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HomeMy WebLinkAboutCovenants & Restrictions C, \WIIIDClWS\TEMP\3BSBl_S. OOC W :a y~ :iCU DECLARATION OF COVENANTS AND RESTRICTIONS OF HAYDEN RUN PROPERTY OWNERSHIP I . ." ;..~-Y!fIrf;",;" .' ;j;/.("(.)/ ". '/', 0':-;'-)- A..'". c~, R 4' &-~ I r ECFIV[D --I rEB - ~~-=i . 212002 '-. ~_\ DOCS '.,) ~;~~.> /:::.~J' ~/ .A' '\. .. . <,/~'I> '\ 1l/lIIrQJ(~)I .J j {b-~/(lI'~ I':..", u u TABLE OF CONTENTS Page 1. Definitions................................................. 2 2. Declaration........... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 3. Description of Section 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 6 4 . Description of Hayden Run . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 ---..----s-:-~ounaari-es---~.--:_.:-~.,-:..--:-....:...'_:'-~--~-=-~--~---~-_:_:.-:......,.--...-.._:_=_.,--.~--...,--..,..--....- ....... _._'--:.._.~ .,..~._."'~.._~,....~._..~--'-'_._--'~-_..._._.,_...:-".'h-"--'-"'-' 6 .. Common Area .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. 6 7. Landscape Maintenance Access Easement...................... 7 8 . Ownership of Common Area . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 9. Delegation of.Use of the Common Area. . , . . . ... . . . . . . . '0 . .. . . 8 10. Easements in Common Area. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . 8 11. Corporation; Membership; Voting; Functions........... ......8 {a} Membership in Corporation............................. 8 (b) Voting Rights.. . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . 8 (c) Functions........ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 . 12. Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 (a) (b) .( c) ... (d). (e) (f) (g) (h) (i) (j) (k) (1) Management. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 "Initial Board of .Directors .. . . . ...... . . . ...... . . . ..... .... 10 Additional Qualifications. . . . . ; .:. .. ...; ; ~.... . . . ~.; .. . ;10 Term .of Offi~~ and v~cancy..:~.. .:...... .:.:....~.~ .~.:lb Removal of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Duties of the Board of Directors.. ...................11 Powers of the Board of Directors..................... 13 Limitation on Board Action........................... 14 Compensation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Non-Liability of Directors.. . . . . . . . . . . . . . . . ... . . . . . . . . 15 Additional Indemnity of Directors........ ............15 Bond . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 C, \WINOOIfS\TEMP\38581_5. coc ii u (;;) 13. Initial Management.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 14. Real Estate Taxes........... . . . . . '. . . . . . . . . . . . . . . . . '. . . . .' . . . 16 15. Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 16. Maintenance, Repairs and Replacements......... ............17 17. Architectural Control..................................... 18 (a) The Architectural Review Board................... ....18 (b) Purposes... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 ( c ) Condi t ions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 (d) Procedures...... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 18. Assessments............................................... 19 (a) Annual Accounting............ . . . . . . . . . . . . . . . . . . . . . . . . 19 (b) proposed Annual Budget............................... 19 (c) Regular Assessments ..... ...... .... ........... ........20 Cd). Special Assessments. . . .. . . . . . . . . . . . . . . . . . . . . . . ~ .. . .. . 22 (e) Additional Assessments.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 (f) Regular Assessments Prior to the Applicable Date. ....24 (g) Failure of Owner to Pay Assessments ......... .........25 (h) Subordination of Assessment Lien to Mortgage.. ... ....26 (i) Default.............................................. 27 19. Mortgages and Unpaid Assessments.. ..... ... ......... .......26 (a) Notice to Corporation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 (b) Notice of Unpaid Assessments......................... 27 (c) Right of Mortgagee to Pay Real Estate Taxes or Insurance Premiums................................... 27 . 20 ..Insurance..'. . ........~ ..... ... ...... .:.. ..... ~....... '.. .'. ... .... .'28 (a) Casualty Insurance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 (b) Public Liability Insurance... . . . . . . . . . . . . . . . . . . . . . . . . 28 (c) Other Insurance...... . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 (d) General Provisions................................... 29 21. Casualty and Restoration of Common Area and Limited Common Area . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 C, \WINDOWS\TEMP\J8SBl_S . roc iii u o 22. Covenants and Restrictions. . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . 30 23. Expanding the Real Es.tate That is Subject to . the Declaration. . . . . . . . . . . . .. . .. . . . . . . . . . . . . . . . . . . . . . . , . . . 35 24. Amendment of Declaration.... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 (a) Generally. