Woodtique Heights
Condominiums

Pursuant to the provisions of ORS 57.385, these Restated Articles of Incorporation supersede the theretofore existing articles and amendments thereto.

The undersigned, in compliance with the requirements of Chapter 91 of Oregon Revised Statues relating to the Oregon Unit Ownership Law and in compliance with the Oregon Non-Profit Corporation Act, and both of whom are residents of Lane County, Oregon, and are 21 years of age or older, have this day voluntarily associated themselves for the purpose of forming a corporation not for profit and submitting these restated Articles of Incorporation and in connection therewith do hereby certify as follows:

The name of the corporation is WOODTIQUE HEIGHTS HOMEOWNER'S ASSOCIATION, hereinafter called the Association.

The principal office of the Association shall be located at 941 Pearl Street, Eugene, Lane County, Oregon, 97401

Michael J. Safley, whose business address is 941 Pearl Street, Eugene, Lane County, Oregon, 97401, is hereby appointed as the initial Registered Agent of the Association

The Association does not contemplate pecuniary gain or profit to the members thereof, and specific purposes for which it is formed are to provide for maintenance, preservation and architectural control of the units and general common elements within that certain tract of property described as:

Beginning at the initial point which is the Southwest corner of Lot 6, Block 8, FIFTH ADDITION to HIGHLAND OAKS, as platted and recorded in Volume 35, page 24, Lane County Oregon Plat Records, in Lane County, Oregon, said point being South 53.14 feet and West 712.09 feet from the Initial Point of the FIFTH ADDITION to HIGHLAND OAKS, said initial point being of record South 0º 04' 00" East 1791.48 feet and South 89º 56' 00" West 1092.73 feet from the Northeast corner of Section 2, Township 18 South, Range 4 West of the Willamette Meridian; thence along the boundary of said plat South 89º 32' 00" East 93.15 feet; thence South 0º 02' 00" East 71.97 feet; thence leaving said boundary and running South 88º 32' 30" West 441.25 feet; thence South 1º 27' 30" East 308.82 feet to the Northeasterly margin of HIGHLAND OAKS DRIVE; thence along said margin along the arc of a 232.15 foot radius curve right (the long chord of which bears North 53º 26' 40" West 77.61 feet) 77.97 feet; North 43º 49' 21" West 63.67 feet, along the arc of a 687.75 foot radius curve right (the long chord of which bears North 37º 57' 46" West 140.43 feet) 140.67 feet, to the intersection of said Northeasterly margin of Highland Oaks Drive with the easterly margin of Hawkins Lane; thence along said Easterly margin along the arc of a 256.48 foot radius curve right (the long chord of which bears North 2º 34' 54" West 252.76 feet) 264.30 feet, North 26º 56' 23" East 197.33 feet, along the arc of a 113.24 foot radius curve right (the long chord of which bears North 41º 50' 30" East 58.24 feet) 58.91 feet and North 56º 44' 38" East 479.65 feet to a point on the West Boundary of said FIFTH ADDITION TO HIGHLAND OAKS: thence along said West Boundary South 1º 34' 00" East 350.58 Feet to the Southwest Corner of Lot 1, Block 9 of said plat; thence leaving said West Boundary and running South 77º 31' 00" West 31.57 feet; thence South 12º 29' 00" East 60.00 feet; thence North 77º 31' 00" East 20.00 feet to the Northwest corner of said Lot 6, Block 8, FIFTH ADDITION TO HIGHLAND OAKS; thence along the West Boundary of said Lot 6 South 1º 34' 00" West 123.45 feet to the initial point, all in Eugene, Lane County, Oregon.

• (a) exercise all of the powers and privileges and to perform all of the duties and obligations of the Association as set forth in that certain Declaration of Unit Ownership of Woodtique Heights, hereinafter called the Declaration, applicable to the property and recorded or to be recorded in the office of Lane County Official Records, and as the same may be amended from time to time as therein provided;
• (b) fix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Declaration; to pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the Association, including all licenses, taxes or governmental charges levied or imposed against the property of the Association;
• (c) acquire (by gift, purchase or otherwise), own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the Association;
• (d) borrow money, and with the assent of two-thirds (2/3) of the unit owners, mortgage, pledge, deed in trust, or hypothecate any of all of its real or personal property as security for money borrowed or debts incurred;
• (e) dedicate, sell or transfer all or any part of the general common elements to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the unit owners. No such dedication or transfer shall be effective unless an instrument has been signed by two-thirds (2/3) of the unit owners, agreeing to such dedication, sale or transfer;
• (f) have and to exercise any and all powers, rights and privileges which a corporation organized under the Non-Profit Corporation Law and the Unit Ownership Law of the State of Oregon by law may now or hereafter have or exercise.

Every person or entity who is a record owner of a fee or undivided fee interest in any unit which is subject by covenants of record to assessment by the Association, including contract purchasers, shall be a member of the Association. No other person or entities shall be entitled to membership. The foregoing description is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation. Membership shall be appurtenant to and may not be separated from ownership of any unit which is subject to assessment by the Association. The share of a member in the funds and assets of the Association cannot be assigned, pledged or transferred in any manner except as an appurtenance to the individual condominium unit.

The Association shall have one class of voting membership. All unit owners shall be entitled to one vote for each single family unit owned and two votes for each duplex unit owned. There are 48 single family units and 1 duplex unit in the property subject to the jurisdiction of the Association.

The affairs of the Association shall be managed by a Board of not less than three (3) nor more than nine (9) Directors, who must be members of the Association (i.e. must be unit owners). The names and addresses of the persons who are to act in the capacity of the directors until the selection of their successors are:

At the first annual meeting the members shall elect three (3) directors for a term of one (1) year, three (3) directors for a term of three (3) years. At each annual meeting thereafter the members shall elect directors to fill retiring directorships for a term of three (3) years.

The Association may be dissolved with the assent given in writing and signed by all members of each class of members. Upon dissolution of the Association, other than incident to a merger or consolidation, the assets of the Association shall be dedicated to an appropriate public agency to be used for purposes similar to those for which this Association was created. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed and assigned to any non-profit corporation, association, trust or other organization to be devoted to such similar purposes.

The corporation shall exist perpetually.

Amendments of these Articles shall require the assent of seventy five percent (75%) of the entire membership.

Each director and officer of the Association shall be indemnified by the Association against all expenses and liabilities, including attorney fees, reasonably incurred by or imposed upon him in connection with any proceeding to which he may be a party, or in which he may become involved, by reason of his being or having been an officer or director of the Association, or any settlement thereof, whether or not he is a director or officer at the tie such expenses are incurred, except in such cases wherein the director or officer is adjudged guilty of willful misfeasance or malfeasance in performance of his duties, provided that in the event of a settlement the indemnification herein shall apply only when the Board of Directors approves such settlement and reimbursement as being for the best interest of the corporation. The foregoing right of indemnification shall be in addition to and not exclusive of all other rights to which such directors or officers may be entitled.

The bylaws of the Association shall be those bylaws set forth and recorded simultaneously with the Declaration of Unit Ownership of the subject property and may be altered, amended or rescinded in the manner provided in said Bylaws.
These Articles were adopted on April 20, 1978, at a meeting of the Board of Directors and at the time of adoption of the Restated Articles of Incorporation the amount of stated capital was none; and received the vote of a majority of the Directors in office, there being no members having voting rights in respect thereof.
IN WITNESS WHEREOF, we the undersigned, constituting the incorporators of the Association, have executed these Restated Articles of Incorporation and declare under the penalties of perjury that we have examined the foregoing and to the best of our knowledge and belief they are true, correct and complete.
DATED this 20th day of April, 1978