SEVENTH AMENDMENT TO THE MASTER DEED OF LE BEAR RESORT CONDOMINIUM

SEVENTH AMENDMENT TO THE MASTER DEED OF LE BEAR RESORT CONDOMINIUM THIS SEVENTH AMENDMENT TO THE MASTER DEED is made and executed on this day of, 201_ by the Le Bear Resort Homeowners Condominium Association, a Michigan Nonprofit Corporation, hereinafter referred to as "Association", whose registered office is located at 5705 Lake St., Glen Arbor, MI 49636, hereinafter referred to as the "Association," represented herein by, the President of Le Bear Resort Homeowners Condominium Association, who is fully empowered and qualified to act on behalf of the Association in pursuance of the Michigan Condominium Act (being Act 59 of the Public Acts of 1978, as amended). WITNESSETH: WHEREAS, the Association, the nonprofit corporation organized for the administration and management of Le Bear Resort Condominium, a condominium project established pursuant to the Master Deed thereof, recorded in Liber 664 Pages 476-570, together with the First Amendment thereto recorded in Liber 810, Pages 640-641, Second Amendment thereto recorded in Liber 901, Pages 878-884, Third Amendment thereto recorded in Liber 1006, Pages 811 et seq., Fourth Amendment thereto recorded in Liber 1045, Pages 27 et seq., Fifth Amendment thereto recorded in Liber 1045, Pages 27 et seq., and Sixth Amendment thereto recorded in Liber, Pages et seq., Leelanau County Records, and known as Leelanau County Condominium Subdivision Plan No. 115, desires to amend the Condominium Bylaws, Exhibit A of the Master Deed for Le Bear Resort Condominium, pursuant to the authority granted by Section 90 of the Michigan Condominium Act, as amended, (MCLA 559.190, MSA 26.50(190)), for the purpose of providing authority to the Association to manage, direct and assess members for maintenance, repair and replacement of interior components of each Unit to maintain uniformity and a consistent level of quality of appearance and functionality of all Units in the Condominium. This Amendment shall not enlarge the common elements of the existing condominium project, or alter the existing percentages of value in the project. The Master Deed shall be amended upon obtaining the necessary approval of the co-owners having an interest in the project, as required by Section 90 of the Michigan Condominium Act (MCLA 559.190, MSA 26.50(190)) and upon recording with the Register of Deeds for Leelanau County, as required by Section 73 of the Michigan Condominium Act (MCLA 559.173, MSA 26.50(173)). 1

NOW THEREFORE, the following changes are hereby made to Le Bear Resort Condominium Master Deed and Condominium Bylaws: 2 Article I of Amendment ARTICLE IV, Section (c) of the Master Deed for Le Bear Resort Condominium, shall, upon recording of this Amendment with the Leelanau County Register of Deeds, be amended by the addition of the following new Sections (c)(3), (4) and (5): (3) Except as provided in subsection (5), below, the Association shall be responsible for day-to-day maintenance, repair and replacement of the equipment, fixtures, utility systems, appliances and furnishings within each Unit as are required to be kept and be operational by the Association s policies. The Association shall discharge these duties so as to maintain a consistent, high level of quality and aesthetic standard among the various Units in keeping with the character of LeBear as a luxury family condominium resort. The costs of these maintenance, repair and replacement functions shall be expenses of the Association, excluding repairs or damages caused by the intentional or negligent conduct of occupants or misuse of such items by occupants, which shall be charged to the occupants and/or Co-owners of the Residence Interest involved. The owners of Units 6 and 10, which are not currently furnished, must be furnished initially at the sole expense of the owners thereof, as approved by the Association and in accordance with the standards adopted by the Association, and shall only thereafter be subject to the Association s maintenance, repair and replacement obligations herein set forth. (4) The Association, in addition to its day-to-day maintenance responsibilities as outlined in subsection (3) immediately above, shall have the sole authority to establish reasonable, uniform guidelines pursuant to the authority contained in Article VI, Section 11 of the Condominium Bylaws, relative to required levels of maintenance, functionality and appearance, aesthetic and decorating requirements, equipment and furnishing requirements and any other requirements pertaining to the condition, maintenance and upgrading of the interiors of the Units in the Condominium, except as limited in subsection (5) below, so as to maintain a consistent, high level of quality and aesthetic standard among the various Units in keeping with the character of LeBear as a luxury family condominium resort. The Association, according to this power and exclusive authority, may in its discretion; (a) direct when and what upgrades, renovations and repairs and replacements must be performed within Units, (b) perform the work and (c) enforce such obligations against the Co-owners responsible for the same through the assessment provisions of Article II of the Condominium Bylaws. The Association, through its Board of Directors, shall decide in its sole discretion, based upon the Association s financial status, what items will be paid for as expenses of administration, what items shall be paid from the reserve fund established for these purposes pursuant to Article II, Section 3(a) of the Condominium Bylaws and/or which items will be assessed directly to the Co-owners for payment. In addition to the requirements of Article VI, Section 2 of the Condominium Bylaws, no interior changes in furnishings, decoration or structure shall be performed by anyone without the Association's mandatory prior written approval and control and the Association may approve only those changes that maintain a consistent, high level of quality and

