Meadows of Indian Lake Restrictions. By-Laws

Transcription

1 Meadows of Indian Lake Restrictions By-Laws

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3 THIS DECLARATION OF PROTECTIVE COVENANTS, CONDITIONS, AND RESTRICTIONS FOR MEADOWS OF INDIAN LAKE is made this L day of April, 2005, by MEADOWS OF INDIAN LAKE, LTD., a Tennessee partnership, or its assigns (hereinafter referred to as "Declarant"). WITNESSETH: Page 805 WHEREAS, Declarant owns the real estate located in Sumner County, Tennessee, described in Exhibit A upon which Declarant intends, but is not obligated, to develop a residential community to be known as Meadows of Indian Lake (the "Property"); WHEREAS, Declarant intends but is not obligated, to construct certain improvements and amenities which, if constructed, shall constitute Common Areas; WHEREAS, Declarant desires to provide for the preservation and enhancement of the property values, amenities and opportunities in Meadows of Indian Lake and for the maintenance of the Property and the improvements thereon, and to this end desires to subject the Property together with such additions as may hereafter be made thereto to the covenants, conditions, restrictions, easements, charges and liens hereinafter set forth, each of which is for the benefit of the Lots and lands in the Property and the future owners thereof; WHEREAS, Declarant deems it desirable, for the efficient preservation of the values and amenities in Meadows of Indian Lake, to create an agency to which may be delegated and assigned the powers of owning, maintaining and administering the Common Areas, administering and enforcing the Restrictions, collecting and disbursing the Assessments and charges hereinafter created, and promoting the recreation, health, safety and welfare of the Owners of Lots in Meadows of Indian Lake; and WHEREAS, Declarant has incorporated under the laws of the State of Tennessee a nonprofit corporation known as the Meadows of Indian Lake Homeowners Association, Inc. for the purpose of exercising such functions. NOW, THEREFORE, Declarant hereby declares that all of the Lots and lands in the Property and such additions thereto as may hereafter be made, as they are held and shall be held, conveyed, hypothecated or encumbered, leased, rented, used, occupied and improved, are subject to the following Restrictions, all of which are declared to be in furtherance of a plan for the improvement and sale of Lots in the Property, and are established and agreed upon for the purpose of enhancing and protecting the value, desirability and attractiveness of the Property as a whole and of each of the Residences, Lots and lands situated therein. The Restrictions shall run with the land and shall be binding upon Declarant, its successors and assigns, and upon the parties having or acquiring any interest in the Property or any part or parts thereof subject to such Restrictions, and shall inure to the benefit of Declarant and its successors in title to the Property or any part or parts thereof

4 Page 806 ARTICLE I DEFINITIONS 1.1 "Applicable Date" means the earlier of (i) the date when all Lots in the Property have been improved by the construction thereon of Residences, (ii) December 31, 2025 or (iii) the date designated as the Applicable Date by Declarant in a written notice delivered to the Board of Directors. 1.2 "Architectural Control Committee" or "ACC" shall be as set forth in Article X. 1.3 "Articles of Incorporation" or "Articles" shall mean and refer to the Articles of Incorporation of Meadows of Indian Lake Homeowners' Association, Inc. to be filed with the Secretary of State of the State of Tennessee. 1.4 "Assessments" means all sums lawfully assessed against the Members of the Association or as declared by this Declaration, any Supplemental Declaration, the Articles or the By-Laws. 1.5 "Association" shall mean and refer to Meadows of Indian Lake Homeowners' Association, Inc., a nonprofit corporation, its successors or assigns. 1.6 "Base Assessment" shall mean and refer to assessments levied against all Lots in the Property to fund Common Expenses. 1.7 "Board of Directors" or "Board" shall be the elected body having its normal meaning under Tennessee corporate law. 1.8 "Building Guidelines" shall mean guidelines and requirements for any activity or undertaking on a Lot on the Property as adopted by the Declarant or the ACC. 1.9 "By-Laws" shall mean and refer to the By-laws of Meadows of Indian Lake Homeowners' Association, Inc. attached hereto as Exhibit B and incorporated herein by reference, as they may be amended from time to time "Class B Control Period" shall mean and refer to the period of time during which the Class B Member is entitled to appoint a majority of the members of the Board of Directors, as provided in Section 3.2 hereof "Common Area" shall mean all real and personal property which the Association now or hereafter owns or otherwise holds for the common use and enjoyment of all Owners. Any public rights of way within or adjacent to the Property may be a part of the Common Area "Common Expenses" shall mean and include the actual and estimated expenses incurred by the Association for the general benefit of all Lot Owners, including any reasonable reserve, all as may be found to be necessary and appropriate by the Board pursuant to this Declaration, the By-Laws, and the Articles of Incorporation of the Association. -2

5 Pasle "Community-Wide Standard" shall mean the standard of conduct, maintenance, or other activity generally prevailing throughout the Property. Such standard may be more specifically determined by the Board of Directors "Declarant" shall mean and refer to Meadows of Indian Lake, Ltd., a Tennessee partnership, its successors, successors-in-title or assigns who take title to any portion of the property described on Exhibit A for the purpose of development and sale and are designated as the Declarant hereunder by recorded instrument(s) executed by the immediately preceding Declarant "Designated Builder" means during such period as such designation by Declarant may continue, any Person engaged in the construction of more than one (1) Residence on the Property who is designated by Declarant as a "Designated Builder". Declarant may make and revoke any such designation at any time and from time to time. A builder approved pursuant to this Declaration (as set forth in Section 15.6) may, but will not necessarily be, a Designated Builder "Lot" or "Lots" shall mean a portion of the Property, whether developed or undeveloped, intended for development, use, and occupancy as an attached or detached residence for a single family, and shall, unless otherwise specified, include within its meaning (by way of illustration, but not limitation) condominium Lots, townhouse Lots, cluster homes, patio or zero lot line homes, and single-family detached houses on separately platted lots, as well as vacant land intended for development as such, all as may be developed, used, and defined as herein provided or as provided in Supplemental Declarations covering all or a part of the Property. The term "Lot" shall include all portions of the lot owned including any structure thereon. In the case of a parcel of vacant land or land on which improvements are under construction, the parcel shall be deemed to contain the number of Lots designated for such parcel on the Plan or the site plan approved by Declarant, whichever is more recent, until such time as a certificate of occupancy is issued on all or a portion thereof by the local government entity having jurisdiction, after which the portion designated in the certificate of occupancy shall constitute a separate Lot or Lots as determined above and the number of Lots on the remaining land, if any, shall continue to be determined in accordance with this paragraph "Member" shall mean and refer to a Person entitled to membership in the Association, as provided herein "Mortgage" shall mean and refer to a permanent or construction mortgage, a deed of trust, or any other foun of security deed, including any collateral security documents executed in connection therewith "Mortgagee" shall mean and refer to a beneficiary or holder of a Mortgage "Mortgagor" shall mean and refer to any Person who gives a Mortgage "Owner" or "Lot Owner" shall mean and refer to one (1) or more Persons who hold the record title to any Lot which is part of the Property, but excluding in all cases any party holding an interest merely as security for the performance of an obligation. If a Lot is subject to a -3

6 Pawe GOB written lease with a term in excess of two (2) years and the Lease specifically so provides, then upon filing a copy of the lease with the Board of Directors, the lessee (rather than the fee owner) will be considered the Owner "Parcel Developer" means any builder, who purchases land within the Property for the purpose of development and sale "Person" means a natural person, a corporation, a partnership, a limited liability company, a trustee, or other legal entity "Plan" shall mean and refer to the plan for the development of the Property as approved by the city of Hendersonville or Sumner County, Tennessee, planning commission, as applicable, to be recorded in the Register's Office for Sumner County, Tennessee, as it may be amended from time to time. The "Plan" shall include the recorded plans for the development of any additional property as is hereafter subjected to this Declaration by Supplemental Declaration "Property" shall mean and refer to the real property described in Exhibit A attached hereto, together with such additional property as is hereafter subjected to this Declaration by Supplemental Declaration "Residences" shall mean any structure intended exclusively for occupancy by a single family together with all appurtenances thereto, including private garage and outbuildings and recreational facilities usual and incidental to the use of a single family residential lot "Restrictions" means the covenants, conditions, easements, charges, liens, restrictions, rules and regulations and all other provisions set forth in this Declaration and all applicable Supplemental Declarations, as the same may from time to time be amended "Special Assessment" shall mean and refer to assessments levied in accordance with Section 9.3 of this Declaration "Supplemental Declaration" shall mean an amendment or supplement to this Declaration which subjects additional property to this Declaration or imposes, expressly or by reference, additional restrictions and obligations on the land described therein, or both. ARTICLE II DEDICATION AND PROPERTY RIGHTS 2.1 Dedication. Declarant hereby expressly declares that the Property and any additions thereto shall be held, transferred, and occupied subject to the Restrictions. The Owner of any Lot subject to these Restrictions, by (i) acceptance of a deed conveying title thereto, or the execution of a contract for the purchase thereof, whether from Declarant or a subsequent Owner of such Lot, or (ii) by the act of occupancy of any Lot, shall accept such deed and execute such contract subject to each Restriction and agreement herein contained. By acceptance of such deed or execution of such contract, each Owner acknowledges the rights and powers of Declarant and of the Association with respect to these Restrictions, and also for itself, its heirs, personal representatives, successors and assigns, covenants, agrees and consents to and with Declarant, 4

7 Pawe 809 the Association, and the Owners and subsequent Owners of each of the Lots affected by these Restrictions to keep, observe, comply with and perform such Restrictions and agreement. 2.2 Common Areas. Declarant shall, prior to the Applicable Date, convey title to the Common Areas to the Association. The Association shall be responsible for maintaining the Common Areas and the maintenance costs thereof shall be assessed as Common Expenses against all Lots subject to assessment. Except for underground utility facilities, no permanent improvements shall be made to or installed on the Common Areas other than lighting, seating, walkways, planting structures and fountains or other non-recreational water features. The use of the Common Areas shall be subject to rules and regulations adopted by the Association that are not inconsistent with the provisions of this Declaration or any Supplemental Declaration. 2.3 Property Rights. Every Owner shall have a right and easement of enjoyment in and to the Common Areas, subject to this Declaration as the same may be amended from time to time and to any restrictions or limitations contained in any deed conveying such property to the Association or as may be otherwise imposed by the Association. Any Owner may delegate his or her right of enjoyment to the members of his or her family, tenants, members and social invitees, as applicable, subject to reasonable regulation by the Board and in accordance with procedures the Board may adopt or as may be expressly set forth herein. An Owner who leases his or her Lot shall be deemed to have delegated all such rights to the Lot's lessee. ARTICLE III MEMBERSHIP AND VOTING RIGHTS 3.1 Membership. Every Owner shall be deemed to have a membership in the Association. No Owner, whether one (1) or more Persons, shall have more than one (1) membership per Lot owned. In the event the Owner of a Lot is more than one (l) Person, votes and rights of use and enjoyment shall be as provided in Section 3.2, hereinbelow. The membership rights of a Lot owned by a corporation or partnership shall be exercised by the individual designated from time to time by the Owner in a written instrument provided to the Secretary of the Association, subject to the provisions of this Declaration and the By-Laws. 3.2 Voting. The Association shall have two (2) classes of membership, Class A and Class B, as follows: (a) Class A. Class A Members shall be all Owners with the exception of the Class B Member, if any. Class A Members shall be entitled to one (1) equal vote for each Lot in which they hold the interest required for membership under Section 3.1; there shall be only one (1) vote per Lot. If more than one (1) Person holds the interest in such Lot required for membership, the vote for such Lot shall be exercised as those Persons determine among themselves and advise the Secretary of the Association in writing prior to any meeting. In the absence of such advice, the Lot's vote shall be suspended if more than one (1) Person seeks to exercise it. (b) Class B. The Class B Member shall be the Declarant. The Class B Member shall be entitled to ten (10) votes for each Lot in which it holds the interest required for membership under Section 3.1. The rights of the Class B Member, including the right to approve -5

8 actions taken under this Declaration and the By-Laws, are specified elsewhere in the Declaration and the By-Laws. The Class B Member shall be entitled to appoint a majority of the members of the Board of Directors during the Class B Control Period, as specified in Section 3.2 of the By- Laws. After termination of the Class B Control Period, the Class B Member shall have a right to disapprove actions of the Board of Directors and any committee as provided in Section 3.5 of the By-Laws. The Class B membership shall terminate and become converted to Class A membership on the Applicable Date. ARTICLE IV MAINTENANCE Pase Association's Responsibility. The Association shall maintain and keep in good repair the Common Area, such maintenance to be funded as hereinafter provided. This maintenance shall include, but need not be limited to, maintenance, repair, and replacement, subject to any insurance then in effect, of all landscaping and other flora, structures, and improvements situated upon the Common Area, including, but not limited to, drainage systems, recreation and open space, systems utilities, traffic control devices, mosquito control programs, pedestrian systems, such emergency shelters which Declarant may construct, all private streets within the Property, and such portions of any additional property included within the Common Area as may be dictated by this Declaration, or, by a contract or agreement for maintenance thereof by the Association. In the discharge of its responsibilities, the Association shall comply fully with all directives from governmental authorities. Except as otherwise specifically provided herein, all costs associated with maintenance, repair and replacement of Common Area shall be allocated among all Lots as part of the Base Assessment. The Association may maintain property that it does not own, including, without limitation, property dedicated to the public, if the Board of Directors determines that such maintenance is necessary or desirable to maintain the Community-Wide Standard. 4.2 Owner's Res p_skil_ty. on Each Owner shall maintain his or her Lot and all structures, parking areas and other improvements comprising the Lot in a manner consistent with the Community-Wide Standard and all applicable covenants set forth in this Declaration, unless such maintenance responsibility is otherwise assumed in writing by the Association. If any Owner fails properly to perform his or her maintenance responsibility, the Association may perform such maintenance and assess all costs incurred by the Association against the Lot and the Owner thereof in accordance with Article IX of this Declaration, provided, however, except when entry is required due to an emergency situation, the Association shall afford the Owner reasonable notice and an opportunity to cure the problem prior to entry. ARTICLE V INSURANCE AND CASUALTY LOSSES 5.1 Insurance. The Board or its duly authorized agent shall have the authority to and shall obtain blanket all-risk casualty insurance, if reasonably available, for all insurable improvements on the Common Area. If blanket all-risk coverage is not reasonably available, then at a minimum an insurance policy providing fire and extended coverage shall be obtained. This insurance shall be in an amount sufficient to cover one hundred (100%) percent of the 6

9 Paste 811 replacement cost of any repair or reconstruction in the event of damage or destruction from any insured hazard. In addition to casualty insurance on the Common Area, the Board may, in its discretion, but shall not under any circumstances be obligated to, obtain and continue in effect adequate blanket all-risk casualty insurance, if reasonably available, and if not reasonably available, then at a minimum, fire and extended coverage, in such form as the Board deems appropriate for one hundred percent (100%) of the replacement cost of all structures located on Lots and charge the costs thereof to the Owners of Lots. The Board shall also obtain a public liability policy covering the Common Area, the Association and its Members for all damage or injury caused by the negligence of the Association or any of its Members or agents. The public liability policy shall have a combined single limit of One Million Dollars ($1,000,000) per occurrence and a Two Million Dollar ($2,000,000) aggregate limit, plus a One Million Dollar ($1,000,000) excess or umbrella limit Premiums for all insurance on the Common Area shall be Common Expenses of the Association and shall be included in the Base Assessment. The policy may contain a reasonable deductible, and, in the case of casualty insurance, the amount thereof shall be added to the face amount of the policy in determining whether the insurance at least equals the full replacement cost The deductible shall be paid by the party who would be liable for the loss or repair in the absence of insurance and, in the event of multiple parties' fault, shall be allocated based on the respective fault of each such party. All insurance coverage obtained by the Board of Directors shall be written in the name of the Association as trustee for the respective benefited parties, as further identified in (b) below. Such insurance shall be governed by the provisions hereinafter set forth: (a) All policies shall be written with a company licensed to do business in Tennessee which holds a Best's rating of A or better and is assigned a financial size category of XI or larger as established by A. M. Best Company, Inc., if reasonably available, or, if not available, the most nearly equivalent rating. (b) All policies on the Common Area shall be for the benefit of the Association, its Members, and Mortgagees providing construction financing on the Common Area, as their interests may appear; all policies covering the Lots shall be for the benefit of the Owners and their Mortgagees, as their interests may appear. (c) Exclusive authority to adjust losses under policies obtained by the Association on the Property shall be vested in the Association's Board of Directors; provided, however, no Mortgagee having an interest in such losses may be prohibited from participating in the settlement negotiations, if any, related thereto. (d) In no event shall the insurance coverage obtained and maintained by the Board of Directors hereunder be brought into contribution with insurance purchased by individual Owners, occupants, or their Mortgagees. 7