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 (b) Amendments by Declarant Only.. ......... ... ........ ...36 ____~~__~UI?~ppr()~a.l ..... '_~'___'-_:-=-"""" .............. '~_~_'__~_~~___ ----------2S:--Accep t-anc e ..and- RaE1.--ri ca-Ei-bn -~-:--~ -;--:- .~~-;;.-;;-:-=--:-;-~-;;-.--;-;-;-~--:;._-:-;-;--;;--;-;--;-3-8-.-----.- 26. Negligence................................................ 39 27. Costs and Attorneys' Fees................................. 39 28. Waiver............. '. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . 39 29. Severability Clause. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 30. Pronouns . . . . . . . . . . . .. . ; .. . . . . . . . . . . . . .. . ... . . . . .. . . .. . . . . . . . . 3 9 31. Interpretation............................................ 39 32. The Plat . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 33. Annexation. ..........................................;.... 41 34. Collector Road System...... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 35. Future Construction of Recreational Facilities. .... .......41 Exhibit "A" Exhibit "E" Exhibit "C" Real Estate Section 1 Fence c, \"IllIlOIfS\ TEMP\38581_5.llOC iv u w DECLARATION OF COVENANTS ~ RESTRICTIONS OF HAYDEN RUN PROPERTY OWNERSHIP THIS DECLARATION made this ___day of , 2002, by CENTEX HOMES,a Nevada general partnership ("Declarant"). WITNESSETH: WHEREAS, the following facts are true: A. Declarant is the sole owner in fee simple title to certain real estate located in Hamil ton County, Indiana, more particularly described in the attached Exhibit A, which is incorporated herein by reference (hereinafter referred to as the "Real Estate") . B. Declarant is the sole owner of the fee simple title ~o that portion of the Real Estate more particularly described in. EXhibit B attached hereto and made a part hereof (hereinafter referred to as the "Tract" or "Section 1") . C. Declarant may from time to time subject part of the Expansion Real Estate and other additional real estate located adj acent to the Real Estate to the provisions of this Declaration. As used herein, Real Estate, shall include subject to the provisions of this Declaration. D. Declarant by execution of this Declaration assures that all properties which are conveyed which are a part of the~.. Tract....shall be conveyed .. subject totheterrns. and. conditions of this Dec.laration,whichshallrun.with. the Tract and be biriding' upon all.parties'havitig' anY' . right , title or interest in the Tract, or any part thereof, . their heirs, successors and assigns, and shall inure to the benefit of each Owner. NOW, THEREFORE, Declarant hereby makes this Declaration as follows: c, \WIllDOIIS\ TEMP\385B1_5.DO<: v u o 1. Definitions. The following terms as used in this Declaration, unless the context clearly requires otherwise, shall mean the following: Ca) "Applicable determined pursuant to Declaration. Date" means Paragraph 11 the of date this (b) UArticles" or "Articles of Incorporation" means the Articles of Incorporation of the Corporation, as hereinafter defined. The - -- ----- ---. Articles.of-- Incorporation--are--Tn-corporat-edEereIri __~Y_!~.;_~:t:'~?~~'__.u__u_ (c) "Board of Directors" means the governing body of the Corporation elected by the Members in accordance-with--the Bylaws-of__the Corporation. (d) "Bylaws" shall mean the Bylaws of the Corporation and shall provide for the election of directors and officers and other governing officials of the Corporation. ( e) designated Hayden Run. "Common as such Area" upon the means the recorded ground Plat of (f) uCommon Expense" means expenses for administration of the Corporation, expenses for the upkeep, maintenance, repair and replacement of the Common Area and Landscape Improvements and all sums lawfully assessed against the Members of the Corporation. (g) -"Corporation" _-means . Hayden Run Homeowners Associatibn, - - Inc. 1 its - successors and assigns, - 'a'ri6t:"'fOr-pr6fitcorporation, who'se Members shall be the Owners of Lots, or appointees as provided in Paragraph 11 of this Declaration; such Corporation being more particularly described in Paragraph 11 of this Declaration. (h) "Declarant" shall mean and refer to Cent ex Homes, a Nevada general partnership 1 and any successors and assigns of it whom it c. \WINCONS\TEMP\38S81_S . DOC 6 u u designates in one or more written recorded instruments, to have the rights of Declarant hereunder including, but not limited to, any mortgagee acquiring title to any portion of the Tract pursuant to the exercise of rights under, . or foreclosure of, a mortgage executed by Declarant. (i) "Dwelling Unit" means one of the living units located upon a Lot. ____n_ __ (j)_ ___\~l:I~yg~~_Ku~'~ __rn~?I.!s._t:h~__r:l~:rn5L.gy___w_bJQh_ t.bEL__ Real Estate, which is the subj ectof this ____}?~_s:_l ~r~~ :i:.9_~.I_.f?h~~_Lp~_~.I].g.~~______.___ ._______________ _._ _____ _____... (k) "Landscape Maintenance Access Easement" . shall mean and refer to those areas identified in any ..