aesthetic standard among the various Units in keeping with the character of LeBear as a luxury family condominium resort. (5) There shall be no exception from the requirements of subsections (3) and (4), immediately above, for any Unit which has any Residence Interests owned by different entities or people ( Non Wholly Owned Units ), however, with respect to Wholly Owned Units (those where all Residence Interests are owned by the same owner) the provisions of this subsection (5) shall apply. In the case of general upgrades or replacements (those programs or requirements covering all Non Wholly Owned Units, as opposed to Unit specific upgrades or replacements, such as replacement of an inoperative refrigerator or TV in one or more Units but less than all Non Wholly Owned Units), Wholly Owned Units shall have the option to participate as follows: If the general upgrade or replacement is funded from funds already held by the Association in reserves, the operating account or otherwise, Wholly Owned Units shall have the choice to participate in the same fashion as all Non Wholly Owned Units or they may elect to receive a cash rebate equal to the cost of the subject general upgrade or replacement, UNLESS the Board of Directors determines, in its sole discretion, that allowing such Wholly Owned Unit to opt out would impair the overall quality and condition of the specific Unit or Units involved or LeBear as a whole, in which case, opting out shall not be an option. If the general upgrade or replacement is to be funded from funds not already held by the Association in reserves, the operating account or otherwise (funds raised by a special assessment), Wholly Owned Units shall have the choice to participate in the same fashion as all Non Wholly Owned Units or they may elect to opt out of the special assessment, UNLESS the Board of Directors determines, in its sole discretion, that allowing such Wholly Owned Unit to opt out would impair the overall quality and condition of the specific Unit or Units involved or LeBear as a whole, in which case, opting out shall not be an option.. Nothing in these subsections or elsewhere in the Condominium Documents shall restrict the Association from performing Unit specific upgrades or replacements in any Unit without incurring an obligation to spend an equivalent amount of money on, or reimburse, owners of any other Units, regardless of whether such other Units are Wholly Owned Units or Non Wholly Owned Units. Article II of Amendment ARTICLE II, Section 3(a) of the Condominium Bylaws, Exhibit A of the Master Deed for Le Bear Resort Condominium, shall, upon recording of this Amendment with the Leelanau County Register of Deeds, be deleted in their entirety and replaced with the following new Section 3(a): Section 3. Determination of Assessments. Assessments shall be determined in accordance with the following provisions: 3