10 Page 812 (e) All casualty insurance policies shall have an inflation guard endorsement, if reasonably available, and an agreed amount endorsement with an annual review by one or more qualified persons, at least one of whom must be in the real estate industry and familiar with construction in the Nashville, Tennessee, area. (f) The Board of Directors shall be required to make every reasonable effort to secure insurance policies that will provide for the following: (1) a waiver of subrogation by the insurer as to any claims against the Board of Directors, its manager, the Owners, and their respective tenants, servants, agents, and guests; (2) a waiver by the insurer of its rights to repair and reconstruct, instead of paying cash; (3) a statement that no policy may be canceled, invalidated, suspended, or subject to nonrenewal on account of any one or more individual Owners; (4) a statement that no policy may be canceled, invalidated, suspended, or subject to nonrenewal on account of the conduct of any director, officer, or employee of the Association or its duly authorized manager without prior demand in writing delivered to the Association to cure the defect and the allowance of a reasonable time thereafter within which the defect may be cured by the Association, its manager, any Owner, or Mortgagee; (5) that any "other insurance" clause in any policy exclude individual Owners' policies from consideration; and (6) that the Association will be given at least thirty (30) days' prior written notice of any cancellation, substantial modification, or non-renewal. In addition to the other insurance required by this Section, the Board shall obtain, as a common expense, worker's comprehensive insurance, if and to the extent required by law, compensation and officers' liability coverage, if reasonably available, a fidelity bond or bonds on directors, officers, employees, and other persons handling or responsible for the Association's funds, if reasonably available, and flood insurance, if required. The amount of fidelity coverage shall be determined in the directors' best business judgment but, if reasonably available, may not be less than three (3) months' assessments on all Lots, plus reserves on hand. Bonds shall contain a waiver of all defenses based upon the exclusion of persons serving without compensation and shall require at least thirty (30) days' prior written notice to the Association of any cancellation, substantial modification, or nonrenewal. 5.2 Individual Insurance. By virtue of taking title to a Lot that is subject to the terms of this Declaration, each Owner covenants and agrees with all other Owners and with the Association that each Owner shall carry blanket all-risk casualty insurance on the Lot(s) and structures constructed thereon meeting the same requirements as set forth in Section 5.1 hereinabove for insurance on the Common Area, unless the Association carries such insurance (which it is not obligated to do hereunder). Each Owner further covenants and agrees that in the 8

11 Pe 813 event of a partial loss or damage resulting in less than total destruction of structures comprising the Lot, the Owner shall proceed promptly to repair or to reconstruct the damaged structure in a manner consistent with the original construction or such other plans and specifications as are approved in accordance with this Declaration. The Owner shall pay any costs of repair or reconstruction that is not covered by insurance proceeds. In the event that the structure is totally destroyed, the Owner may decide not to rebuild or to reconstruct, in which case the Owner shall clear the Lot of all debris and return it to substantially the natural state in which it existed prior to the beginning of construction and thereafter the Owner shall continue to maintain the Lot in a neat and attractive condition consistent with the Community-Wide Standard and these Declarations. 5.3 Damage and Destruction. (a) Immediately after damage or destruction by fire or other casualty to all or any part of the Property covered by insurance written in the name of the Association, the Board of Directors or its duly authorized agent shall proceed with the filing and adjustment of all claims arising under such insurance and obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed Property. Repair or reconstruction, as used in this paragraph, means repairing or restoring the Property to substantially the same condition in which they existed prior to the fire or other casualty, allowing for any changes or improvements necessitated by changes in applicable building codes. (b) Any damage or destruction to the Common Area shall be repaired or reconstructed unless the Members representing at least seventy-five percent (75%) of the total vote of the Association, shall decide within sixty (60) days after the casualty not to repair or reconstruct. If for any reason either the amount of the insurance proceeds to be paid as a result of such damage or destruction, or reliable and detailed estimates of the cost of repair or reconstruction, or both, are not made available to the Association within said period, then the period shall be extended until such information shall be made available; provided, however, such extension shall not exceed sixty (60) additional days. No Mortgagee shall have the right to participate in the determination of whether the damage or destruction to Common Area shall be repaired or reconstructed; provided, however, this provision shall not apply to construction Mortgagees providing construction financing for such damaged property. (c) In the event that it should be determined in the manner described above that the damage or destruction to the Common Area shall not be repaired or reconstructed and no alternative improvements are authorized, then and in that event the affected portion of the Property shall be restored to their natural state and maintained by the Association, in a neat and attractive condition consistent with the Community-Wide Standard. 5.4 Disbursement of Proceeds. If the damage or destruction for which the proceeds of insurance policies are paid is to be repaired or reconstructed, the proceeds, or such portion thereof as may be required for such purpose, shall be disbursed in payment of such repairs or reconstruction as hereinafter provided. Any proceeds remaining after defraying such costs of repair or reconstruction to the Common Area shall be retained by and for the benefit of the Association and placed in a capital improvements account. In the event no repair or reconstruction is made, any proceeds remaining after making such settlement as is necessary and -9-

12 Vase 814 appropriate with the affected Owner or Owners and their Mortgagee(s) as their interests may appear, shall be retained by and for the benefit of the Association and placed in a capital improvements account. This is a covenant for the benefit of any Mortgagee of a Lot and may be enforced by such Mortgagee. 5.5 Repair and Reconstruction. If the damage or destruction to the Common Area for which insurance proceeds are paid is to be repaired or reconstructed, and such proceeds are not sufficient to defray the cost thereof, the Board shall, without the necessity of a vote of the Members, levy a special assessment against all Owners on the same basis as provided for Base Assessments. Additional assessments may be made in like manner at any time during or following the completion of any repair or reconstruction. ARTICLE VI LIMITATIONS ON ACTION BY THE ASSOCIATION 6.1 No Partition. Unless with written approval of two-thirds (2/3) of the Members, there shall be no physical partition of the Common Areas or any part thereof, nor shall any person acquiring any interest in the Property or any part thereof seek any judicial partition unless the Property has been removed from the provisions of this Declaration. This Article shall not be construed to prohibit the Board of Directors from acquiring and disposing of tangible personal property nor from acquiring title to real property which may or may not be subject to this Declaration. 6.2 Limitations of Association. Unless with the written approval of two-thirds (2/3) of the Members, the Association, the Board and the Owners may not: (i) fail to maintain fire and extended coverage on insurable Community Area on a current replacement cost basis in an amount at least one hundred percent (100%) of the insurable value (based on current replacement cost); (ii) use hazard insurance proceeds for losses to any Common Area for other than the repair, replacement or reconstruction of the Common Area; (iii) change the method of determining the obligations, assessments, dues or other charges that may be levied against the Owner of a Residence; or (iv) by act or omission change, waive or abandon any scheme of regulations or their enforcement pertaining to the architectural design or the exterior appearance of Residences, or the maintenance and up-keep of the Common Area. 6.3 Mergers. Upon a merger or consolidation of another corporation with the Association, its properties, rights and obligations may, as provided in its articles of incorporation, by operation of law be transferred to another surviving or consolidated corporation or, alternatively, the properties, rights and obligations of another corporation may by operation of law be added to the properties, rights and obligations of the Association as a surviving corporation pursuant to a merger. The surviving or consolidated corporation may administer the covenants and restrictions established by this Declaration within the Property together with the covenants and restrictions established upon any other properties as one scheme. No other merger or consolidation, however, shall effect any revocation, change or addition to the covenants established by this Declaration within the Property except as hereinafter provided.

13 Page 815 ARTICLE VII CONDEMNATION Whenever all or any part of the Common Area shall be taken (or conveyed in lieu of and under threat of condemnation by the Board acting on the written direction of Members representing at least two-thirds (2/3) of the total Association vote and the Declarant, (as long as the Declarant owns any Property described on Exhibit A)) by any authority having the power of condemnation or eminent domain, each Owner shall be entitled to notice thereof. The award made for such taking shall be payable to the Association as trustee for all Owners to be disbursed as follows: If the taking involves a portion of the Conirnon Area on which improvements have been constructed, then, unless within sixty (60) days after such taking Members representing at least seventy-five percent (75%) of the total vote of the Association and the Declarant (so long as the Declarant owns any property described in Exhibit A of this Declaration) shall otherwise agree, the Association shall restore or replace such improvements so taken on the remaining land included in the Common Area to the extent lands are available therefor, in accordance with plans approved by the Board of Directors. If such improvements are to be repaired or restored, the above provisions in Article V hereof regarding the disbursement of funds in respect to casualty damage or destruction that is to be repaired shall apply. If the taking does not involve any improvements on the Common Area, or if there is a decision made not to repair or restore, or if there are net funds remaining after any such restoration or replacement is completed, then such award or net funds shall be disbursed to the Association and used for such purposes as the Board of Directors of the Association shall determine. ARTICLE VIII RIGHTS AND OBLIGATIONS OF THE ASSOCIATION 8.1 Common Area and Recreational Facilities. The Association, subject to the rights of the Owners set forth in this Declaration, shall be responsible for the exclusive management and control of the Common Area and all improvements thereon (including, without limitation, recreational facilities, furnishings and equipment related thereto and common landscaped areas), and shall keep it in good, clean, attractive, and sanitary condition, order, and repair, pursuant to the terms and conditions hereof and consistent with the Community-Wide Standard. The Declarant may construct recreational facilities, including, without limitation, a swimming pool and related amenities, within the Common Area. Any recreational facilities constructed by the Declarant shall be for the exclusive use of the Owners, and shall be maintained and controlled by the Association in accordance with this Section. 8.2 Personal Property and Real Property for Common Use. The Association, through action of its Board of Directors, may acquire, hold, and dispose of tangible and intangible personal property and real property. The Board, acting on behalf of the Association, shall accept any real or personal property, leasehold, or other property interests within the Property conveyed to it by the Declarant. 8.3 Rules and Regulations. The Association, through its Board of Directors, may make and enforce reasonable rules and regulations governing the use of the Property, which rules

14 and regulations shall be consistent with the rights and duties established by this Declaration. Sanctions may include reasonable monetary fines and suspension of the right to vote and the right to use any recreational facilities on the Common Area. The Board shall, in addition, have the power to seek relief in any court for violations or to abate nuisances. Imposition of sanctions shall be as provided in the By-Laws of the Association. The Association, through the Board, by contract or other agreement, shall have the right to enforce local ordinances or permit Sumner County to enforce ordinances on the Property for the benefit of the Association and its Members. 8.4 Implied Rights. The Association may exercise any other right or privilege given to it expressly by this Declaration or the By-Laws, and every other right or privilege reasonably to be implied from the existence of any right or privilege given to it herein or reasonably necessary to effectuate any such right or privilege. 8.5 Governmental Interests. The Association shall permit the Declarant reasonable authority to designate sites within the Property for fire, police, water, sewer and other utility facilities. 9.1 Creation of Assessments. ARTICLE IX ASSESSMENTS Page 816 (a) There are hereby created assessments for Association expenses as may from time to time specifically be authorized by the Board of Directors to be commenced at the time and in the manner set forth in Section 9.7. There shall be three (3) types of assessments: (a) Base Assessments to fund Common Expenses for the benefit of all Members of the Association, (b) Special Assessments as described in Section 9.3, and (c) Architectural Control Assessments as set forth in Section 9.4. (b) Base Assessments shall be levied equally on all Lots, except as provided herein and in Section 9.3.i The-BasgelcsgeSsThieffr i ortots-owned-by-the-declarant-ordesignated Builders-shall-be-5%--of_the Base_Assessment -levied UP-on ' The other -Lots,CReduced. Base Asnei), provided, however, that-the Reduced Base. Assessment shall- expire --tiptiiiifie earlier to occur of(i)"-xtbrirdetreloperahlrob-ciipied for residential puimes---by,gn Ownef or (ii)- twelve (12) months-after-the- Lot is conveyed by -deed 'by-the,declaratit$provided further, no assessment shall be due upon any Lot which has been approved by Declarant for use as a model home for marketing and sales purposes until such time as it is occupied for residential purposes by an Owner. Special Assessments shall be levied as provided in Section 9.3. Each Owner, by acceptance of a deed or recorded contract of sale to any portion of the Property, is deemed to covenant and agree to pay these assessments. (c) All assessments, together with interest at,a rate not to exceed the highest rate allowed by Tennessee law as computed from the date the delinquency first occurs, costs, and reasonable attomey's fees, shall be a charge on the land and shall be a continuing lien upon the Lot against which each assessment is made. Each such assessment, together with interest, costs, and reasonable attorney's fees, shall also be the personal obligation of the Person who was the Owner of such Lot at the time the assessment arose, and his or her grantee shall be jointly and

15 Pe 817 severally liable for such portion thereof as may be due and payable at the time of conveyance, except no first Mortgagee, nominee of the Mortgagee, or third party purchaser who obtains title to a Lot pursuant to the remedies provided in the Mortgage shall be liable for unpaid assessments that accrued prior to such acquisition of title. (d) The Association shall, upon demand at any time, furnish to any Owner liable for any type of assessment a certificate in writing signed by an officer or management agent of the Association setting forth whether such assessment has been paid as to any particular Lot. Such certificate shall be conclusive evidence of payment to the Association of such assessment therein stated to have been paid. The Association may require the advance payment of a reasonable processing fee for the issuance of such certificate. (e) Assessments shall be paid in such manner and on such dates as may be fixed by the Board of Directors which may include, without limitation, acceleration of the annual Base Assessment for Owners delinquent in payment of assessments. Unless the Board otherwise provides, the Base Assessment shall be paid in quarterly installments. (f) No Owner may waive or otherwise exempt himself or herself from liability for the assessments provided for herein, including, by way of illustration and not limitation, by nonuse of Common Area or abandonment of the Lot. The obligation to pay assessments is a separate and independent covenant on the part of each Owner. No diminution or abatement of assessment or set-off shall be claimed or allowed by reason of any alleged failure of the Association or Board to take some action or perform some function required to be taken or performed by the Association or Board under this Declaration or the By-Laws, or for inconvenience or discomfort arising from the making of repairs or improvements which are the responsibility of the Association, or from any action taken to c,ornply with any law, ordinance, or with any order or directive of any municipal or other governmental authority. (g) The Association is specifically authorized to enter into subsidy contracts or contracts for "in kind" contribution of services or materials or a combination of services and materials with Declarant or other entities for the payment of some portion of the Common Expenses. (h) If two (2) or more Lots originally shown on a Plan are consolidated as a single Lot by virtue of partial vacation of a Plan, or the construction thereon of a Residence, some part of which extends over a Lot line, or if a Lot is divided by conveyance of portions thereof to owners of adjacent Lots, then, in any such events, so long as the consolidated or divided Lot is used in its entirety by one or more Owners of contiguous Lots, the vacated or divided Lot(s) shall cease to be Lot(s) for purposes of Assessments under this Article IX, and the consolidated Lots shall constitute one (1) Lot for purposes of Assessments under this Article IX. 9.2 Computation of Base Assessment. (a) It shall be the duty of the Board, at least sixty (60) days before the beginning of each fiscal year, to prepare a budget covering the estimated Common Expenses of the Association during the coming year. The budget shall include a capital contribution establishing a reserve fund in accordance with a capital budget separately prepared

