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This HOMEOWNER CONSENT AND ASSIGNMENT AGREEMENT (“Consent

Agreement”) is made this ________________day of ________________, 2008, between

the Wiltshire at Oxford Homeowners Association (“Association”) and

_________________________________________, of _________________________

________________________________, Oxford, PA, 19363 (“Owner”), being a

member(s) of the Association, and who hereby covenant(s), consent(s) to, and agree(s)

as follows:

1. The Association was created to serve as an association of homeowners for

the Wiltshire at Oxford planned residential community (“Wiltshire Community”) and is the

entity charged with, among other things, the care, maintenance, and control of the Wiltshire

Community pursuant to a written and recorded Amended and Restated Declaration of

Covenants, Restrictions and Easements for Wiltshire at Oxford, dated October 30, 1998,

and recorded with the Chester County Recorder of Deeds Office on November 2, 1998,

in Record Book 4446, Page 1819 (“Declaration”), and as amended, and the Pennsylvania

Uniform Planned Community Act, 68 Pa.C.S.A. § 5101, et seq.

2. A second amendment to the Declaration, dated July 23, 2002, was recorded

with the Chester County Recorder of Deeds Office on July 26, 2002, at Record Book 5340,

Page 535 (“Second Amendment”). The Second Amendment deleted the existing Section

9.01 of the Declaration and replaced Section 9.01 in its entirety. The new and amended

responsibility(ies) for the maintenance and repairs of the sidewalks in the Wiltshire

Community and placed on each lot owner the primary responsibility to maintain and repair

the sidewalk area in front of and for the full width of such lot owner’s lot.

3. Throughout the Wiltshire Community (and specifically in the development

phases known as Phases I and II), portions, areas, and/or sections of the sidewalks in the

Wiltshire Community are deteriorating and/or failing (the “Claim”). The Association

contends that the Claim is the result of deficiencies, defects, and/or flaws in either the

material(s) used and/or the finishing techniques employed in the construction, during,

finishing, repair, and/or maintenance of the Sidewalks. The Declarant(s), Oxford Land,

L.P., and/or JMCW, Inc., and/or the sidewalk contractor, Petro’s Custom Concrete, Inc.,

contend that the deteriorating and/or failing of the sidewalks is (are) the result of the use

of de-icing chemicals. [Hereinafter, Oxford Land, L.P., JMCW, Inc., and Petro’s Custom

Concrete, Inc., shall sometimes be referred to, collectively, as “Contractors.”]

4. The Association has reached a tentative (not yet final and which may be

subject to change and unsigned) agreement with the Contractors for replacement and/or

repair of certain agreed upon [between the Association and the Contractors] portions,

areas, and/or sections of the sidewalks in the Wiltshire Community (“Sidewalk

Agreement”). A copy of the current proposed Sidewalk Agreement is attached hereto as

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Exhibit “A.” The Contractors have expressed their position that they may withdraw from

and/or not consent or agree to the Sidewalk Agreement (and therefore, will not replace

and/or repair any of the sidewalks in the Wiltshire Community, including, but not limited to

those certain agreed upon portions, areas, and/or sections of the sidewalks as outlined in

the Sidewalk Agreement), unless sufficient homeowner involvement and/or consent to

and/or joinder in the Sidewalk Agreement is achieved.

NOW, THEREFORE, in consideration of the mutual promises contained herein, the

sufficiency of said consideration being hereby acknowledged, and intending to be legally

bound hereby, the parties agree as follows:

1. The introductory “BACKGROUND” paragraphs, above, are hereby reaffirmed

and made a part of this Consent Agreement.

2. Owner hereby agrees, permits, authorizes, consents to, assigns to, and

submits Owner’s interest(s) and/or right(s) in and/or with respect to the Claim to the

Association, the Association’s power, authority, right, and/or duty, and the Association’s

ability to pursue, initiate, negotiate, settle, defend, litigate, resolve, compromise and/or

otherwise act on behalf of the Owner, in all forms, manners, and respects, in connection

with the Claim, the Sidewalk Agreement, and/or any matter(s) regarding, concerning,

arising from, and/or relating to the Claim, the Sidewalk Agreement, and/or the repair and/or

replacement of the sidewalks in the Wiltshire Community.

3. By entering into this Consent Agreement, Owner acknowledges, consents to,

and agrees to waive, discharge, release, give up, and assigns to the Association any and

all rights and/or remedies Owner has or may have to personally and/or individually pursue,

initiate, institute, negotiate, settle, defend, litigate, resolve, compromise and/or otherwise

act, including the filing of any lawsuit(s), in connection with the Claim, the Sidewalk

Agreement, and/or any matter(s) regarding, concerning, arising from, and/or relating to the

Claim, the Sidewalk Agreement, and/or the repair and/or replacement of the sidewalks in

the Wiltshire Community and consents to, agrees, authorizes, and assigns to the

Association the right(s) to solely and exclusively represent Owner and/or act for and/or on

behalf of Owner regarding the same.