-. reGorded-Pla t -to-- be-burdened---by- .. .such---eas ement-. ---The... landscaping located within the Landscape Maintenance Access Easement shall be maintained by the Corporation andtheCorpo:ration shall have. aneasemeht-.of ingress and egress on and over the areas adj acent thereto for the purpose of this maintenance obligation; The. landscaping and other improvements planted or installed by the Declarant and/or the Corporation within the Landscape Maintenance Access Easement may not be removed by any Owner, nor may any Owner add any landscaping or improvements to such easement area without the prior approval of the Architectural Review Board. (1) "Lot" means any plot of ground designated as such upon the recorded Plat of Hayden Run and upon which one (1) Dwelling Unit is constructed, may be constructed or exists thereon. When Lot is used it ~hall be deemed .to. include the . Dwelling Unit.,.if '.any, . lccat"ed thereon. ".' . . ". . (m) "Member" means a member of the Corporation. (n) "Mortgagee" means the holder of a first mortgage lien on a Lot. (0) "Owner" means partnership, association, a person, firm, corporation, trust or other legal entity, c, \WINtlOIlS\ TEMP\3 ISS 1_5. DOC 7 u u or any combination thereof, who owns the fee simple title to a Lot. (p) ~Plat" means the survey of Section 1 and the Lots, Common Areas, and easements located thereon, prepared by Stoeppelwerth & Associates Engineering; Inc. , certified by Dennis D. Olmstead, a registered land surveyor, under date of , 2002, recorded as Instrument No. in the Office of the Recorder of Hamilton County, Indiana, and incorporated herein by reference and any additional plat that may be ----n1ed--;-upon -suoject ing-a:ddl t r6n.aT--prope-rfy-c6--t:his-------~------------ _ __ _ ________ _Declaration.__ ________________ M______________ __ ___ _______ (q) "Sign Landscape Easement" means those areas identified in any recorded Plat to be burdened by such easement. Each such area shall contain signage for the Hayden Run together with any landscaping associated with such signage in such area and any entrance walls or improvements constructed in such easement. The signage, entrance walls and improvements and landscaping located within the- easement shall be maintained by the Corporation and the Corporation shall. ------ha:v:e-an-ease~ent-6f-ingress-and-egress--on--and-oY..er_...the_ ___ ~_ areas adj acent thereto for the purpose of this maintenance obligation. The signage, entrance walls and improvements and landscaping installed by the Declarant and/or the Corporation within the Sign Landscape Easement may not be removed by any Owner, nor may any Owner add any improvements to such area without the prior written approval of the Architectural Review Board. (r) "Tract" means the real estate described in Paragraph -.B . _of the.. recitals-above-. and such -.-other . . portions of the.- Real. Estate, arid other. property which have, as of any-given t:.ime'~ been .-subjected Eo.this. Declaration, either by this Declaration or a Supplemental Declaration as herein provided. (s) "Utility, Drainage and Sewer Easements" means the areas of ground on the Plat marked Drainage, Utility and Sanitary Sewer Easement; Drainage, Utility and Sewer Easement; and Drainage and Utility Easement. The Utility, Drainage and Sewer Easements are hereby c, \IIII/lXlIfS\ T1lMP\J8S81_S _ DOC 8 u u created and reserved for the use of all public utility companies (not including transportation companies), governmental agencies and the Corporation for access to and. installation, maintenance, repair or removal of poles, mains, . ducts, drains, lines, . wires, cables and other equipment and facilities for the furnishing of utility services, including cable television services. The Utility, Drainage and Sewer Easements are hereby created and reserved for (i) the use of Declarant for access to and construction, maintenance, operation, repair and control of any retention and detention ponds ----------anduJ:mpj:ovements- comprisTng-and/or-rela ted --to-thestorm---- 'water.drainage__:system,__.e ither_b~__sur_face_drainage___or app-r-eEH='-ia t c 'l:1:fl:Ei~~-r-ffi;i-oo--i-n-s-e-a-l-l-a-ti0fts,-f-o-r-ehe--Rea-1 Estate and adjoining property and (ii) the use of the Corporation and the Hamilton County Drainage Board for access to and maintenance, repair and replacement of such drainage system. The Owner of any Lot subject to a Utility, Drainage and Sewer Easement shall be required to keep the Easement area on his Lot free from obstructions so that the storm water drainage will be unimpeded and will. not. be changed or : altered without. all necessary permitS(whether-16cal~state or federal) and-pr.ior--w-:r:i-tten-app:r;ov:a-l--o-f---t-he--DeG:la:r;antT------The----- ----- Utility, Drainage & Sewer Easements are hereby created and reserved for Declarant, the Hamilton County Highway Department, the Hamilton County Drainage Board, the Clay Township Regional Waste District, the City of Carmel and such other municipal bodies, agencies and entities as necessary. The delineation of the Utility, Drainage and Sewer Easement areas on the Plat shall not be deemed a limitation on the rights of any entity for whose use any such easement is created and reserved to go on any portion of any Lot subject to such easement t.emporarilytotheextent reasonably neqes~ary . for the .exercise.of. the. rights granted. to it. .by this Paragraph. " E:xceptas.iris"talled by Declarant or 'by third parties a.s." provided above, no structures or improvements, including without limitation decks, patios, fences, walkways or landscaping, shall be erected or maintained upon said Utility, Drainage and Sewer Easements. c. \WINDOWS\ TBMP\3BSBl_5" DOC 9 u u 2. Declaration. Declarant hereby expressly declares that the Tract shall be held, conveyed and transferred in accordance with the provisions of this Declaration. 