16 Pase.818 (b) The Base Assessment to be levied for the coming year against each Lot subject to assessment under Section 9.7 below shall be computed by dividing the budgeted Common Expenses by the total number of Lots shown on the Plan for the property described on Exhibit A and property as, from time to time, may be subjected to this Declaration. The Board shall cause a copy of the Common Expense budget and notice of the amount of Base Assessment to be levied against each Lot for the following year to be delivered to each Owner at least thirty (30) days prior to the beginning of the fiscal year. Such budget and assessment shall become effective unless disapproved at a meeting of the Members by the vote of Members or their alternates representing at least a majority of the total Class A vote in the Association, and by the Class B Member, if such membership exists. There shall be no obligation to call a meeting for the purpose of considering the budget except on petition of the Members as provided for special meetings in the By-Laws. (c) Notwithstanding the foregoing, however, in the event the proposed budget is disapproved or the Board fails for any reason so to determine the budget for any year, then and until such time as a budget shall have been determined as provided herein, the budget in effect for the immediately preceding year shall continue for the current year. 9.3 Special Assessments. - (a) In addition to the assessments authorized in Section 9.1, the Association may levy a Special Assessment or Special Assessments from time to time; provided, such assessment shall have the affirmative vote or written consent of fifty-one (51%) percent of the total votes to be cast by the Class A Members and Class B Member collectively. The obligation to pay Special Assessments shall be computed on the same basis as for Base Assessments. Special Assessments shall be payable in such manner and at such times and may be payable in installments extending beyond the fiscal year in which the Special Assessment is approved, if the Board so determines. (b) The Association may also levy a Special Assessment against any Member to reimburse the Association for costs incurred in bringing a Member and his Lot into compliance with the provisions of the Declaration, any amendments thereto, the Articles, the By- Laws, and the Association rules, which Special Assessment may be levied upon the vote of the Board after notice to the Member and an opportunity for a hearing. 9.4 Architectural Control Assessment. If any Owner fails to comply with the Building Guidelines or other requirements for construction of improvements, landscaping or maintenance of a Lot, then the Association may levy against the Lot owned by such Owner an Architectural Control Assessment in an amount determined by the Board of Directors which does not exceed the greater of (1) Two Hundred Fifty Dollars ($250.00) for each day that such failure continues after written notice thereof is given by Declarant or the Association to such Owner or (ii) Fifty Thousand Dollars ($50,000.00). Such Architectural Control Assessment shall constitute a lien upon the Lot of such Owner and may be enforced in the manner provided herein. The levy of an Architectural Control Assessment shall be in addition to, and not in lieu of, any other remedies available to Declarant and/or the Association provided in this Declaration, at law or in equity in the case of the failure of an Owner to comply with the provisions of this Declaration and all applicable Supplemental Declarations

17 Page Lien for Assessments. Upon recording of a notice of lien on any Lot, there shall exist a perfected lien for unpaid assessments prior and superior to all other liens, except (1) all taxes, bonds, assessments, and other levies which by law would be superior thereto, and (2) the lien or charge of any first Mortgage of record (meaning any recorded Mortgage with first priority over other Mortgages) made in good faith and for value. Such lien, when delinquent, may be enforced by suit, judgment, and foreclosure. The Association, acting on behalf of the Owners, shall have the power to bid for the Lot at foreclosure sale and to acquire and hold, lease, mortgage, and convey the same. During the period in which a Lot is owned by the Association following foreclosure: (a) No right to vote shall be exercised on its behalf; (b) no assessment shall be assessed or levied on it; and (c) each other Lot shall be charged, in addition to its usual assessment, its equal pro rata share of the assessment that would have been charged such Lot had it not been acquired by the Association as a result of foreclosure. Suit to recover a money judgment for unpaid Common Expenses and attorney's fees shall be maintainable without foreclosing or waiving the lien securing the same. 9.6 Capital Budget and Contribution. The Board of Directors shall annually prepare a capital budget to take into account the number and nature of replaceable assets and the replacement cost thereof. The Board shall set the required capital contribution, if any, in an amount sufficient to permit meeting the projected capital needs of the Association, as shown on the capital budget, with respect both to amount and timing by annual assessments over the period of the budget. The capital contribution required, if any, shall be fixed by the Board and included within and distributed with the budget and assessment, as provided in Section Date of Commencement of Assessments. Except as provided in Section 9.1(b) hereinabove, the assessments provided for herein shall commence as to each Lot on the date of conveyance of the Lot by Declarant. Assessments shall be due and payable in a manner and on 'a schedule as the Board of Directors may provide. The first annual assessnient shall be adjusted according to the number of days remaining in the fiscal year at the time assessments commence on the Lot. 9.8 Subordination of the Lien to Institutional First Mortgages. The lien of assessments, including interest, late charges (subject to the limitations of Tennessee law), and costs (including attorney's fees) provided for herein, shall be subordinate to the lien of any institutional first Mortgage upon any Lot. The sale or transfer of any Lot shall not affect the assessment lien. However, the sale or transfer of any Lot pursuant to foreclosure of an institutional first Mortgage, or transfer to an institutional first Mortgagee or third party pursuant to a deed in lieu of foreclosure, shall extinguish the lien of such assessments as to payments which became due prior to such sale or transfer. No sale or transfer shall relieve such Lot from lien rights for any assessments thereafter becoming due. Where the Mortgagee holding an institutional first Mortgage of record or other purchaser of a Lot obtains title pursuant to remedies under the Mortgage, its successors and assigns shall not be liable for the share of the Common Expenses or assessments by the Association chargeable to such Lot which became due prior to the acquisition of title to such Lot by such acquirer. Such unpaid share of Common Expenses or assessments shall be deemed to be Common Expenses collectible from Owners of all the Lots, including such acquirer, its successors and assigns

18 Page Exempt Property. Notwithstanding anything to the contrary herein, the following property shall be exempt from payment of Base Assessments and Special Assessments: (a) all Common Area; and (b) all property dedicated to and accepted by any governmental authority or public utility, including, without limitation, public schools, public streets, and public parks, if any Certificates. The Association shall, upon demand by an Owner, at any time, furnish a certificate in writing signed by an officer of the Association that the Assessments on a Lot have been paid or that certain Assessments remain unpaid, as the case may be. ARTICLE X ARCHITECTURAL STANDARDS 10.1 Authority. The Board of Directors shall have the authority and standing, on behalf of the Association, to enforce in courts of competent jurisdiction decisions of the Architectural Control Committee. This Article may not be amended without the Declarant's written consent so long as the Declarant owns any property subject to this Declaration. No construction, which term shall include within its definition staking, clearing, excavation, grading, and other site work, no exterior alteration or modification of existing improvements, and no removal of trees shall take place except in strict compliance with this Declaration until the requirements of each have been fully met, and until the approval of the appropriate entities has been obtained Architectural Control Committee. (a) The Architectural Control Committee ("ACC") shall have exclusive jurisdiction over all original construction on any portion of the Property, and all modifications, additions, or alterations made on or to existing Lots or structures containing Lots and the Common Area. The ACC shall prepare and, on behalf of the Board of Directors, shall promulgate the Building Guidelines, the application and review procedures and shall promulgate detailed standards and procedures governing the ACC's areas of responsibility and practice, consistent with the Community-Wide Standard. Copies of the Building Guidelines shall be available from the ACC for review. The guidelines and procedures shall be those of the Association, and the ACC shall have sole and full authority to prepare and to amend the standards. It shall make the standards available to Owners, builders, and developers who seek to engage in development of or construction upon all or any portion of the Property and such Owners, builders and developers shall conduct their operations strictly in accordance therewith. (b) Except as otherwise expressly provided in this Declaration or a Supplemental Declaration, no improvements, alterations, repairs, change of colors, excavations, changes in grade, planting or other work that in any way alters any Lot or the exterior of the improvements located thereon from its natural or improved state existing on the date such Lot was first conveyed in fee by Declarant to another Owner (including, but not limited to, (i) construction, erection or alteration of any Residence, other building, fixture, equipment, fence, -16-

19 Page 821 wall, deck, swimming pool, ball court, patio, parking area, or other structure on a Lot, or (ii) any plantings, other landscaping or exterior lighting on a Lot or (iii) the installation or alteration of any signage on a Lot) shall be made or done without the prior approval by the ACC of (i) a site plan prepared by a licensed engineer or architect, (ii) foundation plan and proposed finished floor elevations, (iii) building plans, including elevation and floor plans, (iv) material plans and specifications, (v) landscaping plan, (vi) exterior lighting plan, (vii) tree preservation plan and (viii) all other data or information that the ACC may request with respect to the improvement or alteration of a Lot (including but not limited to the landscaping thereof) or the construction or alteration of a Residence or other structure or improvement thereon (collectively, a "Lot Development Plan"). Prior to the commencement by any Owner other than Declarant or a Designated Builder of any improvement or building activity on a Lot, a Lot Development Plan with respect thereto shall be submitted to the ACC, and no improvements or building activity shall be commenced or continued by any Person other than Declarant or a Designated Builder without the prior written approval of the ACC of a Lot Development Plan relating to such improvement or building activity. Such approval shall be in addition to, and not in lieu of, all approvals, consents, permits and/or variances required by law from governmental authorities having jurisdiction over Meadows of Indian Lake, and no Owner shall undertake any construction activity within Meadows of Indian Lake unless all legal requirements have been satisfied. Each Owner shall complete all improvements to a Lot strictly in accordance with the Lot Development Plan approved by the ACC. As used in this subsection (b), "plantings" does not include flowers, bushes, shrubs or other plants having a height of less than thirty (30) inches. In the event the ACC fails to approve, modify or disapprove in writing a Lot Development Plan within sixty (60) days after such plan has been duly filed with the ACC in accordance with procedures established by Declarant or, subsequent to the Applicable Date, the Board of Directors of the Association, approval will be deemed denied. A decision of the ACC (including a denial resulting from the failure of such Board to act on the plan within the specified period) may be appealed to the Board of Directors which may reverse or modify such decision (including approve a Lot Development Plan deemed denied by the failure of the ACC to act on such plan within the specified period) by a two-thirds (2/3) vote of the Directors then serving. (c) During the Class B Control Period, the Declarant shall act as the ACC. Following the termination of the Class B Control Period, the ACC shall be composed of four (4) persons: three (3) appointed by the Declarant, one elected by the Members. The Member representative will be provided by the Declarant until one is elected by the Members. In the event of death or resignation of any member of the Committee, the remaining members shall have full authority to designate a successor. Until the Applicable Date, the Declarant shall retain its right to appoint its three (3) members of the ACC. There shall be no surrender of this right prior to that time except in a written instrument in recordable form executed by Declarant. Upon the expiration of such right, the Board of Directors shall appoint the three (3) members of the ACC previously appointed by Declarant No Waiver of Future Approvals. The approval of either the ACC of any proposals or plans and specifications or drawings for any work done or proposed, or in connection with any other matter requiring the approval and consent of such Committee, shall not be deemed to constitute a waiver of any right to withhold approval or consent as to any

20 Page /322 similar proposals, plans and specifications, drawings, or matters whatever subsequently or additionally submitted for approval or consent Variance. The ACC may authorize variances from compliance with any of the provisions of the design standards when circumstances such as topography, natural obstructions, hardship, or aesthetic or environmental considerations require, but only in accordance with duly adopted rules and regulations. Such variances may only be granted, however, when unique circumstances dictate and no variance shall (a) be effective unless in writing, (b) be contrary to the restrictions set forth in the body of this Declaration or the Building Guidelines, or (c) estop the Committee from denying a variance in other circumstances. For purposes of this Section, the inability to obtain approval of any governmental agency, the issuance of any permit, or the terms of any financing shall not be considered a hardship warranting a variance No Liability. Plans and specifications are not approved for engineering or structural design or quality of materials, and by approving such plans and specifications, neither the Declarant, the ACC, the Board, their designees nor the Association assumes liability or responsibility therefor, nor for any defect in any structure constructed from such plans and specifications. Neither Declarant, the Association, the ACC,. the Board, the Board's designee, nor any of the officers, directors, members, employees, and agents of any of them shall be liable in damages to anyone submitting plans and specifications to any of them for approval, or to any Owner of property affected by this Declaration by reason of mistake in judgment, negligence, or nonfeasance arising out of or in connection with the approval or disapproval or failure to approve or disapprove any such plans and specifications. Every Owner agrees that such person or Owner will not bring any action or suit against Declarant, the Association, the ACC, the Board, the Board's designees, or the officers, directors, members, employees, and agents of any of them to recover any damages and hereby releases, remises, quitclaims and covenants not to sue for all claims, demands, and causes of action arising out of or in connection with any judgment, negligence, or nonfeasance and hereby waive the provisions of any law which provides that a general release does not extend to the claims, demands, and causes of action not known at the time the release is given Application of Guidelines and Standards. The ACC shall apply the Building Guidelines in a fair, uniform and reasonable manner consistent with the discretion inherent in the design review process. In disapproving any Lot Development Plan, the ACC shall furnish the applicant with specific reasons for such disapproval and may suggest modifications in such plan which would render the plan acceptable to the Board if resubmitted Design Consultants. The ACC may utilize the services of architectural, engineering and other Persons possessing design expertise and experience in evaluating Lot Development Plans. No presumption of any conflict of interest or impropriety shall be drawn or assumed by virtue of the fact that any of such consultants are affiliated with Declarant or a Designated Builder or may, from time to time, represent Persons filing Lot Development Plans with the ACC Exercise of Discretion. Declarant intends that the members of the ACC exercise discretion in the performance of their duties consistent with this Article X, and every Owner by the purchase of a Lot shall be conclusively presumed to have consented to the exercise of

21 Pave 823 discretion by such members. In any judicial proceeding challenging a determination by the ACC and in any action initiated to enforce this Declaration in which an abuse of discretion by the ACC is raised as a defense, abuse of discretion may be established only if a reasonable Person, weighing the evidence and drawing all inferences in favor of the Board, could only conclude that such determination constituted an abuse of discretion Liability of Board. Neither the ACC, nor any member or agent thereof, nor the Declarant shall be responsible in any way for any defects in any plans, specifications or other materials submitted to it, nor for any defects in any work done according thereto. Further, the Board does not make, and shall not be deemed by virtue of any action of approval or disapproval taken by it to have made, any representation or warranty as to the suitability or advisability of the design, the engineering, the method of construction involved, or the materials to be used Inspection. Members of the ACC may inspect work being performed to assure compliance with these Restrictions and applicable regulations Use of Lots During Construction. (a) By Declarant. Notwithstanding any provisions to the contrary contained herein or in any other instrument or agreement, Declarant or its sales agents or contractors may maintain during the period of construction and sale of Lots and Residences in the Property, upon such portion thereof as is owned or leased by Declarant, such facilities as in the sole opinion of Declarant may be reasonably required, convenient or incidental to the construction and sale of Lots and Residences, including, but without limiting the generality thereof, a business office, storage area, construction yards, signs, model Residences and sales offices. Declarant specifically reserves the right to maintain a sales office in the Common Area during the period that it is engaged in the sale of Lots in the Meadows of Indian Lake. (b) By Builders. Notwithstanding any provisions to the contrary contained herein, a Designated Builder and, with the consent of the Board of Directors, who has constructed a Residence in the Meadows of Indian Lake may use such Residence as a "model" home and may hold such home open to the public, either individually or as part of a "home show" approved by the Board of Directors. With the approval of Declarant, visitors to such model home may use Lots owned by Declarant or the builder that are adjacent to or in proximity to such model home for parking. ARTICLE XI USE RESTRICTIONS AND MAINTENANCE COVENANTS 11.1 Enforcement. The Property shall be used only for residential, recreational, and related purposes (which may include, without limitation, offices for any property manager retained by the Association or business offices for the Declarant), all as may more particularly be set forth in this Declaration and amendments hereto. The Supplemental Declarations may impose stricter standards than those contained in this Article. The Association, acting through its Board of Directors, shall have standing and the power to enforce such standards. The Association, acting through its Board of Directors, shall have authority to make and to enforce standards and restrictions governing the use of the Property in addition to those contained herein, and to impose

