declaration for the Master Association and shall have all customary declarant rights, including the right to appoint the members of the board of directors during the declarant control period (however, during such declarant control period the HOA shall have the right to designate one (1) member of the board). The declaration and any other governing documents for the Master Association shall be in a customary and commercially reasonable form and reasonably acceptable to the HOA (and in any event, so long as such governing documents are consistent with the provisions of this Agreement and are approved by the County Attorney and Zoning Administrator for ▇▇▇▇▇▇ County, they will be deemed acceptable to the HOA). (iii) Upon completion of the development of the Project, including the Additional Land, the members of the Master Association (the HOA and the other homeowners’ association(s)) shall govern the Master Association. (iv) Upon completion of the development of the Project, including the Additional Land, the votes shall be allocated to the members on a pro-rata basis based on the number of lots served by each member as a portion of all lots served by the Master Association. (v) The HOA members shall not be required to pay (i) any initial capital contributions or initial working capital amounts which may be assessed against members of any new homeowners’ association formed for the Additional Land, or (ii) any charges that are attributable to common areas or facilities that serve only the CLIG Lots and/or the lots to be created out of the Additional Land. In addition, Hovnanian will not be obligated to fund assessments or deficits for any lots created out of the Additional Land, except to the extent it acquires title to any such lots. b. Notwithstanding the other provisions of this Agreement or any of the provisions of the Declaration: (i) Any new homeowners’ association formed for the Additional Land and each lot within the Additional Land served by such new homeowners’ association shall not be responsible for the payment of the applicable pro-rata share of any maintenance costs for the Joint Phase One Common Areas until such time as the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner (and such pro-rata share with respect to such lot shall begin to accrue on the date that such homeowner closes upon and takes title to any such lot). The parties agree that each pro-rata share calculation to be paid by any new homeowners’ association shall include, at the time such pro-rata share payment is due, only the number of lots within the Additional Land served by such new homeowners’ association on which the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner. (ii) In no event shall any homeowner or resident of a lot within the Additional Land be entitled to use any of the Joint Phase One Common Areas until the pro-rata share payments with respect to such lot have begun to be made. (iii) In no event shall Investor, an Allowed Successor or a Development Successor have any obligation to fund any deficits or budget shortfalls of the HOA. c. At the time of full execution of this Agreement, Hovnanian shall execute, acknowledge and deliver to Investor an Assignment of Special Declarant Rights, substantially in the form attached hereto as Exhibit C, which grants to Investor certain Declarant rights under the Declaration. Investor shall, at its expense, record such document among the ▇▇▇▇▇▇ County land records. The Assignment of Special Declarant Rights shall only convey the assigned rights and powers as detailed in the Declaration and shall not be considered a novation or transfer of any obligations or duties set forth in the Declaration. The Assignment of Special Declarant Rights shall also allow Investor to transfer any of the assigned rights to an Allowed Successor or a Development Successor. By its acceptance of such document, Investor (or any such Allowed Successor or Development Successor) does not become the Declarant under the Declaration or assume any obligation as Declarant under the Declaration except as specifically provided in the Declaration relating to the exercise of the assigned special Declarant rights. d. CLDG shall initially retain ownership of the Clubhouse and the Clubhouse Parcel; however, CLDG shall convey (by special warranty deed, free and clear of any monetary liens and for no consideration due) the Clubhouse and Clubhouse Parcel to the Master Association at a time which is in accordance with any proffers for the Project and which CLDG deems appropriate (but not later than the sale and conveyance of the last lot in the last phase of the Additional Land). At the same time as CLDG conveys the Clubhouse and Clubhouse Parcel to the Master Association, the HOA will convey the Joint Phase One Common Areas (by special warranty deed, free and clear of any monetary liens and for no consideration due) to the Master Association. The HOA and CLDG agree and acknowledge that the Joint Phase One Common Areas consist of those items described as such on (and shown on the plat constituting a portion of) Exhibit A attached hereto. Once the Joint Phase One Common Areas are conveyed to the Master Association, the Master Association shall be responsible for repairing and maintaining the Joint Phase One Common Areas for the benefit of all lots within the Project (including the Additional Land), including any roadways and landscaping located on the Joint Phase One Common Areas. e. CLDG will not convey the Clubhouse and/or the Clubhouse Parcel to any person or entity other than the Master Association or a Development Successor that is obligated to convey (on the terms set forth in Section 4d) the Clubhouse and the Clubhouse Parcel to the Master Association. Notwithstanding any of the foregoing, Investor shall not be required to undertake any obligation to assume any Declarant obligations with respect to the Declaration and the HOA or to construct, erect or pay for any facilities or amenities for the Project that have not yet been constructed.