3. Description of.Section 1~ Section 1 consists of 22 Lots numbered 1-22, inclusive, together with the Common Area and all Easements as designated on the Plat. The Common Area, Easements and the size of the Lots are as designated on the Plat. 4. Description of Hayden Run. Hayden Run consists of seventy (70) Lots numbered 1 through 70 inclusive, together with the Common Area and Easements as designated on the Plat. The Common Area, Easements and the size of the Lots are as designated on the Plat. The legal description for each Lot in Hayden Run shall be as follows: Lot __in Hayden Run, a subdivision in Hamilton County, Indiana as per plat thereof recorded as Instrument Number , in the Office of the Recorder of Hamilton County, Indiana. 5. Lot Boundaries and Access . The boundaries of each Lot in Hayden Run shall be as shown on the Plat. All Lots shall be accessed only from the interior streets of the Tract. 6. Common Area. Common Area includes all the area designated as such on any recorded Plat of Hayden Run, including, but not limited to, the lakes, ponds, drainage areas and recreational areas (including walking paths or trails), if any, but excluding all Lots and Easements. Declarant has the right, but not the obligation, to . construct recreational facilities ..in .:any .of ..the Common . Area, and if. such facilities are. constructed, such tacili ties shalibe part. of the :Coinrricm . Ai-ea. ... 7 . Landscape Maintenance Access Easement. Declarant hereby declares, creates, grants and reserves the Landscape Maintenance Access Easement as shown on the Plat as a non- exclusive easement for the use of the Declarant and the Corporation for installation, maintenance and removal of trees, shrubbery, flowers and other plantings, entryway signage, walls and other improvements and additional c. \WII>IDOIIS\ TEMP\38S81_S.cae 10 u u similar landscape improvements (all of which items, as existing from time to time, shall constitute "Landscape Improvements") . Except as installed by the Declarant or the Corporation, and except for any ,utility facilities or drainage facilities which maybe installed in any easement that may now or hereafter be declared, granted or reserved in or upon any portion of the Real Estate and designated on the Plat as a Landscape Maintenance Access Easement, no structures, fences or other improvements shall be installed or maintained in or upon any Landscape Maintenance Access Easements. Notwithstanding the foregoing provisions of this Paragraph and the provisions of any Plat or other recorded instrument executed by Declarant designating a Landscape Maintenance Access Easement, a Landscape Maintenance Access Easement shall automatically terminate as to that portion of such easement area that is located within or upon any public right-of-way hereafter dedicated to the public upon the recording of a Plat or - other instrument creating such public right-of-way. 8 . Ownership of Common Area. The Commori Area shall be conveyed to or owned by the Corporation, and shall be held for the use and enjoyment of the Members, all of whom shall have the right and easement of enj oyment in and to the Common Area which right shall pass with title to every Lot, subject to the provisions of this Declaration, including but not limited to, the following: (a) The right of the Corporation, upon approval by a written instrument signed by two-thirds of all Class A Members, two-thirds of all Class B Members and by two-thirds of all first mortgagees, to dedicate or transfer all or any part of the Common Area to any public agency, ,authority or, utility. for, such Common Area purposes , and' . subject to such conqitibns as may' be, agreed' by 'the 'CorpOration.' ", (b) The right of the Corporation to adopt such rules and regulations regarding the Common Area as it deems necessary as provided in Paragraph 12. ( c ) The conveyed to Common Area or owned by in Hayden Run shall the Corporation on be the c, \WINDOIlS\ TEMP\38581_5 ,1lOC 11 u u Applicable Date or earlier, free and clear of all liens and encumbrances except for platted or recorded easements and real estate taxes not yet due and payable; provided, however, that the conveyance of the Common Area to - the Corporation shall not prevent Declarant from improving the Common Area as Declarant deems appropriate (including, but not limited to construction of lakes and recreational facilities, including any recreational or similar facilities which are solely for the benefit of a particular section of Hayden Run) at any time prior to the Applicable Date. ..----...