22 Pane 824 reasonable user fees for use of Common Area facilities. Such regulations and use restrictions shall be binding upon all Owners and occupants until and unless overruled, canceled or modified in a regular or special meeting of the Association by majority vote of the Class A Members and by concurring vote of the Class B member, so long as such membership shall exist Use as Residence. A Lot may be used only for residential purposes, and only one Residence may be constructed thereon. No portion of any Lot may be sold or subdivided such that there will be thereby a greater number of Residences than the number of original Lots depicted on the Plan. Notwithstanding any provision in the applicable zoning ordinance to the contrary, no Lot may be used for any "Special Use" that is not clearly incidental and necessary to single-family dwellings. No home occupation shall be conducted or maintained on any Lot other than one which does not constitute a special use" and is incidental to a business, profession or occupation of the Owner or occupant of such Lot and which is generally or regularly conducted at another location which is away from such Lot. No signs of any nature, kind or description shall be erected, placed, or permitted to remain on any Lot advertising a permitted home occupation Size of Residence. Except as otherwise provided herein, or in a Supplemental Declaration, no Residence may be constructed on any Lot unless such Residence, exclusive of open porches, attached garages and basements, shall have a gross floor area equal to or greater than the square footage specified in the Building Guidelines applicable to the Lot as of the date construction of the Residence on the Lot commences. Subsequent to completion of construction of a Residence on a Lot pursuant to an approved Lot Development Plan, the minimum gross floor area for a Residence on such Lot may not be increased by the ACC without the written consent of the then Owner of such Lot Building Location and Finished Floor Elevation. No building may be erected between the building line, if shown on the Plan, and the front Lot line, and no structure or part thereof (exclusive of open areas or terraces, unenclosed porches not more than one story high, fireplace chimney and architectural features that project no more than two (2) feet) may be built or erected nearer to any side or rear Lot line than permitted by the Building Guidelines. In the event of consolidation of lots on a building site, the yard dimensions required by the applicable zoning ordinance and the Building Guidelines shall be applied to the consolidated building site and setbacks shall be measured fr0111 the exterior Lot lines of the consolidated building site Building Guidelines. Each Owner shall at all times comply with the requirements of the Building Guidelines applicable to such Owner's Lot Driveways. All driveways from the street to the garage shall be either brushed finished or exposed aggregate concrete or approved equal Parking and Garages. Vehicles shall be parked only in the garages, parking tracts, or in the driveways, if any, serving the Lots or in appropriate spaces or designated areas in which parking may be assigned and then subject to such reasonable rules and regulations as the Board of Directors may adopt. The Board of Directors may, in its discretion, require registration of vehicles of occupants of Lots. The Declarant and/or the Association may designate certain onstreet parking areas for visitors or guests subject to reasonable rules. No truck having more than

23 Pawe 825 four wheels, trailer, motorcycle, motor home, bus, commercial vehicle, camper vehicle, camper trailer or boat shall be parked or kept on any Lot at any time unless housed in a garage or basement. However, not withstanding the foregoing, a boat of twenty (20) feet or less in length equipped with a fitted cover on a trailer may be parked in a driveway or turnaround. Such privilege is granted to any Lot Owner but may be unilaterally revoked by the ACC at any time, such revocation shall not be subject to debate or litigation Landscaping. No artificial vegetation shall be permitted on the exterior of any portion of the Property. No natural vegetation shall be removed, except for diseased or dead natural vegetation, unless approved in accordance with Article X of this Declaration. Exterior sculpture, fountains, flags, and similar items must be approved in accordance with Article X. The ACC shall have the authority to establish minimum landscape requirements per Lot. All required landscaping shall be in place within one hundred twenty (120) days after occupancy of the property by an Owner other than Declarant or a Designated Builder Signs. Except for such signs as Declarant may in its absolute discretion display in connection with the development of the Meadows of Indian Lake and the sale of Lots therein, such signs as may be located on the Common Area and such signs as may, with the consent of Declarant, be displayed by a Designated Builder to advertise the property during construction and sale of Residences and the maintenance of model homes, no sign of any kind shall be displayed to the public view on any Lot except that one sign of not more than six (6) square feet may be displayed at any time for the purpose of advertising the property for sale or for rent Occupants Bound. All provisions of the Declaration, By-Laws and of any rules and regulations or use restrictions promulgated pursuant thereto that govern the conduct of Owners and that provide for sanctions against Owners shall also apply to all occupants, guests and invitees of any Lot. Every Owner shall cause all occupants of his or her Lot to comply with the Declaration, By-Laws, and the rules and regulations adopted pursuant thereto, and shall be responsible for all violations and losses to the Common Area caused by such occupants, notwithstanding the fact that such occupants of a Lot are fully liable and may be sanctioned for any violation of the Declaration, By-Laws, and rules and regulations adopted pursuant thereto Animals and Pets. No animals, livestock, or poultry of any kind shall be raised, bred, or kept on any portion of the Property, except that dogs, cats, or other usual and common household pets not to exceed a total of two (2) may be permitted in a Lot. No pets are permitted to roam free; those that, in the sole discretion of the Association, endanger the health, make objectionable noise, or constitute a nuisance or inconvenience to the Owners of other Lots or the owner of any portion of the Property shall be removed upon request of the Board; if the owner fails to honor such request, the pet may be removed by the Board. No pets shall be kept, bred, or maintained for any commercial purpose. Dogs which are household pets shall at all times whenever they are outside a Lot be confined on a leash held by a responsible person Nuisance. No portion of the Property shall be used, in whole or in part, for the storage of any Property or thing that will cause it to appear to be in an unclean or untidy condition or that will be obnoxious to the eye; nor shall any substance, thing, or material be kept upon any portion of the Property that will emit foul or obnoxious odors or that will cause any noise or other condition that will or might disturb the peace, quiet, safety, comfort, or serenity of

24 Pase 826 the occupants of surrounding property. No noxious or offensive activity shall be carried on upon any portion of the Property, nor shall anything be done thereon tending to cause embarrassment, discomfort, annoyance, or nuisance to any person using any portion of the Property. There shall not be maintained any plants or animals or device or thing of any sort whose activities or existence in any way is noxious, dangerous, unsightly, unpleasant, or of a nature as may diminish or destroy the enjoyment of the Property Unsightly or Unkempt Conditions. It shall be the responsibility of each Owner to prevent the development of any unclean, unhealthy, unsightly, or unkempt condition on his or her Lot. Each owner shall observe all governmental building codes, health regulations which may be applicable to his Lot. In the event of any conflict between any provision of any such governmental code, regulation or restriction and this Declaration, the more restrictive provision shall apply. No lumber, brick, stone, block, concrete or other building materials, nor any other thing used for building purposes shall be stored on any Lot except for the purpose of construction on such Lot, and then only for such length of time as reasonably necessary for the construction of the improvements then in progress. The pursuit of hobbies or other activities, including specifically, without limiting the generality of the foregoing, the assembly and disassembly of motor vehicles and other mechanical devices which might tend to cause disorderly, unsightly, or unkempt conditions, shall not be pursued or undertaken on any part of the Property Antennas. All television antennas and other antennas and aerials other than satellite dish antennas shall be located inside the attic, unless otherwise expressly permitted by the ACC in writing. Satellite dish antennas of no greater than twenty (20) inches in diameter shall be attached to the main structure and shall be erected so as to not be visible from the street in front of the Lot. No freestanding radio or television antenna shall be permitted on any Lot, without the written consent of the ACC. The Declarant and/or the Association shall have the right, without obligation, to erect an aerial, satellite dish, or other apparatus for a master antenna or cable system for the benefit of all or a portion of the Property, should any such master system or systems be utilized by the Association and require any such exterior apparatus Clotheslines, Garbage Cans. Tanks, Etc. All clotheslines, garbage cans, gas grill tanks, and other similar items shall be located or screened so as to be concealed from view of neighboring Lots, streets, and property located adjacent to the Lot. All rubbish, trash, and garbage shall be regularly removed from the Property and shall not be allowed to accumulate thereon. Incinerators for garbage, trash or other refuse shall not be used nor permitted to be erected or placed on any Lot. Any and all equipment, coolers, woodpiles, garbage cans, refuse or storage piles placed on any Lot, whether temporary or permanent, shall be walled in to conceal the same from view of neighboring Lots, roads, street, and open areas. Plans for all screening walls and enclosures must be approved by the ACC Subdivision of Lot. No Lot shall be subdivided or its boundary lines changed except with the prior written approval of the Board of Directors of the Association. Declarant, however, hereby expressly reserves the right to replat any Lot or Lots owned by Declarant. Any such division, boundary line change, or replotting shall not be in violation of the applicable subdivision and zoning regulations

25 Page Guns. The discharge of firearms within the Property is prohibited. The term "firearms" includes "B-B" guns, pellet guns, and other firearms of all types, regardless of size Pools. No above-ground pools shall be permitted. Swimming pools must be located to the rear of the main dwelling, shall not encroach on any building setback lines Irrigation. No sprinkler or irrigation system of any type which draws upon water from creeks, streams, rivers, lakes, ponds, wetlands, canals or other ground or surface waters within the Property shall be installed or constructed and are prohibited on the Property. Provided, however, this Section shall not apply to the Declarant, and it may not be amended without Declarant's written consent so long as Declarant has the right to add property in accordance with this Declaration. Wells and tap-insurance to the water system are prohibited without the written permission of Sumner County, City of Hendersonville and of the Association Tents, Trailers, Temporary Structures and Storage. Except as may be permitted by the ACC during initial construction within the Property, no tent, utility shed, shack, trailer, mobile home, barn, houseboat or other structure of a temporary nature shall be placed upon a Lot or any part of the Property, or used as a substitute for a permanent residence either on a temporary or a permanent basis. No detached structure shall be placed, erected, allowed or maintained upon any Lot without the prior written consent of the ACC. All detached structures must be consistent in design materials and color with the dwelling on the Lot Drainage and Septic Systems. Catch basins and drainage areas are for the purpose of natural flow of water only. No obstructions or debris shall be placed in these areas. No one other than Declarant my obstruct or rechannel the drainage flows after location and installation of drainage swales, storm sewers, or storm drains. Declarant hereby reserves a perpetual easement across the Property for the purpose of altering drainage and water flow. No individual water supply system, or individual sewage disposal system shall be installed, maintained or used on any Lot Sight Distance at Intersections. All property located at street intersections shall be landscaped so as to permit safe sight across the street corners. No fence, wall, hedge, or shrub planting shall be placed or permitted to remain where it would create a traffic or sight problem Air Conditioning Lots, Utility Meters and Solar Devices. Except as may be permitted by the Board or its designee, no window air conditioning units may be installed on any structure. No artificial or man-made device which is designed or used for collection of or heating solar energy or other similar purposes shall be placed erected, allowed or maintained upon any portion of any Lot without the prior written consent of the ACC Lighting. Except for seasonal Christmas decorative lights, which may be displayed between November 1 and January 30 only, all exterior lights must be approved in accordance with Article X of this Declaration Fences, Mailboxes and Street Numbers. All fences constructed on any Lot shall be of a decorative nature and in harmony with the surrounding area. Fences may not be constructed closer to any street than the main rear wall of the house located on the Lot. No - 23.

26 Page 828 fences shall be permitted unless constructed in strict accordance with plans, approved in writing, by the ACC. Such plans must indicate the size, height, materials used and exact location of the fence, and shall further include the type and quantity of screening and landscaping in and around the fence. Variation may be submitted to the ACC for consideration. No dog runs or animal pens shall be permitted on any Lot except as approved in accordance with this Declaration. Mailboxes and street numbers shall be in accordance with the Building Guidelines and the standards promulgated by the ACC Business Use. No trade or business may be conducted in or from any Lot, except that an Owner or occupant residing in a Lot may conduct business activities within the Lot so long as: (a) the existence or operation of the business activity is not apparent or detectable by sight, sound or smell from outside the Lot; (b) the business activity conforms to all zoning requirements for the Property; (c) the business activity does not involve persons coming onto the Property who do not reside in the Property or door-to-door solicitation of residents of the Property; and (d) the business activity is consistent with the residential character of the Property and does not constitute a nuisance, or a hazardous or offensive use, or threaten the security or safety of other residents of the Property, as may be determined in the sole discretion of the Board. The terms "business" and "trade", as used in this provision, shall be construed to have their ordinary, generally accepted meanings, and shall include, without limitation, any occupation, work or activity undertaken on an ongoing basis which involves the provision of goods or services to persons other than the provider's family and for which the provider receives a fee, compensation, or other form of consideration, regardless of whether: (i) such activity is engaged in full or part-time; (ii) such activity is intended to or does generate a profit; or (iii) a license is required therefor. Notwithstanding the above, the leasing of a Lot shall not be considered a trade or business within the meaning of this Section. This Section shall not apply to any activity conducted by the Declarant with respect to its development and sale of the Property or its use of any Lots which it owns within the Property On-Site Fuel Storage. No on-site storage of gasoline, heating or other fuels shall be permitted on any part of the Property except that up to five (5) gallons of fuel maybe stored on' each Lot for emergency purposes and operation of lawn mowers and similar tools or equipment Roofs. All buildings constructed on said property shall have a roof covering as set forth in the Building Guidelines and as approved by the ACC Vegetable Garden. Any vegetable garden must be located upon the rear portion of each Lot to conform to the general landscaping of the Lot, screened from the view of adjoining Owners, and be the least objectionable as possible to adjacent Lots. ARTICLE XII EASEMENTS 12.1 Easements of Encroachment. Each Lot and the Common Areas are hereby declared to be subject to a reciprocal easement for the purpose of accommodating any encroachment due to engineering errors, errors in original construction, settlement or shifting of the building, or any other similar cause, and any encroachment due to building overhang or

27 Page 829 projection. There shall be valid easements for the maintenance of said encroachments so long as they shall exist, and the rights and obligations of owners shall not be altered in any way by said encroachment, settling or shifting; provided, however, that in no event shall a valid easement for encroachment be created in favor of an Owner if said encroachment occurred due to the willful act or acts with full knowledge of said Owner. In the event any Lot is partially or totally destroyed, and then repaired or rebuilt, minor unintentional encroachments over adjoining Lots shall be permitted, and that there shall be valid easements for the maintenance of said encroachments so long as they shall exist. 122 Easements of Enjoyment. No Person shall have any right or easement of enjoyment in or to the Common Area except to the extent granted by, and subject to the terms and provisions of, this Declaration or any Supplemental Declaration. Such rights and easements as are thus granted shall be appurtenant to and shall pass with the title to every Lot for whose benefit they are granted. Unless otherwise provided in a Supplemental Declaration or a Plan, all Owners may use the Common Area subject to the reserved rights of Declarant and the Association Extent of Easements. The easements of enjoyment of the Common Area created hereby shall be subject to the following: (a) the right of the Association to establish reasonable rules for the use of the Common Area and to charge reasonable admission and other fees for the use of any recreational facilities located in or constituting a part of the Common Area except that no fee shall be charged to those specifically authorized to use such facilities by this Declaration or any Supplemental Declaration unless the Association is specifically authorized to do so by this Declaration or a Supplemental Declaration; (b) the right of the Association to suspend the right of an Owner and all Persons whose right to use the Common Area derives from such Owner's ownership of a Lot to use such portions of the Common Area for any period during which any assessment against his or her Lot remains unpaid for more than thirty (30) days after notice; (c) the right of the Association to suspend the right of an Owner or any Person, whether claiming through the Owner or otherwise, to use the Common Area for a period not to exceed one hundred eighty (180) days for any other infraction of this Declaration, any Supplemental Declaration, the Building Guidelines or the directive of the ACC; (d) the right of the Association to mortgage any or all of the Common Area and the facilities constructed thereon for the purposes of improvements to, or repair of, the Common Area or facilities constructed thereon, pursuant to approval of two-thirds (2/3) of the votes of the Members (excluding Declarant) or two-thirds (2/3) of the Mortgagees (based on one vote for each first mortgage owned), voting in person or by proxy at a regular meeting of the Association or a meeting duly called for this purpose; (e) the right of the Association to dedicate or transfer all or any part of the Common Area to any public agency, authority or utility, but no such dedication or transfer shall be effective unless an instrument signed by the appropriate officers of the Association acting