Additional Land. The Additional Land will be developed in a manner consistent with the approvals from ▇▇▇▇▇▇ County as an active adult community. CLDG (and its Development Successors) shall form one (1) or more new homeowners’ associations and develop the Additional Land subject to one (1) or more new declarations (all as may be approved by ▇▇▇▇▇▇ County to the extent that any such approval of ▇▇▇▇▇▇ County may be required). Each such new homeowners’ association will be responsible for payment of a prorata share (based on the number of lots served by 6/14/11 11:01 AM 6/14/11 11:01 AM such new homeowners’ association as a percentage of all lots served by the applicable facilities) of the cost of maintaining the facilities used by members of the HOA and by members of the new homeowners’ association, including streets, adjacent landscaped areas and entry monuments. a. CLDG (or its Development Successor) will also form (at the same time as the new homeowners’ association, or first such new homeowners’ association is formed) a master association (the “Master Association”) for the sole purpose of taking title to and operating and maintaining the Clubhouse, the parcel of land on which the Clubhouse is located (the “Clubhouse Parcel”), and those portions of the Phase One Common Areas (and the facilities and improvements located thereon, such as streets, adjacent landscaped areas and entry monuments) which are to be used jointly by the homeowners in Phase One and the Additional Land (the “Joint Phase One Common Areas”). (i) The members of the Master Association shall consist of the HOA and each new homeowners’ association which has been formed for governance of any lots created out of the Additional Land. (ii) CLDG (or its Development Successor) shall be the declarant under the declaration for the Master Association and shall have all customary declarant rights, including the right to appoint the members of the board of directors during the declarant control period (however, during such declarant control period the HOA shall have the right to designate one (1) member of the board). The declaration and any other governing documents for the Master Association shall be in a customary and commercially reasonable form and reasonably acceptable to the HOA (and in any event, so long as such governing documents are consistent with the provisions of this Agreement and are approved by the County Attorney and Zoning Administrator for ▇▇▇▇▇▇ County, they will be deemed acceptable to the HOA). (iii) Upon completion of the development of the Project, including the Additional Land, the members of the Master Association (the HOA and the other homeowners’ association(s)) shall govern the Master Association. (iv) Upon completion of the development of the Project, including the Additional Land, the votes shall be allocated to the members on a pro-rata basis based on the number of lots served by each member as a portion of all lots served by the Master Association. (v) The HOA members shall not be required to pay (i) any initial capital contributions or initial working capital amounts which may be assessed against members of any new homeowners’ association formed for the Additional Land, or (ii) any charges that are attributable to common areas or facilities that serve only the CLIG Lots and/or the lots to be created out of the Additional Land. In addition, Hovnanian will not be obligated to fund assessments or deficits for any lots created out of the Additional Land, except to the extent it acquires title to any such lots. b. Notwithstanding the other provisions of this Agreement or any of the provisions of the Declaration: (i) Any new homeowners’ association formed for the Additional Land and each lot within the Additional Land served by such new homeowners’ association shall not be responsible for the payment of the applicable pro-rata share of any maintenance costs for the Joint 6/14/11 11:01 AM 6/14/11 11:01 