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3.4.4 No Person holding a security interest in any part of the Property shall be a Member solely by reason of such interest. 3.4.5 Additional memberships in the Master Association may be created only by (i) subjecting Additional Property or other property to this Master Declaration, and creating one or more Neighborhoods on the annexed property, or (ii) subdividing a Neighborhood and creating two or more new Neighborhoods, in accordance with the requirements of this Master Declaration. 3.4.6 Memberships may be combined upon the combination of one or more Neighborhoods in accordance with the requirements of this Master Declaration. One membership shall attach to each surviving Neighborhood Association. 3.5 Member Voting Allocation. Each Member is allocated one (1) vote in the affairs of the Master Association that the Members are entitled to vote upon. Each Neighborhood Board shall designate to the secretary of the Master Association a Member Representative to exercise that Member's vote in matters to be voted upon by the Members in accordance with Sections 2 and 3 of the Master Bylaws. Such designation shall remain in effect until replaced by a new designation made by the Neighborhood Board of the applicable Neighborhood Association, and delivered, in writing or by authenticated electronic communication, to the Secretary of the Master Association. The voting rights of the Members are more fully described in Section 3 of the Master Bylaws. The voting rights described in this Section 3.5 shall not be separated or conveyed separately from a membership, and any conveyance, encumbrance, judicial sale or other transfer of such rights, separate from the membership is void. The voting rights described in this Section 3.5 shall be automatically reallocated on the same basis among all Units as and if additional Units are added to a Neighborhood and the Property. 3.6 Master Common Expense Allocation. Except as otherwise provided in Sections 6.5, 6.7 and 6.9, Master Common Expenses shall be assessed and levied against each Neighborhood Association in proportion to the total number of Units in the Neighborhood as compared to the total number of Units in all Neighborhoods. Except as otherwise provided in Sections 6.5, and 6.7 and 6.9, the share of a Master Assessment levied against a Neighborhood Association shall be levied against the Units in the Neighborhood by the Neighborhood Board of each Neighborhood in accordance with its Neighborhood Governing Documents. The Master Common Expense obligations described in this Section 3.6 shall be automatically reallocated on the same basis among the Neighborhood Associations as and if additional Units are added to a Neighborhood and the Property. 3.7 Master Bylaws. The Master Association shall have Master Bylaws. The Master Bylaws govern the operation and administration of the Master Association, subject to this Master Declaration in the event of a conflict. The Master Bylaws are binding upon all Members, Owners and Occupants, and their invitees, all secured parties and all other Persons holding or acquiring any interest in the Property. 3.8 Master Board of Directors. The Master Association's affairs are administered and managed by the Master Board, as provided in the Master Bylaws. Directors shall be elected, serve and exercise their powers as provided in the Master Bylaws. 10 219o398.v1