28 Pane 830 pursuant to authority granted by two-thirds (2/3) of the votes of the Members (excluding Declarant) or two-thirds (2/3) of the Mortgagees (based on one vote for each first mortgage owned), agreeing to such dedication or transfer, has been recorded; and (f) the right of Declarant in any Supplemental Declaration or Plan to restrict the use of Common Area located in a phase or section to (a) Owners of Residences located in such phase or section or (b) to other Owners of less than all of the Lots in the Property Platted Easements. In addition to such easements as are created elsewhere in this Declaration and as may be created by Declarant pursuant to written instruments recorded in the office of the Recorder of Sumner County, Tennessee, Lots are subject to various easements, either separately or in any combination thereof, as shown on the Plats, which are reserved for the use of Declarant, Owners, the Association, the ACC, public utility companies and governmental agencies as follows: (a) Drainage Easements are created to provide paths and courses for area and local storm drainage, either overland or in adequate underground conduit, to serve the needs of the Meadows of Indian Lake and adjoining ground and/or public drainage systems; and it shall be the individual responsibility of each Owner to maintain the drainage across his or her own Lot. Under no circumstance shall said easement be blocked in any manner by the construction or reconstruction of any improvement, nor shall any grading restrict, in any manner, the water flow. Said areas are subject to construction or reconstruction to any extent necessary to obtain adequate drainage at any time by any governmental authority having jurisdiction over drainage, by Declarant, and by the ACC, but neither Declarant nor the ACC shall have any duty to undertake any such construction or reconstruction. Said easements are for the mutual use and benefit of the Owners. (b) Sewer Easements are created for the use of the regulated utility or governmental agency having jurisdiction over any storm and sanitary waste disposal system which may be designed to serve the Meadows of Indian Lake for the purpose of installation and maintenance of sewers that are a part of said system. (c) Utility Easements are created for the use of Declarant, the Association and all public utility companies, not including transportation companies, for the installation and maintenance of mains, ducts, poles, lines and wires, as well as for all uses specified in the case of sewer easements. (d) Entry Way Easements are created for the use by Declarant, the ACC and the Association for the installation, operation and maintenance of the entrance(s) to the Meadows of Indian Lake. (e) Landscape Easements are created for the use by Declarant, the ACC and the Association, at their election, for the planting and maintenance of trees, shrubs and other plantings and the installation and maintenance of fencing. Common Area Access Easements are created for the use of Declarant and the Association for the purpose of gaining access to the Common Area in the course of -26 -

29 Pase 831 maintenance, repair or replacement thereof and for the use of Owners for the purpose of gaining access to such Common Area to enjoy the use thereof to the extent authorized herein or in a Supplemental Declaration. (g) Non-Access Easements are created to preclude access from certain Lots to abutting rights-of-way across the land subject to such easements. (h) Access Easements are created to provide access over and across private drives by Declarant, the Association, public utility companies and the Owners of Lots abutting the private drive to which the Access Easement pertains, and for purposes of installation and maintenance of the private drives by Declarant and the Association. All easements mentioned herein include the right of reasonable ingress and egress for the exercise of other rights reserved. No structure, including fences, shall be built on any drainage, sewer or utility easement if such structure would interfere with the utilization of such easement for the purpose intended or violate any applicable legal requirement or the terms and conditions of any easement specifically granted to a Person who is not an Owner by an instrument recorded in the Office of the Register of Sumner County, but a paved driveway necessary to provide access to a Lot from a public street or private drive and a sidewalk installed by or at the direction of Declarant (and replacements thereof) shall not be deemed a "structure" for the purpose of this Restriction General Easement. There is hereby created a blanket easement over, across, through and under the Property for ingress, egress, installation, replacement, repair and maintenance of underground utility and service lines and systems, including but not limited to water, sewers, gas, telephones, electricity, television, cable or communication lines and systems. By virtue of this easement it shall be expressly permissible for Declarant or the providing utility or service company to install and maintain facilities and equipment on the Property and to excavate for such purposes if Declarant or such company restores the disturbed area as nearly as is practicable to the condition in which it was found. No sewers, electrical lines, water lines, or other utility service lines or facilities for such utilities may be installed or relocated within the Property except as proposed and approved by Declarant prior to the conveyance of the first Lot to an Owner or by the ACC thereafter. Should any utility furnishing a service covered by the general easement herein provided request a specific easement by separate recordable document, Declarant or the Association shall have the right to grant such easement on the Property without conflicting with the terms hereof. This blanket easement shall in no way affect any other recorded easements on the Property, shall be limited to improvements as originally constructed, and shall not cover any portion of a Lot upon which a Residence has been constructed Public Health and Safety Easements. An easement is hereby created for the benefit of, and granted to, all police, fire protection, ambulance, delivery vehicles, and all similar Persons to enter upon the Common Area in the performance of their legally authorized duties Crossing Underground Easements. Easements utilized for underground service may be crossed by driveways, walkways and Common Area Access Easements provided prior arrangements are made with the utility company furnishing service. Such easements as are actually utilized for underground service shall be kept clear of all other improvements, including -27 -

30 Page 832 buildings, patios, or other pavings, other than crossings, driveways, walkways or Common Area Access Easements, and neither Declarant nor any utility company using the easements shall be liable for any damage done by either of them or their assigns, agents, employees, or servants to shrubbery, trees, flowers or other improvements of the Owner located on the land covered by said easements Water Retention. The Owner of each Lot, by acceptance of a deed thereto, consents to the temporary storage (detention) of storm water within the drainage easements on such Owner's Lot. ARTICLE XIII GENERAL PROVISIONS 13.1 Term. The covenants and restrictions of this Declaration shall run with and bind the Property, and shall inure to the benefit of and shall be enforceable by the Association or the Owner of any Property subject to this Declaration, their respective legal representatives, heirs, successors, and assigns, for a term of twenty-five (25) years from the date this Declaration is recorded, after which time they shall be automatically extended for successive periods of ten (10) years, unless an instrument in writing, signed by a majority of the then Owners, has been recorded within the year preceding the beginning of each successive period of ten (10) years, agreeing to change said covenants and restrictions, in whole or in part, or to terminate the same, in which case this Declaration shall be modified or terminated as specified therein Amendment. Prior to the conveyance of the first Lot, Declarant may unilaterally amend this Declaration. After such conveyance, the Declarant may amend this Declaration so long as it still owns any Lot. No amendment required by any local, state or federal governmental authority or agency will be deemed material. Thereafter and otherwise, this Declaration may be amended only by the affirmative vote or written consent, or any combination thereof, of seventy- Eve (75%) percent of the voting interests of the Members. Any amendment to be effective must be recorded in the public records of Sumner County, Tennessee. If an Owner consents to any amendment to this Declaration or the By-Laws, it will be conclusively presumed that such Owner has the authority so to consent and no contrary provision in any Mortgage or contract between the Owner and a third party will affect the validity of such amendment. No amendment may remove, revoke, or modify any right or privilege of Declarant without the written consent of Declarant or the assignee of such right or privilege. No amendment may impair the validity or priority of the lien of any Mortgage held by a Mortgagee or impair the rights granted to Mortgagees herein without the prior written consent of such Mortgagees Indemnification. The Association shall indemnify every officer, director, and committee member against any and all expenses, including counsel fees, reasonably incurred by or imposed upon such officer, director, or committee member in connection with any action, suit, or other proceeding (including settlement of any suit or proceeding, if approved by the then Board of Directors) to which he or she may be a party by reason of being or having been an officer, director, or committee member. The officers, directors, and committee members shall not be liable for any mistake of judgment, negligent or otherwise, except for their own individual willful misfeasance, malfeasance, misconduct, or bad faith. The officers and directors shall have no personal liability with respect to any contract or other commitment made by them, in good

31 Pane 833 faith, on behalf of the Association (except to the extent that such officers or directors may also be Members of the Association), and the Association shall indemnify and forever hold each such officer and director free and harmless against any and all liability to others on account of any such contract or commitment. Any right to indemnification provided for herein shall not be exclusive of any other rights to which any officer, director, or committee member, or former officer, director, or committee member may be entitled Severability. Invalidation of any one of these covenants or restrictions by judgment or court order shall in no way affect any other provisions, which shall remain in full force and effect Right of Entry. The Association shall have the right, but not the obligation, to enter into any Lot for emergency, security, and safety, which right may be exercised by the Association's Board of Directors, officers, agents, employees, managers, and all policemen, firemen, ambulance personnel, and similar emergency personnel in the performance of their respective duties. Except in an emergency situation, entry shall only be during reasonable hours and after notice to the Owner. This right of entry shall include the right of the Association to enter a Lot to cure any condition which may increase the possibility of a fire or other hazard in the event an Owner fails or refuses to cure the condition upon request by the Board Perpetuities. If any of the covenants, conditions, restrictions, or other provisions of this Declaration shall be unlawful, void, or voidable for violation of the rule against perpetuities, then such provisions shall continue only until twenty-one (21) years after the death of the last survivor of the now living descendants of George H.W. Bush, 41 st President of the United States of America Litigation. No judicial or administrative proceeding shall be commenced or prosecuted by the Association unless approved by a vote of seventy-five percent (75%) of the Members. This Section shall not apply, however, to (a) actions brought by the Association to enforce the provisions of this Declaration (including, without limitation, the foreclosure of liens), (b) the imposition and collection of assessments as provided in herein, (c) proceedings involving challenges to ad valorem taxation, or (d) counterclaims brought by the Association in proceedings instituted against it. This Section shall not be amended unless such amendment is made by the Declarant or is approved by the percentage votes, and pursuant to the same procedures, necessary to institute proceedings as provided above Cumulative Effect Conflict. The covenants, restrictions, and provisions of this Declaration shall be cumulative with those of any Supplemental Declaration and the Association may, but shall not be required to, enforce the latter; provided, however, in the event of conflict between or among such covenants and restrictions, and provisions of any articles of incorporation, By-Laws, rules and regulations, policies, or practices adopted or carried out pursuant thereto, those of any Supplemental Declaration shall be subject and subordinate to those of the Association. The foregoing priorities shall apply, but not be limited to, the liens for assessments created in favor of the Association Safety-, Security. The Association will strive to maintain the community as a safe, secure residential environment. HOWEVER, NEITHER THE ASSOCIATION, NOR

32 Page 834 DECLARANT, NOR ANY SUCCESSOR OF EITHER SHALL BE CONSIPERED INSURORS OR GUARANTORS OF SECURITY WITHIN THE PROPERTY AND NONE OF THEM SHALL BE HELD LIABLE FOR ANY LOSS OR DAMAGE BY REASON OF FAILURE TO PROVIDE ADEQUATE SECURITY OR INEFFECTIVENESS OF SECURITY MEASURES UNDERTAKEN. NO REPRESENTATION OR WARRANTY IS MADE THAT ANY FIRE PROTECTION SYSTEM, BURGLAR ALARM SYSTEM, OR OTHER SECURITY SYSTEM CANNOT BE COMPROMISED OR CIRCUMVENTED, NOR THAT ANY SUCH SYSTEMS OR SECURITY MEASURES UNDERTAKEN WILL IN ALL CASES PREVENT LOSS OR PROVIDE THE DETECTION OR PROTECTION FOR WHICH THE SYSTEM IS DESIGNED OR INTENDED. EACH OWNER ACKNOWLEDGES, UNDERSTANDS, AND COVENANTS TO INFORM ITS TENANTS, GUESTS, AND INVITEES THAT THE ASSOCIATION, ITS BOARD OF DIRECTORS AND COMMITTEES, THE DECLARANT, AND ANY SUCCESSOR DECLARANT ARE NOT INSURERS AND THAT EACH PERSON USING THE PROPERTY ASSUMES ALL RISKS FOR LOSS OR DAMAGE TO PERSONS, TO LOTS, AND TO THE CONTENTS OF LOTS RESULTING FROM ACTS OF THIRD PARTIES. ALL OWNERS, TENANTS, GUESTS, AND INVITEES OF ANY OWNER, AS APPLICABLE, ACKNOWLEDGE THAT THE ASSOCIATION, AND DECLARANT, AND COMMITTEES. ESTABLISHED BY ANY OF THE FOREGOING ENTITIES, ARE NOT INSURERS AND THAT EACH OWNER, TENANT, GUEST, AND INVITEE ASSUMES ALL RISK OF LOSS OR DAMAGE TO PERSONS, TO LOTS, AND TO THE CONTENTS OF LOTS AND FURTHER ACKNOWLEDGE THAT DECLARANT, HAS MADE NO REPRESENTATIONS OR WARRANTIES, NOR HAS ANY OWNER, TENANT, GUEST, OR INVITEE RELIED UPON ANY REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FTI NESS FOR. ANY PARTICULAR PURPOSE RELATIVE TO ANY SECURITY MEASURES RECOMMENDED OR UNDERTAKEN Use of Recreational Facilities by Nonmembers. For so long as Declarant has an option to unilaterally subject additional property to this Declaration as provided herein, Declarant shall have the right to grant to persons who are not members of the Association the right to use the recreational facilities (if any) constructed by Declarant. The extent and duration of nonmember use and the fee to be charged therefor shall be determined solely by Declarant If such recreational facilities are conveyed to the Association, nonmember user fees due and payable after the date of such conveyance shall be paid to the Association. Declarant shall determine the amount of nonmember user fees which are due and payable after such conveyance. Such fees shall be paid in equal annual installments to the Association. The amount of such installment payments may be increased each year by the Board so long as the percentage increase (as compared to the previous year's installment) does not exceed the percentage increase in the annual assessment levied against members of the Association (as compared to the previous year's assessment). Any use right granted to nonmembers which extends beyond the termination of Declarant's option to unilaterally subject additional property to this Declaration