AM Phase One Common Areas until such time as the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner (and such pro-rata share with respect to such lot shall begin to accrue on the date that such homeowner closes upon and takes title to any such lot). The parties agree that each pro-rata share calculation to be paid by any new homeowners’ association shall include, at the time such pro-rata share payment is due, only the number of lots within the Additional Land served by such new homeowners’ association on which the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner. (ii) In no event shall any homeowner or resident of a lot within the Additional Land be entitled to use any of the Joint Phase One Common Areas until the pro-rata share payments with respect to such lot have begun to be made. (iii) In no event shall Investor, an Allowed Successor or a Development Successor have any obligation to fund any deficits or budget shortfalls of the HOA. c. At the time of full execution of this Agreement, Hovnanian shall execute, acknowledge and deliver to Investor an Assignment of Special Declarant Rights, substantially in the form attached hereto as Exhibit C, which grants to Investor certain Declarant rights under the Declaration. Investor shall, at its expense, record such document among the ▇▇▇▇▇▇ County land records. The Assignment of Special Declarant Rights shall only convey the assigned rights and powers as detailed in the Declaration and shall not be considered a novation or transfer of any obligations or duties set forth in the Declaration. The Assignment of Special Declarant Rights shall also allow Investor to transfer any of the assigned rights to an Allowed Successor or a Development Successor. By its acceptance of such document, Investor (or any such Allowed Successor or Development Successor) does not become the Declarant under the Declaration or assume any obligation as Declarant under the Declaration except as specifically provided in the Declaration relating to the exercise of the assigned special Declarant rights. d. CLDG shall initially retain ownership of the Clubhouse and the Clubhouse Parcel; however, CLDG shall convey (by special warranty deed, free and clear of any monetary liens and for no consideration due) the Clubhouse and Clubhouse Parcel to the Master Association at a time which is in accordance with any proffers for the Project and which CLDG deems appropriate (but not later than the sale and conveyance of the last lot in the last phase of the Additional Land). At the same time as CLDG conveys the Clubhouse and Clubhouse Parcel to the Master Association, the HOA will convey the Joint Phase One Common Areas (by special warranty deed, free and clear of any monetary liens and for no consideration due) to the Master Association. The HOA and CLDG agree and acknowledge that the Joint Phase One Common Areas consist of those items described as such on (and shown on the plat constituting a portion of) Exhibit A attached hereto. Once the Joint Phase One Common Areas are conveyed to the Master Association, the Master Association shall be responsible for repairing and maintaining the Joint Phase One Common Areas for the benefit of all lots within the Project (including the Additional Land), including any roadways and landscaping located on the Joint Phase One Common Areas. e. CLDG will not convey the Clubhouse and/or the Clubhouse Parcel to any person or entity other than the Master Association or a Development Successor that is obligated to convey (on the terms set forth in Section 4d) the Clubhouse and the Clubhouse Parcel to the Master Association. 6/14/11 11:01 AM 6/14/11 11:01 AM Notwithstanding any of the foregoing, Investor shall not be required to undertake any obligation to assume any Declarant obligations with respect to the Declaration and the HOA or to construct, erect or pay for any facilities or amenities for the Project that have not yet been constructed.