(a) The Annual Budget and Regular Annual Assessments. The Board of Directors of the Association shall establish an annual budget in advance for each fiscal year and such budget shall project all expenses for the forthcoming year which may be required for the proper operation, management and maintenance of the Condominium, including all expenses of administration, a reasonable allowance for contingencies and capital reserves as required by the Michigan Condominium Act and such other reserves as the Board of Directors shall determine, such as a reserve for the discharge of the Association s obligations under Article IV, Section (c)(3), (4) and (5) of the Master Deed for Le Bear Resort Condominium, sufficient to maintain a consistent, high level of quality and aesthetic standard for the Condominium in keeping with the character of LeBear as a luxury family condominium resort. Real estate taxes assessed on individual Residences shall be paid directly by each Co-owner and not by the Association as an expense of administration. Upon adoption of an annual budget by the Board of Directors, copies of the budget shall be delivered to each Co-owner and the assessment for said year shall be established based upon said budget, although the failure to deliver a copy of the budget to each Co-owner shall not affect or in any way diminish the liability of any Co-owner for any existing or future assessments. An adequate reserve fund for maintenance, repairs and replacement of those Common Elements that must be replaced on a periodic basis ( capital reserves ) shall be established in the budget and must be funded by payments as set forth in Section 5 below rather than by special assessments. At a minimum, the reserve fund shall be equal to 10% of the Association s current annual budget. Since the minimum standard required by this subparagraph may prove to be inadequate, the Board of Directors shall annually consider the needs of the Condominium to determine if a greater amount should be set aside in reserve or if additional reserve funds should be established for any other purposes. The Association shall also establish a reserve to fund for maintenance, upgrades, renovations, repairs and replacements of equipment, fixtures, utility systems, appliances and furnishings within each Unit (the Interior Reserve ), as the Association may decide to pursue or require pursuant to Article IV, Section (c)(4) of the Master Deed. The level of funding of the Interior Reserve shall be within the discretion of the Board of Directors. The regular annual Association assessments provided in this Article II, Section 3(a) shall be levied in the sole discretion of the Board of Directors. The Board of Directors, without the necessity of Co-owner consent, shall have the authority to increase the general assessment or to levy such additional assessment or assessments as it shall deem to be necessary in the Board's sole discretion, provided that the same shall be required for only the following: (i) to meet deficits incurred or anticipated because current assessments are insufficient to pay the costs of operation and maintenance and/or to meet obligations under Article IV, Section (c)(3), (4) and (5) of the Master Deed; (ii) to provide replacements of existing Common Elements; (iii) to fund the Interior Reserve; or (iv) for any emergencies. The Association shall further have the right and authority to assess the Co-owners owning Residence Interests in any one or more Units for damages, repairs and expenses caused by the intentional or negligent conduct of occupants or misuse of such items by the occupants of said Units and shall also have rights of assessment against the Coowners owning Residence Interests in any one or more Units for unusual expenses as provided for by Section 69(2) of the Michigan Condominium Act. The discretionary authority of the Board of Directors to levy assessments pursuant to this subsection shall rest solely 4

with the Board of Directors for the benefit of the Association and its members, and shall not be enforceable by any creditors of the Association or its members. Article III of Amendment In all other respects, the Master Deed of Le Bear Resort Condominium, including the Bylaws attached thereto as Exhibit A, and the Condominium Subdivision Plan, applicable thereto as Exhibit B, as previously recorded and amended, are hereby ratified and confirmed. IN WITNESS WHEREOF, the Association has caused this Amendment to be executed the day and year first above written. Le Bear Resort Homeowners Condominium Association, a Michigan nonprofit corporation By:, Its: President STATE OF MICHIGAN } }ss COUNTY OF LEELANAU } On this day of, 201_, the foregoing Seventh Amendment to the Master Deed of Le Bear Resort Condominium was acknowledged before me by, President of Le Bear Resort Homeowners Condominium Association, a Michigan nonprofit corporation, on behalf of and by authority of the Association. Drafted by and when recorded return to:, Notary Public Mark F. Makower, Esq. Leelanau County, Michigan 30140 Orchard Lake Rd Acting in, County, MI Farmington Hills, MI 48334 My commission expires: 5