33 Page 835 shall be valid and may not be terminated by the Association so long as the terms and conditions imposed upon nonmember use by Declarant are complied with by the nonmember user. Declarant hereby expressly reserves unto itself, its successors and assigns a non-exclusive, perpetual right, privilege and easement with respect to the Property for the benefit of Declarant, its successors, assigns and the above discussed nonmember users, over, under, in and/or on the Property including, without limitation, the above described recreational facilities), without obligation and without charge to the foregoing, for the purposes of taking all actions related to or connected with the granting of nonmember use and the use by such nonmembers as described above. Such right, privilege and easement shall include, without limitation, the right of access, ingress, use and egress of and to the above described recreational facilities and the right of access, ingress, use and egress for vehicular and pedestrian traffic over, under, on or in the Property roads, parking areas and walkways. Declarant shall not be liable for and is hereby held harmless, from any failure of any nomnember to pay a nonmember user fee to the Association where required to do so by this Section. In such case, the Association's sole remedy shall be to suspend the use right of the nonmember who has not timely paid until all amounts owed are paid. Declarant shall also not be liable for and is hereby held harmless from any personal injury or property damage caused by a nonmember entitled to use the recreational facilities constructed by Declarant. Declarant shall have the sole right to grant use rights to the recreational facilities constructed by Declarant to nonmembers and the Board shall have no such right. The provisions of this Section shall apply notwithstanding any contrary provisions in this Declaration, the By- Laws, Articles of Incorporation, rules and regulations, use restrictions and any amendments to any of the foregoing. ARTICLE XIV MORTGAGEE PROVISIONS The following provisions are for the benefit of holders of first Mortgages on Lots in the Property. The provisions of this Article apply to both this Declaration and to the By-Laws, notwithstanding any other provisions contained therein Notices of Action. An institutional holder, insurer, or guarantor of a first Mortgage who provides written request to the Association (such request to state the name and address of such holder, insurer, or guarantor and the Lot number, therefore becoming an "eligible holder"), will be entitled to timely written notice of: (a) any condemnation loss or any casualty loss which affects a material portion of the Property or which affects any Lot on which there is a first Mortgage held, insured, or guaranteed by such eligible holder; (b) any delinquency in the payment of assessments or charges owed by an Owner of a Lot subject to the Mortgage of such eligible holder, where such delinquency has continued for a period of sixty (60) days; provided, however, notwithstanding this provision, any holder of a first Mortgage, upon request, is entitled to written notice from the Association of any default in the performance by an Owner of a Lot of any obligation under the Declaration or By- Laws of the Association that is not cured within sixty (60) days;

34 Page 836 (c) any lapse, cancellation, or material modification of any insurance policy maintained by the Association; or (d) any proposed action that would require the consent of a specified percentage of eligible holders. 142 Special FHLMC Provision. So long as required by the Federal Home Loan Mortgage Corporation, the following provisions apply in addition to and not in lieu of the foregoing. Unless at least two-thirds (2/3) of the first Mortgagees or at least two-thirds (2/3) of the Members consent, the Association shall not: (a) by act or omission seek to abandon, partition, subdivide, encumber, sell, or transfer all or any portion of the real property comprising the Common Area which the Association owns, directly or indirectly (the granting of easements for public utilities or other similar purposes consistent with the intended use of the Common Area shall not be deemed a transfer within the meaning of this subsection); (b) change the method of determining the obligations, assessments, dues, or other charges which may be levied against an Owner of a Lot; (c) by act or omission change, waive, or abandon any scheme of regulations or enforcement thereof pertaining to the architectural design or the exterior appearance and maintenance of Lots and of the Common Area (The issuance and amendment of architectural standards, procedures, rules and regulations, or use restrictions shall not constitute a change, waiver, or abandonment within the meaning of this provision.); (d) fail to maintain insurance, as required by this Declaration; or (e) use hazard insurance proceeds for any Common Area losses for other than the repair, replacement, or reconstruction of such property. First Mortgagees may, jointly or singly, pay taxes or other charges which are in default and which may or have become a charge against the Common Area and may pay overdue premiums on casualty insurance policies or secure new casualty insurance coverage upon the lapse of an Association policy, and first Mortgagees making such payments shall be entitled to immediate reimbursement from the Association No Priority. No provision of this Declaration or the By-Laws gives or shall be construed as giving any Owner or other party priority over any rights of the first Mortgagee of any Lot in the case of distribution to such Owner of insurance proceeds or condemnation awards for losses to or a taking of the Common Area Notice to Association. Upon request, each Owner shall be obligated to furnish to the Association the name and address of the holder of any Mortgage encumbering such Owner's Lot.

35 Page Amendment by Board. Should the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation subsequently delete any of their respective requirements which necessitate the provisions of this Article or make any such requirements less stringent, the Board, without approval of the Owners, may cause an amendment to this Article to be recorded to reflect such changes Applicability of Article XIV. Nothing contained in this Article shall be construed to reduce the percentage vote that must otherwise be obtained under the Declaration, By-Laws, or Tennessee corporate law for any of the acts set out in this Article Failure of Mortgagee to Respond. Any Mortgagee who receives a written request from the Board to respond to or consent to any action shall be deemed to have approved such action if the Association does not receive a written response from the Mortgagee within thirty (30) days of the date of the Association's request. ARTICLE XV DECLARANT'S RIGHTS 15.1 Transfer of Rights. Any or all of the special rights and obligations of the Declarant may be temporarily or permanently transferred to other persons, including Designated Builders and construction lenders, provided that the transfer shall not reduce an obligation nor enlarge a right beyond that contained herein, and provided further, no such transfer shall be effective unless it is in a written instrument signed by the Declarant and duly recorded in the public records of Sumner County, Tennessee. Nothing in this Declaration shall be construed to require Declarant or any successor to develop any of the property set forth in Exhibit A in any manner whatsoever Use of Common Areas. Notwithstanding any provisions contained in the Declaration to the contrary, so long as construction and initial sale of Lots shall continue, it shall be expressly permissible for Declarant to maintain and carry on upon portions of the Common Area such facilities and activities as, in the sole opinion of Declarant, may be reasonably required, convenient, or incidental to the construction or sale of such Lots, including, but not limited to, business offices, signs, model Lots, and sales offices, and the Declarant shall have an easement for access to such facilities. The right to maintain and carry on such facilities and activities shall include specifically the right to use Lots owned by the Declarant and any clubhouse or community center which may be owned by the Association, as models, sales offices, and for lodging and entertainment, respectively, of sales prospects and other business invitees No Amendment without Declarant's Consent. So long as Declarant continues to have rights under this Section, no declaration of covenants, conditions and restrictions, or declaration of condominium or similar instrument affecting any portion of the Property shall be recorded without Declarant's review and written consent thereto, and any attempted recordation without compliance herewith shall result in such declaration of covenants, conditions and restrictions, or declaration of condominium or similar instrument being void and of no force and effect unless subsequently approved by recorded consent signed by the Declarant

36 Page Sales Materials. So long as Declarant continues to have rights under this Section, all sales, promotional, and advertising materials, and all forms for deeds, contracts for sale and other closing documents for the subdivision and sale of property in the Property by any Parcel Developer shall be subject to the prior approval of Declarant, which approval shall not be unreasonably withheld. Declarant shall deliver notice to any Parcel Developer of Declarant's approval of disapproval of all such materials and documents within thirty (30) days of receipt of such materials and documents and, if disapproved, the specific changes requested. If Declarant fails to so notify any Parcel Developer within such thirty (30) day period, Declarant shall be deemed to have waived any objections to such materials and documents and to have approved the foregoing. Upon disapproval, the foregoing procedure shall be repeated until approval is obtained or deemed to be obtained Amendment. This Article may not be amended without the express written consent of the Declarant; provided, however, the rights contained in this Article shall terminate upon the earlier of (a) the Applicable Date, or (b) upon recording by Declarant of a written statement that all sales activity has ceased Exclusive Builders. Declarant reserves the absolute right prior to the Applicable Date to restrict construction of Residences in the Meadows of Indian Lake to builders who have been approved by Declarant, such approval to be granted or withheld in the absolute discretion of Declarant. Notwithstanding the purchase of a Lot by an Owner, such Owner may not cause or authorize any Person to construct a Residence on a Lot other than a builder who has been approved in writing by Declarant.

37 Page 839 WITNESS WHEREOF, the undersigned Declarant has executed this Declaration day of April, MEADOWS OF INDIAN LAKE, LTD., a Tennessee partnership By: Name: an, II Title: eneral Partner By: Name: Roger D. Batey Title: General Partner By: Name: Charles B. Batey Title: General Partner

38 Page 840 COUNTY OF Personally appeared before me, the undersigned, a Notary Public within and for said State and County, duly commissioned and qualified, W. Allen Bryan, III, with whom I am personally acquainted, or proved to me on the basis of satisfactory evidence, and who, upon oath, acknowledged himself to be the General Partner of MEADOWS OF INDIAN LAKE, LTD., a Tennessee partnership, the within named bargainor, and that he as such General Partner, being authorized to do so, executed the foregoing instrument, for the purposes therein contained by signing the name of the partnership, as General Prtter, by himself as such officer. ess my hand seal at office this j1hy of April, Notary Public My Commission Expires: STATE OF TENNESSEE COUNTY OF 3 vi-k. ne r ) Personally appeared before me, the undersigned, a Notary Public within and for said State and County, duly commissioned and qualified, Roger I). Batey, with whom I am personally acquainted, or proved to me on the basis of satisfactory evidence, and who, upon oath, acknowledged himself to be the General Partner of MEADOWS OF INDIAN LAKE, LTD., a Tennessee partnership, the within named bargainor, and that he as such General Partner, being authorized to do so, executed the foregoing instrument, for the purposes therein contained by signing the name of the partnership, as General Partner, by himself as such officer. Witness my hand seal at office this7 6') day of April, OfhlttorAll Notary Public My Commission Expires: R or)

39 Page 841 STATE OF TENNESSEE ) COUNTY OF 3 ti ot.ne ) Personally appeared before me, the undersigned, a Notary Public within and for said State and County, duly commissioned and qualified, Charles B. Batey, with whom I am personally acquainted, or proved to me on the basis of satisfactory evidence, and who, upon oath, acknowledged himself to be the General Partner of MEADOWS OF INDIAN LAKE, LTD., a Tennessee partnership, the within named bargainor, and that he as such General Partner, being authorized to do so, executed the foregoing instrument, for the purposes therein contained by signing the name of the partnership, as General Partner, by himself as such officer. Witness my hand seal at office this 7 '64day of April, 2005.,owil , I- B '1* * ' S NOTARY S- :4 PUBLIC z 30 AT LARGE 3... CoultZ0 Oimmootiotok AeAr. 'if 4, otary Public My Commission Expires: (../e/f 4dif)

40 EXHIBIT A Property Page 842 A tract of land in the Fifth Civil District of Sumner County, City of Hendersonville, Tennessee, being north of Indian Lake Road and east of the school site at the intersection of Indian Lake Road and Lake Terrace Drive and being more particularly described as follows: Beginning at an existing iron pin on the northeasterly right of way line of Indian Lake Road, a 60-foot wide right of way; said iron pin being situated S 14 37'E, feet from the south end of the southeast return curve at the intersection of Indian Lake Road and Choctaw Drive, a 50- foot wide right of way; said iron pin also being the northwest corner of the herein described tract of land; Thence, 1. With the south line of Lot 106 as shown on the plan entitled "Part One Section Three, Cumberland Hills" as recorded in Plat Book 10, Page 94 R.O.S.C., Tennessee, and with the south line of Lots 113 and 114, Lots 116 through 123, and the southerly terminus of Bonita Parkway, a 60-foot right of way, and the southerly line of Lots 124, 125, and part of Lot 126 as shown on the plan entitled "Part Two Section Three Cumberland Hills" as recorded in Nat Book 10, Page 202 and 203, R.O.S.C., Tennessee, S 87 01'37"E, feet to an iron pin set; Thence, 2. Continuing with the south line of Lot 126, and Lots 127 through 132 and part of the south line of Lot 133 as shown on the aforementioned plan of "Part Two Section Three, Cumberland Hills", S 87'17'54" E, feet to an iron pin set; Thence, 3. With a line serving the southeast corner of the aforementioned Lot 13, N 38 30'12" E, feet to an iron pin set in the westerly right of way of Bay Shore Drive, a 50-foot right of way; Thence, 4. With the Southwesterly right of way line of Bay Shore Drive, southeasterly with a curve to the left having a radius of feet, an arc length of feet, and a chord bearing and distance of S 66'50'21" E, feet to an existing concrete monument; Thence, 5. Continuing with the south right of way line of Bay Shore Drive, S 86'53'40" E, 9.28 feet to an existing iron pin in the northwest corner of Lot 1, Section One, Cumberland Hills, South of record in Nat Book 6, Page 38 R.O.S.C., Tennessee; Thence, 6. With the west line of Lot 1, S 03 02'42" W, 4.02 feet to an existing iron pin; Thence, 7. Continuing with the west line of Lot 1 and with the west line of Lots 3, 4 and 5 as shown on the plan entitled "Section Two Cumberland Hills, South" of record in Plat Book 7, page 31 R.O.S.C., Tennessee, S 03 58'43" W, feet to an existing iron pin in the southwest corner of Lot 5 of the aforementioned plant; Thence, 8. With the south line of Lot 5, S 89 36'47"E, feet to an iron pin set; Thence, 9. With the west line of Lot 6 of the aforementioned plan and the west line of Lot 121 as shown on the aforementioned plan of "Section One Cumberland Hills, South" and the west line -38-

41 Paste 843 of Lot 24 as shown on the unrecorded plan of Cumberland Hills, Section P, dated September 1957 and the west right of way line of Bay Shore Court, a 50-foot wide right of way, and the west line of Lot 103, as shown on the plan entitled "Resubdivision Section P, Lots 2-A and 22-B Cumberland Hills" as recorded in Plat Book 8, Page 38 R.O.S.C., Tennessee, S 00 09'31" W, feet to an existing concrete monument; Thence, 10. With the northerly line of Lot 76, Section Five, Indian Lake Forest, N 63'32'45" W, feet to an existing concrete monument being the northeast corner of Lot 159, Addition to Section Six, Indian Lake Forest of record in Plat Book 10, Page 104 R.O.S.C., Tennessee; Thence, 11. With the northeasterly line of Lot 159 of the aforementioned plan and with the northerly terminus of Raintree Drive, a 50-foot wide right of way, and the northerly line of Lots 259 through 254 and Lots 195 through 197 as shown on the plan entitled "Section Six, Indian Lake Forest" of record in Plat Book 7, Page 221 R.O.S.C., Tennessee, N 66 05'51" W, feet to an existing concrete monument; Thence, 12. With the northeasterly line of Lot 200 and a Reserved Parcel as shown on the plan entitled "Section Four, Indian Lake Forest" of record in Plat Book 5, Page 28 R.O.S.C., Tennessee, N 65'36'48" W, feet to an existing iron pin at the southeast corner of Lot 1 as shown on the plan entitled "Indian Lake Fire Station" as recorded in Plat Book 13, Page 264 R.O.S.C., Tennessee; Thence, 13. With the easterly line of Lot 1, Indian Lake Fire Station, N '44" E, feet to an iron pin set; Thence, 14. With the northerly line of the aforementioned tract, N 65 41'16" W, feet to an iron pin set in the easterly right of way of Indian Drive, a 50-foot right of way; Thence, 15. With the northerly terminus of Indian Drive as recorded in Plat Book 13, Page 264 R.O.S.C., Tennessee, N 55 46'16" W, feet to an iron pin set in the easterly line of Sumner County Board of Education property of record in Deed Book 384, Page 85 R.O.S.C., Tennessee; Thence, 16. With the easterly line of Sumner County Board of Education property and a curve to the right having a radius of feet, an are length of feet, and a chord bearing and distance of N '47" E, feet to an existing iron pin; Thence, 17. N 41 22'27" E, feet to an iron pin set; Thence 18. With a curve to the left having a radius of feet, an arc length of feet, and a chord bearing and distance of N 00 04'20" E feet to an iron pin set; Thence, 19. Continuing with the northeasterly line of Sumner County Board of Education property and a curve to the right having a radius of feet, an arc length of feet, and a chord bearing and distance of N 18 07'48" W, feet to an iron pin set; Thence, 20. N " E, feet to an iron pin set; Thence -39-