Additional Land. The Additional Land will be developed in a manner consistent with the approvals from ▇▇▇▇▇▇ County as an active adult community. CLDG (and its successors and assigns who have purchased one or more parcels of the Additional Land for subdivision, development and/or construction of homes in the ordinary course of business, such successors and assigns being referred to as “Development Successors” of CLDG) shall form one (1) or more new homeowners’ associations and develop the Additional Land subject to one (1) or more new declarations (all as may be approved by ▇▇▇▇▇▇ County to the extent that any such approval of ▇▇▇▇▇▇ County may be required). Each such new homeowners’ association will be responsible for payment of a prorata share (based on the number of lots served by such new homeowners’ association as a percentage of all lots served by the applicable facilities) of the cost of maintaining the 6/14/11 11:01 AM 6/14/11 11:01 AM + Indent at: 0.75", Tabs:Not at 0.75" 6/14/11 11:01 AM 6/14/11 11:01 AM 6/14/11 11:01 AM Formatted: Font:(Default) Courier New 6/14/11 11:01 AM 6/14/11 11:01 AM facilities used by members of the HOA and by members of the new homeowners’ association, including streets, adjacent landscaped areas and entry monuments. a. CLDG (or its Development Successor) will also form (at the same time as the new homeowners’ associationassociation for the Additional Land, or first such new homeowners’ association association, is formed) a master association (the “Master Association”) for the sole purpose of taking title to and operating and maintaining the Clubhouse, the parcel of land on which the Clubhouse is located (the “Clubhouse Parcel”), and those portions of the common areas located within Phase One Common Areas of the Project (and the facilities and improvements located thereon, such as the private streets, adjacent landscaped areas and entry monuments) which are to be used jointly by the homeowners in Phase One of the Project and the Additional Land (the “Joint Phase One Common Areas”). (i) The members of the Master Association shall consist of the HOA and each new homeowners’ association which has been formed for governance of any lots created out of the Additional Land. (ii) CLDG (or its Development Successor) shall be the declarant under the declaration for the Master Association and shall have all customary declarant rights, including the right to appoint the members of the board of directors during the declarant control period (however, during such declarant control period the HOA shall have the right to designate one (1) member of the board). The declaration and any other governing documents for the Master Association shall be in a customary and commercially reasonable form and reasonably acceptable to the HOA (and in any event, so long as such governing documents are consistent with the provisions of this Agreement Covenant and are approved by the County Attorney and Zoning Administrator for ▇▇▇▇▇▇ County, they will be deemed acceptable to the HOA). (iii) Upon completion of the development of the Project, including the Additional Land, the members of the Master Association (the HOA and the other homeowners’ association(s)) shall govern the Master Association. (iv) Upon completion of the development of the Project, including the Additional Land, the votes shall be allocated to the members on a pro-rata basis based on the number of lots served by each member as a portion of all lots served by the Master Association. (v) The HOA members shall not be required to pay (i) any initial capital contributions or initial working capital amounts which may be assessed against members of any the new homeowners’ association formed for the Additional Land, or (ii) any charges that are attributable to common areas or facilities that serve only the CLIG Lots and/or the lots to be created out of the Additional Land. In addition, Hovnanian will not be obligated to fund assessments or deficits for any lots created out of the Additional Land, except to the extent it acquires title to any such lots. b. Notwithstanding the other provisions of this Agreement Covenant or any of the provisions of the Declaration: (i) Any new homeowners’ association formed for the Additional Land and each lot within the Additional Land served by such new homeowners’ association shall not be responsible for the payment of the applicable pro-rata share of any maintenance costs for the Joint Phase One Common Areas until such time as the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner (and such pro-rata share with respect to such lot shall begin to accrue on the date that such homeowner closes upon and takes title to any such lot). The parties agree that each pro-pro- 6/14/11 11:01 AM 6/14/11 11:01 AM rata share calculation to be paid by any new homeowners’ association shall include, at the time such pro-rata share payment is due, only the number of lots within the Additional Land served by such new homeowners’ association on which the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner. (ii) In no event shall any homeowner or resident of a lot within the Additional Land be entitled to use any of the Joint Phase One Common Areas until the pro-rata share payments with respect to such lot have begun to be made. (iii) In no event shall Investor, an Allowed Successor or a Development Successor have any obligation to fund any deficits or budget shortfalls of the HOA. c. At the time of full