--- --9-:--Dcd-e-gat:torr-or-Use of-Elre-Commo?_A:rea._____~y__~~tru5~~______ ___ ----may-- aelegate~---fn---acc~nee----wIth----p_ro-vi-sions of tIds Declaration and the rules -- or regulations promulgated by the Corporation, his right of enjoyment and use of the Common Area- and facilities to members of his family, his tenants or contract purchasers who reside on any Lot. 10. Easements in Common Area. Each Owner shall have an easement in common with each other Owner to use all pipes, _wires, ducts, cables, conduits, -utility lines and other common facilities, if any, located in the Common Area and Easements. Such easement and right to use shall pass- with title to the Lot even though not expressly mentioned in the document passing title. An easement is also granted to the Corporation, its officers, agents and employees and to any management company selected by the Corporation to enter in or to cross over the Common Area, Easements and Lots to perform its duties; provided, however, except in the case of an emergency, reasonable notice shall be given the Lot Owner. 11. --- Corporation;- -Membership; Voting; _ Functions' (a) Membership-in CorPoration. Declarant- and- each Owner of a Lot which is subj ect to assessment shall, automatically upon becoming an Owner, be and become a Member of the Corporation and shall remain a Member until such time as his ownership of a Lot ceases at which time his membership shall terminate and will be transferred to the new Owner of his Lot; provided, however, that any person who holds the interest of an Owner in a Lot merely as security for the performance C. \WI/lIXlWS\TIlMP\3.S.,_S _DOC 12 u u of an obligation shall not be a Member until and unless he realizes upon his security, at which time he shall automatically be and become an Owner and a Member of the Corporation. (b) Voting Rights. The Corporation shall have two (2) classes of membership with the following voting rights: (i) Class A. Class A Members shall be all Owners except Class B Members. Each Class A Member ------------SliaII-:ce--entrtled to orie--Cr)-VoEe---for-eacn-- IJo-r-of-wh-f-ch--such-M-emheT-rs--the-ewner-wit-h-~--------- -------------- - ------------re-OpeettO--eacn--matEe-i s~u:gm:_~--to-a-- - 'f6t-e-of---------------- Members upon which the Class A Members are entitled to vote. When more than one (1) person constitutes the Owner of a particular Lot, all such persons shall be Members of the Corporation, but all of such persons shall have only one (1) vote for such Lot, which vote shall be exercised as they among themselves determine, but in no event shall more than' - one (1) vote be cast with respect to any such Lot. (ii) C, \tlINCOWS\TEMP\3S5S1_5, cae Class B. Class B Members shall be Declarant and all successors and assigns of Declarant designated by Declarant as Class B Members in a written notice mailed or delivered to the resident agent of the Corporation. Each Class B Member shall be entitled to four (4) votes for each Lot of which it is the Owner on all matters requiring a vote of the Members of the Corporation. The Class B --membership -shall, cease ,'-and ,terminate _ upon the Applicable _ Date,- which - ',shall- be' the first. Eo Occur "of- (i) the 'date' upon' which the written resignation of the Class B Members as such is delivered to the resident agent of the Corporation, (ii) the date when seventy-five percent (75%) of all Lots in all platted and/or planned sections of Hayden Run have been conveyed by Declarant, or (iii) February, 2009. 13 u w (c) Functions. The Corporation has been formed for the purpose of providing for the maintenance, repair, upkeep, replacement, administration, operation and ownership of the Common Area, to pay taxes assessed against and payable with respect to the Common Area and to pay any other necessary expenses and costs in connection with the Common Area and to perform such other functions as may be designated for it to perform under this Declaration. 12. Board of Directors .: ---------------:----~--(-a_>_.:-----Management- .-----'I'he---bus-ine s s- and---aff a i rs--o-f-t he---- eorporati-on-sha3..-l-be-governed--and-managed by-t-he--Board of Directors. No person shall be eligible to serve as a member of the Board of Directors unless he is, or is deemed in accordance with this Declaration to be, an Owner, or is a person appointed by Declarant as provided in subparagraph (b) of this Paragraph 12. (bY . Initial . Board of . Directors . The Initial Board of Directors shall be composed of the' persons -------de-s-i-gna-ted---4-n-t-ne-Ar-t-i-c-les,----t-e--w-i-t---:---'I'em--'---Kut-z-, --'Ferri-----. Fernandez and Joe Reel (herein referred to as the "Initial Board"), all of whom have been or shall be appointed by Declarant. Notwi thstanding anything to the contrary contained in this Declaration, the Articles or the Bylaws (a) the Initial Board shall hold office until the Applicable Date, and (b) in the event of any vacancy or vacancies occurring in the Initial Board for any reason or cause whatsoever prior to the Applicable Date, determined as provided above, every such vacancy shall be filled by a person appointed by . Declarantj who -- shalltherea,fterbe: deemed' a member of the' .Ini tial Board ~ Each Ow~er,' by acceptance of' a. deed to a Lot, or by acqu{sition of - any" iriterest' in a Dwelling Unit by any method shall be deemed to have appointed Declarant as such Owner's agent, attorney-in-fact and proxy, which shall be deemed coupled with an interest and irrevocable until the Applicable Date determined as provided above, to exercise all of said Owner's right to vote, and to vote as Declarant determines, on all matters as to which Members of the Corporation are entitled to vote under C, \NINDOWS\TEMP\3SS81_S, DOC 14 u u the Declaration, the Articles, the Bylaws or otherwise. This appointment of Declarant as such Owner's agent, attorney-in-fact and proxy shall not be affected by incompetence. of the Owner granting the same. Each person serving on the Initial Board, whether as an original member thereof or as a member thereof appointed by Declarant to fill a vacancy, shall be deemed a Member of the Corporation and an Owner solely for the purpose of qualifying to act as a member of the Board of Directors and for no other purpose. No such person serving on the Initial Board shall be deemed or considered a Member of the Corporation nor an Owner of -----a--Lotn-for-nany--other-purpose----(unless-he-.-i s --a.c.tually-the-----....--- 0wner-o-f---a----I:Jot-and--t-he-reby--a-Memhe.r of tIle Corporation) . (c) Additional Qualifications. Where an Owner consists of more than one person or is a partnership, corporation, trust or other legal entity, then one of the persons constituting the multiple Owner, or a partner or an officer or trustee shall be eligible to serve on the Board of Directors, ..exceptthat.. no single Lot-or-Dwelling .Unit may be represented on the Board of -.------Di-~ec-t_GFS~-:by---mGFe-t-han-0ne--f)er-sGn ---a t;--a-t-ime- .-- ---------- _~__________n (d) Term of Office and Vacancy. Subject to the provisions of subparagraph (b) of this Paragraph 12, at least one (1) member of the Board of Directors shall be elected at each annual meeting of the Corporation. The Initial Board shall be deemed to be elected and re-elected as the Board of Directors at each annual meeting until the Applicable Date provided herein. After the Applicable Date, the Board of Directors will consist of . three (3).members, E'!lectedbyth~ .qwners. Each member. of. the . Board . of Directors . shall be elected for a'term ofthre'e'. (3) years, except that at the first election after the Applicable Date (which, if appropriate, may be a special meeting) one (1) member of the Board of Directors shall be elected for a three (3) year term, one (1) member for a two (2) year term, and one (1) member for a one (1) year term so that the terms of at least one-third (1/3) of the members of the Board shall expire annually. If such election is at a special meeting, the Directors elected shall serve for c, \lfINllOIfS\ TEMP\] BS81_S. coc 15 u u the applicable period plus the time from the special meeting to the first annual meeting. There shall be separate nominations for the office of each member of the Board to be elected at such .first election after the Applicable Date. Each Director shall hold office throughout the term of his election and until his successor is elected and qualified. Subject to the provisions of subparagraph (b) of this Paragraph 12 as to the Initial Board, any vacancy or vacancies occurring in the Board shall be. filled by a vote of a maj ori ty of the remaining members of the Board or by vote of the Owners if a Director is removed in accordance with subparagraph (e) of this Paragraph 12. The Director so filling a vacancy shall serve until the next annual meeting of the members and until his successor is elected and qualified. At the first annual meeting following any such vacancy, a Director shall be elected for the balance of the term of the Director so removed or in respect to whom there has otherwise been a vacancy. ". (e) Removal of Directors. A Director or Directors, except the members of the Initial Board; may be removed with or without cause by vote of a majority of the votes entitled to be cast at a special meeting of the Owners duly called and constituted for such purpose. In such case, his successor shall be elected at the same meeting from eligible Owners nominated at the meeting. A Director so elected shall serve until the next annual meeting of the Owners and until his successor is duly elected and qualified. (f) Duties of the Board of Directors. The Board of Directors shall be the governing body of the Corpora.tion . representing '. all . of. the' Owners - and -being' ." .:i::'esponsible for. the. - fu~c'tion-sarid - duties'.. of '. the. Corporation, inchi.ding, but' not 'limi"ted to, providing for the administration of the Corporation, the management, maintenance, repair, upkeep and replacement of the Common Area and Landscape Improvements (unless the same are otherwise the responsibility or duty of Owners) and the collection and disbursement of the Common Expenses. The Board may, on behalf of the Corporation, employ a reputable and recognized professional property management agent (herein called c, \tlINIlClWS\ TIlMP\38 581_5. coc 16 u u the "Managing Agent" ) upon such terms as the Board shall find, in its discretion, reasonable and customary. The Managing Agent, if one is employed, shall assist the Board in carrying out its duties,. which include, but are not limited to: (ii) (iii) (iv) (v) (vi) c, \WINDOIIS\ TZMP\J8581_S. COC (i) Protection, surveillance and replacement of the Common Area; provided, however, that this duty shall not include or be deemed or interpreted as a requirement that the Corporation, the Board or any Managing Agent must provide anyon-site or roving guards, security service or security system for protection or surveillance, and the same need not be furnished; Landscaping, maintenance and upkeep of the Common Area and Landscape Improvements(except as is otherwise the obligation of an Owner);such maintenance obligation specifically includes, but is not limited to, walking. paths or trails (including that. portion. . of · the. path or trail which is included in any right of way) signage, drainage areas and facilities, ponds and lakes. Assessment and collection from the Owners of each Owner's respective share of the Common Expenses; Preparation of the proposed annual budget, a copy of which will be mailed or delivered to each Owner at the same time as the notice of .annual.meeting is ma:j.leoor delivered; . Preparing .and delivering annually' to 'th.e Owners a full accounting of all receipts and expenses incurred in the prior year; such accounting shall be delivered to each Owner simultaneously with delivery of the proposed annual budget for the current year; Procuring and maintaining for the benefit of the Corporation and the Board the insurance 17 u u coverages required under this Declaration and such other insurance coverages as the Board, in its sole discretion, may deem necessary or advisable; (vii) Paying taxes assessed against and payable wi th respect to the Common Area and paying any other necessary expenses and costs in connection with the Common Area; n SS) Powers of the Board of Directors ..'l'he I?~ard of Directors shall have su~h powers as are reasonable ______ and necessary to accompliSh----ele perfo_~ma!!-E~_9f tliei~_____ duties. T11ese poweJ::s ihclude, but al::e Hut lilu.i.Led Lo, the power: ---(i) -To-employ-a- Managing---.Agent-- to assist the --- Board in performing its duties; (ii) To purchase, lease or otherwise obtain for the Corporation, to enable it to perform its .functions and.. duties, such - equipment, materials, labor and services as. may be necessary in the judgment of the Board of Directors; (iii) To employ contractors, judgment of necessary or business and legal counsel, architects, accountants and others as in the the Board of Directors may be desirable in connection with the affairs of the Corporation; (iv) To employ, designate, discharge and remove such personnel as in the judgment of the Board Of .Directors m_ay be necessary-for: the . B.oardof. Directo.rs .to .perform ;i.ts-duties; ... (v) To include the costs of all of the above and foregoing as Common Expenses and to pay all of such costs therefrom; (vi) To open and maintain a bank account or accounts in the name of the Corporation; c, \WINIlOWS\ TEIIP\38581_5_DOC 18 7 u u (vii) To promulgate, adopt, revise, amend and alter from time to time such additional rules and regulations with respect to use, occupancy, operation. and enjoYment of the Tract and the Common Area (in addition to those set forth in this Declaration) as the Board, in its discretion, deems necessary or advisable; provided, however, that copies of any such additional rules and regulations so adopted by the Board shall be promptly delivered or mailed to all Owners. Such rules and .. --regulatiorl13- may . provide.. that an Owner's fa-i:lure to comply wi En such rules ana regulationo ffi;J.y result in (i) the--inlpositioll of fines by the Corporation against such Owner; and/or (ii) such Owner losing the rightu_to..use. the__Common Area and ..related- facilities. (h) Limitation on Board Action. After the Applicable Date, the authority of the Board of Directors to ente~ into contracts shall . be limited to contracts irivol ving a total. expenditure of less than $5,000.00 without obtaining the prior approval of a majority of the Owners, . except that in the following cases such approval shall not be necessary: (i) Contracts for replacing or restoring portions of the Common Area damaged or destroyed by fire or other casualty where the cost thereof is payable out of insurance proceeds actually received; (ii) Proposed contracts ;expendi turesexpressly. proposed annual budget.; and proposed set:fortp . in. the and (iii) Expenditures necessary to deal with emergency conditions in which the Board of Directors reasonably believes there is insufficient time to call a meeting of the Owners. (i) Compensation. No Director shall receive any compensation for his services as such except to such C, \WINDOWS\TEHP\38SBl_S. DOC 19 u u extent as may be expressly authori zed by a maj ori ty vote of the Owners. The Managing Agent, if any is employed, shall be entitled to reasonable compensation for its services, the cost of