42 Pase With a curve to the left having a radius of 25 feet, an arc length of feet, and a chord bearing and distance of N 37'41'43" W, feet to an iron pin set; Thence 22. With a curve to the right having a radius of feet, an arc length of feet, and a chord bearing and distance of N 70'24'37" W, feet to an iron pin set; Thence, 23. N " W, feet to an existing concrete monument; Thence 24. With a curve to the left having a radius of feet, an arc length of feet, and a chord bearing and distance of N 8798'14" W, to an iron pin set; Thence, 25. S 64 58'06" W, feet to an iron pin set; Thence, 26. With a curve to the left having a radius of feet, an arc length of 39,27 feet, and a chord bearing and distance of S " W, feet to an iron pin set in the easterly right of way line of Indian Lake Road; Thence, 27. With the easterly right of way line of Indian Lake Road, N " W, feet to the point of beginning containing 6,389,030 square feet or acres, more or less as calculated by the above courses which were determined within the precision requirements of a Category I Survey. Being part of the same property conveyed to Declarant by Warranty Deed of record in Book 1047, page 390, Register's Office for Sumner County, Tennessee. See also Deed Book 467, page 485 and Book 207, page 208, said Register's Office. TOGETHER WITH: That certain tract of land located in the Fifth Civil District of Hendersonville, Sumner County, Tennessee. Said tract being bounded on the west by the easterly right-of-way of Indian Lake Road, on the north and east by The Meadows of Indian Lake Phase One, and Cumberland Trust and Investment Company, South by remaining lands of Sumner County Board of Education and being more particularly described as follows. Commencing at a concrete monument (old) lying in the easterly right-of-way of Indian Lake Road and being the northwest corner of Sumner County Board of Education of record in Deed Book 364, page 85, R.O.S.C., thence leaving said right-of-way with a curve to the right having a central angle of 36 degrees 49 minutes 11 seconds, a radius of feet and a chord-bearing and distance of north 02 degrees 47 minutes 44 seconds west, feet to the true Point of Beginning of this tract of land thence continuing with said foot radius curve to the right having a central angle of 53 degrees 13 minutes 21 seconds east a distance of feet to an iron rod (old) located on the southerly right-of-way of Raintree Drive at The Meadows of Indian Lake Phase One, thence continuing with said right-of-way the next four (4) courses: 1. North 68 degrees 44 minutes 40 seconds east, feet to an iron rod (old); thence, -40 -

43 Page With a curve to the right having a central angle of 54 degrees 47 minutes 59 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 83 degrees 51 minutes 47 seconds east, feet to an iron rod (old); thence, 3. South 56 degrees 29 minutes 16 seconds east, feet, to an iron rod (old); thence, 4. With a curve to the left having a central angle of 20 degrees 22 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 66 degrees 37 minutes 56 seconds east, feet to an iron rod (old); said iron rod being the northerly corner of the radius return of the Sumner County Board of Education property, thence with said return with a curve to the right having a central angle of 54 degrees 10 minutes 10 minutes 19 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 49 degrees 51 minutes 00 seconds east feet to an iron rod (new), said iron rod being the southeast corner of this tract at the beginning of the new severance line, thence with said line that is parallel and adjacent to the southerly right-of-way of Raintree Drive and being 10 foot in width and running the following five (5) courses: 1. With a curve to the left having a central angle of 01 degrees 44 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 75 degrees 54 minutes 08 seconds west, feet to an iron rod (new); thence, 2. With a curve to the right having a central angle of 54 degrees 47 minutes 59 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 83 degrees 51 minutes 47 seconds east, feet to an iron road (old); thence, 3. South 56 degrees 29 minutes 16 seconds east, feet, to an iron rod (old); thence, 4. With a curve to the left having a central angle of 20 degrees 22 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 66 degrees 37 minutes 56 seconds east, feet to an iron road (old); said iron rod being the northerly comer of the radius return of the Sumner County Board of Education property, thence with said return with a curve to the right having a central angle of 54 degrees 10 minutes 19 seconds, a radius of feet, an are length of feet, a chord bearing and distance of south 49 degrees 51 minutes 00 seconds east feet to an iron rod (new), said iron rod being the southeast corner of this tract at the beginning of the new severance line, thence with said line that is parallel and adjacent to the southerly right-of-way of Raintree Drive and being 10 foot in width and running the following five (5) courses: 1. With a curve to the left having a central angle of 01 degrees 44 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 75 degrees 54 minutes 08 seconds west, feet to an iron rod (new); thence, 2. With a curve to the right having a central angle of 20 degrees 22 minutes 55 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 66 degrees 37 minutes 56 seconds west, feet to an iron rod (new); thence, 3. North 56 degrees 29 minutes 16 seconds west, feet to an iron rod (new); thence -41-

44 Page With a curve to the left having a central angle of 54 degrees 48 minutes 00 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 83 degrees 51 minutes 47 seconds west, feet to an iron rod (new); thence 5. South 68 degrees 44 minutes 40 second west, feet to the Point of Beginning Containing 9513 square feet or acres more or less according to the above courses and distances. Being a portion of the same property conveyed unto the Sumner County Board of Education, from First American National Bank Of Nashville as Trustee for Sarah C. Berry as recorded in Deed Book 364 page 85, Registers Office of Sumner County, Tennessee, and being a portion of Parcel Tax Map 169-F Group A, Tax Assessor's' Office of Sumner County. LESS AND EXCEPT: That certain tract of land located in the Fifth Civil District of Hendersonville, Sumner County, Tennessee. Said tract being bounded on the west by the easterly right-of-way of Indian Lake Road, on the north and east by The Meadows of Indian Lake Phase One, and Cumberland Trust and Investment Company, south by remaining lands of Sumner County Board of Education and being more particularly described as follows. Commencing at a concrete monument (old) lying in the easterly right-of-way of Indian Lake Road and being the northwest corner of Sumner County Board of Education of record in Deed Book 364, page 85, R.O.S.C., thence leaving said right-of-way with a curve to the right having a central angle of 36 degrees 49 minutes 11 seconds, a radius of feet and a chord bearing and distance of north 02 degrees 47 minutes 44 seconds west, feet to the true Point of Beginning of this tract of land thence continuing with said foot radius curve to the right having a central angle of 53 degrees 12 minutes 59 seconds, an arc length of feet and a chord bearing and distance of north 42 degrees 13 minutes 21 seconds east a distance of feet to an iron rod (old) located on the southerly right-of-way of Raintree Drive at The Meadows of Indian Lake Phase One, thence continuing with said right-of-way the next four (4) courses: 1. North 68 degrees 44 minutes 40 seconds east, feet to an iron rod (old); thence, 2. With a curve to the right having a central angle of 54 degrees 47 minutes 59 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 83 degrees 51 minutes 47 seconds east, feet to an iron rod (old); thence, 3. South 56 degrees 29 minutes 16 seconds east, feet, to an iron rod (old); thence, 4. With a curve to the left having a central angle of 20 degrees 22 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 66 degrees 37 minutes 56 seconds east, feet to an iron rod (old); said iron rod being the northerly corner of the radius return of the Sumner County Board of Education property, thence with said return with a curve to the right having a central angle of 54 degrees 10 minutes

45 Page 847 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of south 49 degrees 51 minutes 00 seconds east feet to an iron rod (new), said iron rod being the southeast corner of this tract at the beginning of the new severance line, thence with said line that is parallel and adjacent to the southerly right-of-way of Raintree Drive and being 10 foot in width and running the following five (5) courses: 1. With a curve to the left having a central angle of 01 degrees 44 minutes 56 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 75 degrees 54 minutes 08 seconds west, feet to an iron rod (new); thence, 2. With a curve to the right having a central angle of 20 degrees 22 minutes 55 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 66 degrees 37 minutes 56 second west, feet to an iron rod (new); thence, 3. North 56 degrees 29 minutes 16 seconds west, feet to an iron rod (new); thence 4. With a curve to the left having a central angle of 54 degrees 48 minutes 00 seconds, a radius of feet, an arc length of feet, a chord bearing and distance of north 83 degrees 51 minutes 47 seconds west, feet to an iron rod (new); thence 5. South 68 degrees 44 minutes 40 second west, feet to the Point of Beginning. Containing 9513 square feet or acres more or less according to the above courses and distances. Being a portion of the same property conveyed to Declarant by Warranty Deed of record in Book 1047, page 390, Register's Office for Sumner County, Tennessee. See also Deed Book 467, page 485 and Book 207, page 208, said Register's Office.

46 EXHIBIT B By-laws of Meadows of Indian Lake Homeowner's Association, Inc. Pa,3e 848 1

47 , B "II Laws

48

49 BYLAWS OF MEADOWS OF INDIAN LAKE HOMEOWNERS' ASSOCIATION, INC. ARTICLE Paste 849 Name, Principal Office and Definitions Section 1.1 Name of Corporation. The name of the Association shall be Meadows of Indian Lake Homeowners' Association, Inc. (the "Association"). Section 1.2 Principal Office. The principal office of the Association shall be as set forth in the Charter of the Association, as the same may be amended or restated from time to time. The Association may have such other offices, either within or without the State of Tennessee, as the Board of Directors of the Association (the "Board") may determine or as the affairs of the Association may require. Section 1.3 Definitions, The words used in these Bylaws shall have the same meanings as set forth in that Declaration of Protective Covenants, Conditions and Restrictions for Meadows of Indian Lake. (Said Declaration, as amended, renewed, or extended from time to time, is hereinafter referred to as the "Declaration".) ARTICLE II Association: Membership, Meetings, Ouorum, Voting & Proxies Section 2.1 Membership. The Association shall have two (2) classes of membership, Class A and Class B, as more fully set forth in the Declaration, the terms of which pertaining to membership are specifically incorporated herein by reference. Section 2.2 Place of Meetings. Meetings of the Association shall be held at the principal office of the Association or at such other suitable place convenient to the Members as may be designated by the Board either within the Properties or as convenient thereto as possible and practical. Section 2.3 Annual Meetings. The first meeting of the Members, whether a regular or special meeting, shall be held within one (1) year from the date of incorporation of the Association. The next annual meeting shall be set by the Board so as to occur no more than one hundred twenty (120) calendar days and no less than sixty (60) calendar days before the close of the Association's fiscal year. Subsequent regular annual meetings of the Members shall be held within thirty (30) calendar days of the same day of the same month of each year thereafter at an hour set by the Board. Subject to the foregoing, the annual meetings shall be held at a date and time set by the Board. Section 2.4 Special Meetings. The President may call special meetings. In addition, it shall be the duty of the President to call a special meeting of the Association if so directed by resolution of a majority of a quorum of the Board or upon a petition signed by Members representing at least twenty percent (20%) of the total votes of the Association. The v2 -

50 Vase 850 notice of any special meeting shall state the date, time and place of such meeting and the purpose thereof. No business shall be transacted at a special meeting except as stated in the notice. Section 2.5 Notice of Meetings. Written or printed notice stating the place, day and hour of any meeting of the Members shall be delivered, either personally pr by mail, to each Member entitled to vote at such meeting, not less than five (5) business days nor more than sixty (60) calendar days before the date of such meeting, by or at the direction of the President or the Secretary or the officers or person calling the meeting. In the case of a special meeting or when required by statute or these Bylaws, the purpose or purposes for which the meeting is called shall be stated in the notice. No business shall be transacted at a special meeting except as stated in the notice. If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States mail addressed to the Member at such Member's address as it appears on the records of the Association, with postage thereon prepaid. Section 2.6 Waiver of Notice. Waiver of notice of a meeting of the Members shall be deemed the equivalent of proper notice. Any Member may, in writing, waive notice of any meeting of the Members, either before or after such meeting. Attendance at a meeting by a Member or such Member's proxy shall be deemed a waiver by such Member of notice of the time, date and place thereof, unless such Member specifically objects to lack of proper notice at the time the meeting is called to order. Attendance at a special meeting shall also be deemed waiver of notice of all business transacted thereat unless objection to the calling or convening of the meeting, of which proper notice was not given, is raised before the business is put to a vote. Section 2.7 Adjournment of Meetings. If any meetings of the Association cannot be held because a quorum is not present, a majority of the Members who are present at such meeting, either in person or by proxy, may adjourn the meeting to a time not less than five (5) business days nor more than thirty (30) calendar days from the time the original meeting was called. At the reconvened meeting, if a quorum is present, any business which might have been transacted at the meeting originally called may be transacted. If a time and place for reconvening the meeting is not fixed by those in attendance at the original meeting or if for any reason a new date is fixed for reconvening the meeting after adjournment, notice of the time and place for reconvening the meeting shall be given to Members in the manner prescribed for regular meetings. The Members present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum, provided that Members or their proxies representing at least twenty-five percent (25%) of the total votes of the Association remain present, and provided further that any action taken is approved by at least a majority of the Members required to constitute a quorum. Section 2.8 Voting. The voting rights of the Members shall be set forth in the Declaration, and such voting rights provisions are specifically incorporated herein. Section 2.9 Proxies. A Member may appoint a proxy to vote or otherwise act for such Member by signing an appointment form either personally or by an attorney-in-fact v2-2 -

51 Pe 851 Section 2.10 Maiority. As used in these Bylaws, the term "majority" shall mean those votes, Owners, or other group as the context may indicate totaling more than fifty percent (50%) of the total number. Section 2.11 Quorum. Except as otherwise provided in these Bylaws or in the Declaration, the presence in person or by proxy of the Members representing one-third (1/3) of the total vote of the Association shall constitute a quorum of all meetings of the Association. Any provision in the Declaration concerning quorums is specifically incorporated herein. Section 2.12 Conduct of Meetinys. The President shall preside over all meetings of the Association, and the Secretary shall keep the minutes of the meeting and record in a minute book all resolutions adopted at the meeting, as well as a record of all transactions occurring thereat. Section 2.13 Action Without a Meeting. Any action required by law to be taken at a meeting of the Members or any action that may be taken at a meeting of the Members may be taken without a meeting if all Members entitled to vote on the action consent in writing taking such action without a meeting. If all Members entitled to vote on the action consent in writing to taking such action without a meeting, the affirmative vote of the number of votes that would be necessary to authorize or take such action at a meeting shall be the act of the Members. ARTICLE III Board of Directors: Number, Powers, Meetings A. Composition and Selection. Section 3.1 Governing Body; Composition. The Affairs of the Association shall be governed by a Board of Directors, each of whom shall have one (1) vote. Except as provided in Section 3.2 of this Article, the Directors shall be Members or may be spouses of such Members; provided, however, no person and his or her spouse may serve on the Board at the same time. In the case of an Owner that is a corporation, limited liability company or partnership, the person designated in writing to the Secretary as the representative of such corporation, limited liability company or partnership shall be eligible to serve as a Director. Section 3.2 Directors DuringSlass B Control. The Directors shall be selected by the Class B Member acting in its sole discretion and shall serve at the pleasure of the Class B Member until the first to occur of the following (the "Class B Control Period"): (i) (ii) (iii) seventy-five percent (75%) of the Lots have certificates of occupancy issued thereon and have been conveyed to Persons other than the Declarant or builders holding title for purposes of development and sale; December 31, 2025; or when, in its discretion, the Class B Member so determines. Within one hundred twenty (120) days thereafter, the Class B Member shall call a meeting, as provided in Article II, Section 2.4, of these Bylaws for special meetings, to advise the Members of the termination of the Class B Control Period. The Directors selected by the v2-3-