execution of this Agreement, Hovnanian shall execute, acknowledge and deliver to Investor an Assignment of Special Declarant Rights, substantially in the form attached hereto as Exhibit C, which grants to Investor certain Declarant rights under the Declaration. Investor shall, at its expense, record such document among the ▇▇▇▇▇▇ County land records. The Assignment of Special Declarant Rights shall only convey the assigned rights and powers as detailed in the Declaration and shall not be considered a novation or transfer of any obligations or duties set forth in the Declaration. The Assignment of Special Declarant Rights shall also allow Investor to transfer any of the assigned rights to an Allowed Successor or a Development Successor. By its acceptance of such document, Investor (or any such Allowed Successor or Development Successor) does not become the Declarant under the Declaration or assume any obligation as Declarant under the Declaration except as specifically provided in the Declaration relating to the exercise of the assigned special Declarant rights. d. CLDG shall initially retain ownership of the Clubhouse and the Clubhouse Parcel; however, CLDG shall convey (by special warranty deed, free and clear of any monetary liens and for no consideration due) the Clubhouse and Clubhouse Parcel to the Master Association at a time which is in accordance with any proffers for the Project and which CLDG deems appropriate (but not later than the sale and conveyance of the last lot in the last phase of the Additional Land). At the same time as CLDG conveys the Clubhouse and Clubhouse Parcel to the Master Association, the HOA will convey the Joint Phase One Common Areas (by special warranty deed, free and clear of any monetary liens and for no consideration due) to the Master Association. The HOA and CLDG agree and acknowledge that the Joint Phase One Common Areas consist of those items described as such on (and shown on the plat constituting a portion of) Exhibit A attached hereto. Once the Joint Phase One Common Areas are conveyed to the Master Association, the Master Association shall be responsible for repairing and maintaining the Joint Phase One Common Areas for the benefit of all lots within the Project (including the Additional Land), including any roadways and landscaping located on the Joint Phase One Common Areas.. 6/14/11 11:01 AM e. d. CLDG will not convey the Clubhouse and/or the Clubhouse Parcel to any person or entity other than the Master Association or a Development Successor that is obligated to convey (on the terms set forth in Section 4d2c) the Clubhouse and the Clubhouse Parcel to the Master Association. Notwithstanding any of the foregoing, Investor shall not be required to undertake any obligation to assume any Declarant obligations with respect to the Declaration and the HOA or to construct, erect or pay for any facilities or amenities for the Project that have not yet been constructed.

Additional Land. The Additional Land will be developed in a manner consistent with the approvals from ▇▇▇▇▇▇ County as an active adult community. CLDG (and its Development Successors) shall form one (1) or more new homeowners’ associations and develop the Additional Land subject to one (1) or more new declarations (all as may be approved by ▇▇▇▇▇▇ County to the extent that any such approval of ▇▇▇▇▇▇ County may be required). Each such new homeowners’ association will be responsible for payment of a prorata share (based on the number of lots served by such new homeowners’ association as a percentage of all lots served by the applicable facilities) of the cost of maintaining the facilities used by members of the HOA and by members of the new homeowners’ association, including streets, adjacent landscaped areas and entry monuments. a. CLDG (or its Development Successor) will also form (at the same time as the new homeowners’ associationassociation for the Additional Land, or first such new homeowners’ association association, is formed) a master association (the “Master Association”) for the sole purpose of taking title to and operating and maintaining the Clubhouse, the parcel of land on which the Clubhouse is located (the “Clubhouse Parcel”), and those portions of the common areas located within Phase One Common Areas of the Project (and the facilities and improvements located thereon, such as the private streets, adjacent landscaped areas and entry monuments) which are to be used jointly by the homeowners in Phase One of the Project and the Additional Land (the “Joint Phase One Common Areas”). (i) The members of the Master Association shall consist of the HOA and each new homeowners’ association which has been formed for governance of any lots created out of the Additional Land. (ii) CLDG (or its Development Successor) shall be the declarant under the declaration for the Master Association and shall have all customary declarant rights, including the right to appoint the members of the board of directors during the declarant control period (however, during such declarant control period the HOA shall have the right to designate one (1) member of the board). The declaration and any other governing documents for the Master Association shall be in a customary and commercially reasonable form and reasonably acceptable to the HOA (and in any event, so long as such governing documents are consistent with the provisions of this Agreement Covenant and are approved by the County Attorney and Zoning