4. By entering into this Consent Agreement, Owner acknowledges, covenants,

and agrees to consent to, abide by, join in, and agrees to the Sidewalk Agreement as

finally executed by the parties thereto and all of its terms and conditions and further agrees

to not interfere, directly or indirectly, with the efforts of JMCW, Inc., Wilkinson Residential

Construction, Inc., or their respective affiliates to dedicate and convey the common

elements in the Wiltshire Community to the Association, the public improvements in the

Wiltshire Community to East Nottingham Township, and to be released from its/their

financial security obligations to East Nottingham Township with respect to and concerning

the existing sidewalks in the Wiltshire Community and/or those portions, areas, and/or

sections thereof to be replaced and/or repaired.

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5. In exchange for Owner’s agreement, consent, authorization, joinder, and

assignment, as set forth in this Consent Agreement (and subject to the limitation and

contingency set forth in paragraph 7, below), the Association agrees to pursue, initiate,

negotiate, settle, defend, litigate, resolve, compromise and/or otherwise reasonably act

and/or as may be required and/or necessary, in its own name on behalf of the Association

and the Owner and any other lot owner(s) entering into a Homeowner Consent and

Assignment Agreement, in connection with the Claim, the Sidewalk Agreement, and/or any

matter(s) regarding, concerning, arising from, and/or relating to the Claim, the Sidewalk

Agreement, and/or the repair and/or replacement of the sidewalks in the Wiltshire

Community.

6. By entering into this Consent Agreement, and assigning to the Association

the right(s) to, and authorizing the Association to, pursue, initiate, negotiate, settle, defend,

litigate, resolve, compromise, and/or otherwise reasonably act and/or as may be necessary

and/or required, in its own name on behalf of the Association and the Owner in connection

with the Claim, the Sidewalk Agreement, and/or any matter(s) regarding, concerning,

arising from, and/or relating to the Claim, the Sidewalk Agreement, and/or the repair and/or

replacement of the sidewalks in the Wiltshire Community, the Owner agrees to hold the

Association harmless from any and all demands, settlements, claims, causes of action,

suits, orders, decrees, administrative orders and notices, costs, fines, liabilities, penalties,

judgments, losses, damages (direct or indirect), expenses, fees (including any attorneys’

fees and/or attorneys’ fees incurred by an attorney(s) of the Association’s choice)

(collectively, "Losses") resulting from, in connection with, and/or arising out of this Consent

Agreement, the Claim, the Sidewalk Agreement, the repair and/or replacement of the

sidewalks in the Wiltshire Community, and/or the Association’s assignment of, pursuit,

initiation, institution, negotiation, settlement, defense, litigation, resolving, compromise,

actions, inaction, and/or conduct regarding, relating to, and/or concerning the Claim, the

Sidewalk Agreement, and/or the maintenance, repair, and/or replacement of the sidewalks

in the Wiltshire Community, including but not limited to any Losses relating thereto, and

whether in tort, contract, or equity.

7. The Association’s obligations to Owner under this Consent Agreement are

expressly contingent and conditioned upon the Association receiving identical Consent

Agreements, signed by a sufficient number of other owners and/or members of the

Association (the sufficiency and/or adequacy of which consent and/or numbers is to be

determined in the Association’s sole and exclusive discretion and determination). In the

event that the Association determines, in its sole and exclusive discretion, that it did not

receive or has not received a sufficient or adequate number of such returned and signed

Consent Agreements from owners and/or members of the Association, the Association will

notify Owner (and the other members of the Association) in writing and this Consent

Agreement shall thereupon be terminated, void, and of no further force or effect.

8. This Consent Agreement shall be binding upon and inure to the benefit of the

heirs, executors, administrators, successors, agents, representatives, shareholders,

subrogees, and/or assigns of the Owner and the parties hereto.

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9. This Consent Agreement shall be governed by, and construed in accordance

with, the laws of the Commonwealth of Pennsylvania. The validity, interpretation,

construction, performance, and enforcement of this agreement further shall be governed

and controlled by the laws of the Commonwealth of Pennsylvania. The parties agree that

venue and jurisdiction for all actions to enforce and/or arising out of this Consent

Agreement shall be exclusively in the Court of Common Pleas of Chester County,

Pennsylvania.

10. This Consent Agreement contains the entire agreement between the parties

hereto with respect to the matters addressed herein, and the terms are contractual and not

a mere recital. This Consent Agreement may not be amended, modified, and/or rescinded

except by a written document signed by all parties hereto.

I (We), the undersigned, have read the foregoing Homeowner Consent and

Assignment Agreement, and knowingly and voluntarily join in and agree to the foregoing

Homeowner Consent and Assignment Agreement.

*** All owners, whether legal or equitable, for the property listed and identified below, must

sign this Consent Agreement for it to be effective.

Owner: ___________________________________________________________

(Sign and Print Name) (Date)

Owner: ___________________________________________________________

(Sign and Print Name) (Date)

Property Address: ______________________________________________________

ACCEPTED this ______________ day of _____________________, 2008:

WILTSHIRE AT OXFORD HOMEOWNERS ASSOCIATION

BY: ________________________________________

(Title)