52 Pe 852 Class 13 Member pursuant to this Section need not be Members or spouses of such Members as provided in Section 3.1 of this Article. Section 3.3 Number of Directors. The number of Directors in the Association shall not be less than three (3) nor more than five (5), as provided below. Section 3.4 Nomination of Directors. Except with respect to Directors selected by the Class B Member, nominations for election to the Board shall be made by a Nominating Committee. The Nominating Committee shall consist of a Chairman, who shall be a member of the Board, and three (3) or more Members of the Association. The Nominating Committee shall be appointed by the Board not less than thirty (30) calendar days prior to each annual meeting of the Members to serve from the close of such annual meeting until the close of the next annual meeting, and such appointment shall be announced at each such annual meeting. The Nominating Committee shall make as many nominations for election to the Board as it shall in its discretion determine, but in no event less than the number of vacancies or terms to be filled. Nominations shall be permitted from the floor. All candidates shall have a reasonable opportunity to communicate their qualifications to the Members and to solicit votes. Section 3.5 Election and Term of Office. Notwithstanding any other provision contained herein: (a) Within thirty (30) calendar days after the time Class A Members, other than the Declarant or a builder holding title solely for purposes of development and sale, own thirty-five percent (35%) of the Lots and certificates of occupancy have been issued thereon, or whenever the Class B Member earlier determines, the Association shall call a special meeting to he held at which Members other than the Class B Member shall elect one (1) of the three (3) Directors who shall be an at-large Director. The Director so elected shall not be subject to removal by the Class B Member acting alone and shall be elected for a term of one (1) year or until the happening of the event described in subsection (b) below, whichever is shorter. If such Director's terms expires prior to the happening of the event described in subsection (b) below, a successor shall be elected for a like term. (b) Within thirty (30) calendar days after the time Class A Members, other than the Declarant or a builder holding title solely for purposes of development and sale, own sixty-five percent (65%) of the Lots and certificates of occupancy have been issued thereon, or whenever the Class B Member earlier determines, the Board shall be increased to five (5) Directors. The Association shall call a special meeting to be held at which Members other than the Class B Member shall elect a total of two (2) of the five (5) Directors, both of whom shall be at-large Directors. The Directors so elected shall not be subject to removal by Class B Member acting alone and shall be elected for a term of one (1) year or until the happening of the event described in subsection (c) below, whichever is shorter. If such Directors' terms expire prior to the happening of the event described in subsection (c) below, successors shall be elected for a like term. (c) At the first annual meeting of the Members after the termination of the Class B Control Period and at each annual meeting of the Members thereafter, all Directors shall be elected by the Members. After the termination of the Class B Control Period, the Members v2-4-

53 Pane 853 may increase or decrease the number of Directors, provided that such number shall not be less than three (3) nor more than five (5) and that such number shall always be an odd number. All directors shall be elected to serve for a term of one (1) year. The members of the Board shall hold office until their respective successors shall have been elected by the Association. Directors may be elected to serve any number of consecutive terms. Section 3.6 Removal of Directors and Vacancies. Directors may be removed, with or without cause, by a vote of a majority of the Members. Any Director whose removal is sought will be given notice prior to any meeting called for that purpose. A Director who was elected at large solely by the votes of the Members other than the Class B Member may be removed from office prior to the expiration of his or her term only by the votes of a majority of Members other than the Class B Member. Upon removal of a Director, a successor shall then and there be elected to fill the vacancy by the Members. Any Director who has three (3) consecutive unexcused absences from Board meetings or who is delinquent in the payment of any assessment for more than thirty (30) calendar days may be removed by a majority of the Directors present at a regular or special meeting at which a quorum is present, and a successor may be appointed by the Board. In the event of the death, disability or resignation of a Director, a vacancy may be declared by the Board and it may appoint a successor. Any Director appointed by the Board shall serve for the remainder of the terms such successor was appointed to fill. Section 3.7 Voting Procedure for Directors. At any election of Directors to the Board, each Member may cast, in respect to each vacancy, as many votes as he or she is entitled to exercise under Article III of the Declaration. Votes shall be cast as provided in Section 3.2 or Section 3.5, as applicable, of this Article III of the Bylaws. The candidates receiving the largest number of votes shall be elected.. Meetings. Section 3.8 Annual Meetings. The first meeting of the Board following each annual meeting of the Members shall be held within ten (10) business days thereafter at such time and place as shall be fixed by the Board. Section 3.9 Regular Meetings. Regular meetings of the Board may be held at such time and place as shall be determined from time to time by a majority of the Directors, but at least four (4) such meetings shall be held during each fiscal year with at least one (1) per quarter. Notice of the time and place of the meeting shall be communicated to the Directors not less than five (5) business days prior to the meeting; provided, however, notice of a meeting need not be given to any Director who has signed a waiver of notice or a written consent to holding of the meeting. Section 3.10 Special Meetings. Special meetings of the Board shall be held when called by written notice signed by the President or by a majority of the Directors. The notice shall specify the time and place of the meeting and the nature of any special business to be considered. The notice shall be given to each Director by one of the following methods: (a) by personal delivery; (b) written notice by first class mail, postage prepaid; (c) by telephone communication, either directly to the Director or to a person at the Director's office of home who v2-5-

54 Page 854 ( would reasonably be expected to communicate such notice promptly to the Director; or (d) by facsimile transmission. All such notices shall be given at the Director's telephone number or sent to the Director's address as shown on the records of the Association. Notices sent by first class mail shall be deposited in the United States mail at least seven (7) calendar days before the time set for the meeting. Notices given by personal delivery, telephone or facsimile transmission shall be delivered, telephoned or sent by facsimile transmission at least seventy-two (72) hours before the time set for the meeting. Section 3.11 Waiver of Notice. The transactions of any meeting of the Board, however called and noticed or wherever held, shall be valid as though taken at a meeting duly held after regular call and notice if (a) a quorum is present, and (b) either before or after the meeting each of the Directors not present signs a written waiver of notice, a consent to holding the meeting, or an approval of the minutes. The waiver of notice or consent need not specify the purpose of the meeting. Notice of the meeting shall also be deemed given to any Director who attends the meeting without protesting before or at its commencement about the lack of adequate notice. Section 3.12 Quorum of Board. At all meetings of the Board, a majority of the Directors shall constitute a quorum for the transaction of business, and the votes of a majority of the Directors present at a meeting at which a quorum is present shall constitute the decision of the Board. A meeting at which a quorum is initially present may continue to transact business, notwithstanding the withdrawal of Directors, if any action taken is approved by at least a majority of the required quorum for that meeting. If any meeting of the Board cannot be held because a quorum is not present, a majority of the Directors who are present at such meeting may adjourn the meeting to a time not less than five (5) business nor more than thirty (30) calendar days from the date the original meeting was called. If a quorum is present at the reconvened meeting, any business which might have been transacted at the meeting originally called may be transacted without further notice. Section 3.13 Compensation. No director shall receive any compensation from the Association for acting as such unless approved by Members holding a majority of the total vote of the Association at a regular or special meeting of the Association; provided any Director may be reimbursed for expenses incurred on behalf of the Association upon approval of a majority of the other Directors. Section 3.14 Conduct of Mtetings. The President shall preside over all meetings of the Board, and the Secretary shall keep a minute book of meetings of the Board, recording therein all resolutions adopted by the Board and all transactions and proceedings occurring at such meetings. Section 3.15 Action Without a Meeting. Any action to be taken at a meeting of the Directors or any action that may be taken at a meeting of the Directors may be taken without a meeting if all of the Directors consent to taking such action without a meeting. If all of the Directors consent to taking such action without a meeting, the affirmative vote of the number of Directors that would be necessary to authorize or take such action at a meeting is the act of the Board. The action must be evidenced by one (1) or more written consents describing the action taken, signed by each Director, and included in the minutes filed with the corporate records v2-6 -

55 reflecting the action taken. A consent signed under this Section has the effect of a meeting vote and may be described as such in any document. C. Powers and Duties. Page 855 Section 3.16 Powers The Board shall be responsible for the affairs of the Association and shall have all of the powers and duties necessary for the administration of the Association's affairs and, as provided by law, may do all acts and things as are not by the Declaration, Charter or these Bylaws directed to be done and exercised exclusively by the Members or the membership generally. The Board shall delegate to one of its members the authority to act on behalf of the Board on all matters relating to the duties of the managing agent or manager, if any, which might arise between meetings of the Board. In addition to the duties imposed by these Bylaws or by any resolution of the Association that may be hereafter adopted, the Board shall have the power to and shall be responsible for the following, in way of explanation, but not limitation: (a) prepating and adopting an annual budget in which there shall be established the contribution of each Owner to the Common Expenses; (b) making assessments to defray the Common Expenses establishing the means and methods of collecting such assessments, and establishing the period of the installment payments of the annual assessments; provided, unless otherwise determined by the Board, the annual assessment for each Lot's proportionate share of the Common Expenses shall be payable in equal monthly installments, each such installment to be due and payable in advance on the first day of each month for said month; (c) providing for the operation, care, upkeep, repair, replacement and maintenance of the Common Area; (d) designating, hiring and dismissing the personnel and/or managing agents necessary for maintenance, operation, repair and replacement of the Association, its property, and the Common Area and, where appropriate, providing for the compensation of such personnel and/or managing agents and for the purchase of equipment, supplies and materials to be used by such personnel and/or managing agents in the performance of their duties; (e) collecting the assessments, depositing the proceeds thereof in a bank depository which it shall approve, and using the proceeds to administer the Association; provided, any reserve fund may be deposited, in the Directors' best business judgment, in depositories other than banks; (f) (g) signatories required; making and amending rules and regulations; opening of bank accounts on behalf of the Association and designating the v2-7 -

56 Page 856 (10 making or contracting for the making of repairs, additions and improvements to or alterations of the Common Area in accordance with the other provisions of the Declaration and these Bylaws after damage or destruction by fire or other casualty; (i) enforcing by legal means the provisions of the Declaration, these Bylaws, and the rules and regulations adopted by it and bringing any proceedings which may be instituted on behalf of or against the Owners concerning the Association; (0 obtaining and carrying insurance against casualties and liabilities, as provided in the Declaration, and paying the premium cost thereof; (k) paying the cost of all services rendered to the Association; (1) keeping books with detailed accounts of the receipts and expenditures affecting the Association and its administration, specifying the maintenance and repair expenses and any other expenses incurred. The said books and vouchers accrediting the entries thereupon shall be available for examination by the Owners and Mortgagees, their duly authorized agents, accountants or attorneys, during general business hours on working days at the time and in a manner that shall be set and announced by the Board for the general knowledge of the Owners. All books and records shall be kept in accordance with generally accepted accounting practices; (m) making available to any prospective purchaser of a Lot, any Owner of a Lot, any first priority Mortgagee, and the holders, insurers and guarantors of a first priority Mortgage on any Lot, current copies of the Declaration, the Charter, the Bylaws, rules governing the Lot, and all other books, records and financial statements of the Association; and (n) permitting utility suppliers to use portions of the Common Area reasonably necessary to the ongoing development or operation of the Properties. Section 3.17 Accounts and Reports. The following management standards of performance will be followed unless the Board by resolution specifically determines otherwise: (a) accrual accounting, as defined by generally accepted accounting principles, shall be employed; principles; accounts; (b) (c) accounting and controls should conform to generally accepted accounting cash accounts of the Association shall not be commingled with any other (d) no remuneration shall be accepted by the managing agent from vendors, independent contractors or others providing goods or services to the Association, whether in the form of commissions, finder's fees, service fees, prizes, gifts or otherwise; (e) any financial or other interest that the managing agent may have in any firm providing goods or services to the Association shall be disclosed promptly to the Board; v2-8 -

57 Vase 857 (f) commencing at the end of the month in which the first Lot is subject to assessment, financial reports shall be prepared for the Association at least quarterly containing: (i) an income statement reflecting all income and expense activity for the proceeding period on an accrual basis; preceding period; (ii) a statement reflecting all cash receipts and disbursements for the (iii) a variance report reflecting the status of all Association ledger accounts in an "actual" versus "approved" budget format; (iv) a balance sheet as of the last day of the preceding period; and (v) a delinquency report listing all Owners who are delinquent in paying the monthly installments of assessments at the time of the report and describing the status of any action to collect such installments which remain delinquent. (A monthly installment of the assessment shall be considered to be delinquent on the fifteenth (15 th) day of each month unless otherwise deterrnined by the Board); and (g) an annual report as of the end of the fiscal year consisting of at least the following shall be distributed to all Members within one hundred twenty (120) calendar days after the close of the fiscal year: (i) a balance sheet; (ii) an operating (income statement); and (iii) a statement of changes in financial position for the fiscal year. The annual report referred to above shall be prepared on an audited, reviewed, or unaudited basis, as determined by the Board, by an independent certified public accountant for any fiscal year in which the gross income of the Association exceeds seventy-five thousand ($75,000.00) Dollars. If said report is not prepared by an independent certified public accountant, it shall be accompanied by the certificate of an authorized officer of the Association that the statements were prepared without audit from the books and records of the Association. Section 3.18 Borrowing. The Board shall have the power to borrow the money for the purpose of repair or restoration of the Common Area without the approval of the Members; provided, however, the Board shall obtain Member approval in the same manner provided in Article IX, Section 9.3, of the Declaration for Special Assessments in the event that the proposed borrowing is for the purpose of modifying, improving or adding amenities, and the total amount of such borrowing exceeds or would exceed five percent (5%) of the budgeted gross expenses of the Association for that fiscal year. Section 3.19 Rights of the Association. With respect to the Common Area, and in accordance with the Charter and Bylaws of the Association, the Association shall have the right to contract with any Person for the performance of various duties and ftmctions. Without limiting the foregoing, this right shall entitle the Association to enter into common management, operational, or other agreements with trusts, condominiums, or neighborhood and other owners or residents associations, both within and without the Properties. Such agreements shall require the consent of two-thirds (2/3) of all Directors of the Association. The Association shall not be v2-9 -

58 Page 858 bound, either directly or indirectly, by any contract, lease, or other agreement (including any management contract) executed during the Class B Control Period unless such contract, lease or other agreement contains a right of termination exercisable by either party without penalty at any time, with or without cause, upon not more than ninety (90) days notice to the other party. Notwithstanding anything to the contrary contained herein, the Association, through its Board, shall have the right to enter into a declaration of easements and covenant to share costs or similar arrangement whereby the Association assumes maintenance responsibility for property which it does not own, or grants easements to Persons who are not Members, in consideration for payment by the owner of such property or such nonmembers of all or an equitable portion of the costs associated with such maintenance or use. Section 3.20 Enforcement. The Board shall have the power to impose reasonable fines, which shall constitute a lien upon the Lot of the violating Owner, and to suspend an Owner's right to vote for violation of any duty imposed under the Declaration, these Bylaws, or any rules and regulations duly adopted hereunder. In the event that any occupant of a Lot violates the Declaration, Bylaws, or a rule or regulation and a fine is imposed, the fine shall first be assessed against the occupant; provided, however, if the fine is not paid by the occupant within the time period set by the Board, the Owner shall pay the fine upon notice from the Association. The failure of the Board to enforce any provision of the Declaration, Bylaws, or any rule or regulation shall not be deemed a waiver of the right of the Board to do so thereafter. (a) Notice. Prior to imposition of any sanction hereunder, except the suspension of voting rights for nonpayment of assessments, the Board or its delegate shall serve the alleged violator with written notice describing (i) the nature of the alleged violation; (ii) the proposed sanction to be imposed; (iii) a period of not less than ten (10) calendar days within which the alleged violator may present a written request to the Board for a hearing; and (iv) a statement that the proposed sanction shall be imposed as contained in the notice unless a challenge is begun within ten (10) calendar days of the notice. If a timely challenge is not made, the sanction stated in the notice shall be imposed. (b) Hearing. If a hearing is requested in a timely manner, the hearing shall he held in executive session of the Board affording the Owner a reasonable opportunity to be heard. Prior to the effectiveness of any sanction hereunder, proof shall be deemed adequate if a copy of the notice, together with a statement of the date and manner of delivery, is entered by the officer, Director or agent who delivered such notice. The notice requirement shall be deemed satisfied if the alleged violator appears at the meeting. The minutes of the meeting shall contain a written statement of the results of the heating and the sanction, if any, imposed. (c) Additional Enforcement Rights. Notwithstanding anything to the contrary herein contained, the Association, acting through the Board, may elect to enforce any provision of the Declaration, these Bylaws, or the rules and regulations of the Association by self-help (specifically including, but not limited to, the towing of vehicles that are in violation of parking rules and regulations) or by suit at law or in equity to enjoin any violation or to recover monetary damages or both without the necessity of compliance with the procedure set forth above. In any such action, to the maximum extent permissible, the Owner or occupant responsible for the violation of which abatement is sought shall pay all costs, including reasonably attorneys' fees actually incurred v2-10 -