Administrator for ▇▇▇▇▇▇ County, they will be deemed acceptable to the HOA). (iii) Upon completion of the development of the Project, including the Additional Land, the members of the Master Association (the HOA and the other homeowners’ association(s)) shall govern the Master Association. (iv) Upon completion of the development of the Project, including the Additional Land, the votes shall be allocated to the members on a pro-rata basis based on the number of lots served by each member as a portion of all lots served by the Master Association. (v) The HOA members shall not be required to pay (i) any initial capital contributions or initial working capital amounts which may be assessed against members of any the new homeowners’ association formed for the Additional Land, or (ii) any charges that are attributable to common areas or facilities that serve only the CLIG Lots and/or the lots to be created out of the Additional Land. In addition, Hovnanian will not be obligated to fund assessments or deficits for any lots created out of the Additional Land, except to the extent it acquires title to any such lots. b. Notwithstanding the other provisions of this Agreement Covenant or any of the provisions of the Declaration: (i) Any new homeowners’ association formed for the Additional Land and each lot within the Additional Land served by such new homeowners’ association shall not be responsible for the payment of the applicable pro-rata share of any maintenance costs for the Joint Phase One Common Areas until such time as the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner (and such pro-rata share with respect to such lot shall begin to accrue on the date that such homeowner closes upon and takes title to any such lot). The parties agree that each pro-pro- rata share calculation to be paid by any new homeowners’ association shall include, at the time such pro-rata share payment is due, only the number of lots within the Additional Land served by such new homeowners’ association on which the construction of a residential dwelling unit upon such lot has been completed and such lot has been conveyed to a homeowner. (ii) In no event shall any homeowner or resident of a lot within the Additional Land be entitled to use any of the Joint Phase One Common Areas until the pro-rata share payments with respect to such lot have begun to be made. (iii) In no event shall Investor, an Allowed Successor or a Development Successor have any obligation to fund any deficits or budget shortfalls of the HOA. c. At the time of full execution of this Agreement, Hovnanian shall execute, acknowledge and deliver to Investor an Assignment of Special Declarant Rights, substantially in the form attached hereto as Exhibit C, which grants to Investor certain Declarant rights under the Declaration. Investor shall, at its expense, record such document among the ▇▇▇▇▇▇ County land records. The Assignment of Special Declarant Rights shall only convey the assigned rights and powers as detailed in the Declaration and shall not be considered a novation or transfer of any obligations or duties set forth in the Declaration. The Assignment of Special Declarant Rights shall also allow Investor to transfer any of the assigned rights to an Allowed Successor or a Development Successor. By its acceptance of such document, Investor (or any such Allowed Successor or Development Successor) does not become the Declarant under the Declaration or assume any obligation as Declarant under the Declaration except as specifically provided in the Declaration relating to the exercise of the assigned special Declarant rights. d. CLDG shall initially retain ownership of the Clubhouse and the Clubhouse Parcel; however, CLDG shall convey (by special warranty deed, free and clear of any monetary liens and for no consideration due) the Clubhouse and Clubhouse Parcel to the Master Association at a time which is in accordance with any proffers for the Project and which CLDG deems appropriate (but not later than the sale and conveyance of the last lot in the last phase of the Additional Land). At the same time as CLDG conveys the Clubhouse and Clubhouse Parcel to the Master Association, the HOA will convey the Joint Phase One Common Areas (by special warranty deed, free and clear of any monetary liens and for no consideration due) to the Master Association. The HOA and CLDG agree and acknowledge that the Joint Phase One Common Areas consist of those items described as such on (and shown on the plat constituting a portion of) Exhibit A attached hereto. Once the Joint Phase One Common Areas are conveyed to the Master Association, the Master Association shall be responsible for repairing and maintaining the Joint Phase One Common Areas for the benefit of all lots within the Project (including the Additional Land), including any roadways and landscaping located on the Joint Phase One Common Areas. e. d. CLDG will not convey the Clubhouse and/or the Clubhouse Parcel to any person or entity other than the Master Association or a Development Successor that is obligated to convey (on the terms set forth in Section 4d2e) the Clubhouse and the Clubhouse Parcel to the Master Association. Notwithstanding any of the foregoing, Investor shall not be required to undertake any obligation to assume any Declarant obligations with respect to the Declaration and the HOA or to construct, erect or pay for any facilities or amenities for the Project that have not yet been constructed.