which shall be a Common Expense. (j) Non-Liability of Directors. The Directors shall not be liable to the Owners or any other persons for any error or mistake of judgment exercised in carrying out their duties and responsibilities as 'Directors, except for their own individual willful misconduct, bad faith or gross negligence. The Corporation shall indemnify and hold harmless and defend each of the Directors against any and all liability to any person, firm or corporation arising out of contracts made by the Board on behalf of the Corporation, unless any such contract shall have been made in bad faith. It is intended that the Directors shall have no personal liability with respect to any contract made by them on behalf of the Corporation. (k) ..' Additional. Indemnity of. Directors . The Corporation shall. indemnify, hold harmless and defend any person, his heirs, assigns and legal representatives, made a party to any action, suit or proceeding by reason of the fact that he is or was a Director of the Corporation, against the reasonable expenses, including attorneys' fees, actually and necessarily incurred by him in connection with the defense of such action, suit or proceeding, or in connection with any appeal therein, except as otherwise specifically provided herein in actions, suits or proceedings where such Director is adjudged liable for bad faith, gross negligence or wilful misconduct in the . performance of his . duties. ThE;!.qorporation.shall. also , reimburse.' any . such Director the. reasonable costs' of 'settlement of or judgment. rendered in any actlon-, suit or proceeding, if it shall be found by a majority vote of the Owners that such Director was not guilty of gross negligence or misconduct. In making such findings and notwithstanding the adjudication in any action, suit or proceeding against a Director, no Director shall be considered or deemed to be guilty of or liable for negligence or misconduct in the performance of his duties where, acting in good faith, e, \llIIIlXlWS\ TEMP\38581_S. cae 20 u u such Director relied on the books and records of the Corporation or statements or advice made by or prepared by the Managing Agent (if any) or any officer or employee thereof, .or any accountant, attorney or other person, firm or corporation employed by the Corporation to render advice or service unless such Director had actual knowledge of the falsity or incorrectness thereof; nor shall a Director be deemed guilty of or liable for negligence or misconduct by virtue of the fact that he failed or neglected to attend a meeting or meetings of the Board of Directors. (I) Bond. The Board of Directors may provide surety bonds and may require the Managing Agent (if any), the treasurer of the Corporation, and such other officers as the Board deems necessary, to provide surety bonds, indemnifying the Corporation against larceny, theft, embezzlement, forgery, misappropriation, willful misapplication, and other acts of fraud or dishonesty, in such sums and with such sureties as may be approved by the Board of Directors .andany.such,bond shall specifically.includeprotection for any insurance. proceeds received for any reason by the Board. The expense of any such bonds shall be a Common Expense. 13. Initial Management. The Initial Board of Directors has entered or will hereafter enter into a management agreement with Declarant or a corporation or other entity affiliated with Declarant or a third party management company for a term not to exceed three (3) years with either party having the right to terminate upon ninety (90) days' notice under which Declarant, such affiliate of Declarant or such third party management company will provide supervision,; management . and.maiiitehartceof' the. Common Area (except as stich is the obligation ". of the individua.l Owners) . and in . general, perform all of .the duties and obligations of the Corporation. Such management agreement may be renewed by the parties for additional terms of three (3) or less years. Such management agreement is or will be subject to termination by Declarant (or its affiliate as appropriate) at any time prior to expiration of its term, in which event the Corporation shall thereupon and thereafter resume performance of all of its duties and obligations. Notwithstanding anything to C. \llINOOIlS\ TEMP\38581_S. DOC 21 u u the contrary contained herein, so long as a management agreement is in effect, Declarant shall have and Declarant hereby reserves to itself the exclusive right to manage the Tract and perform all the functions of the Corporation. 14. Real Estate Taxes. Real estate taxes are to be separately assessed and taxed to each Lot. In the event that for any year the real estate taxes are not separately assessed and taxed to each Lot but are assessed and taxed on the Real Estate or part thereof as a whole, without a breakdown for each Lot, then each Owner shalJ:_p~ his proportionate share of the real estate taxes assessed to Ehe lan~~~~_~iSiI!g__ the Real Est;at~_or_~l].~_L2arL_th~};eof -that-- is assessed ell:::! c;l. whult::l, wh.it;h shall be the ratio that the square footage in his Lot bears to the total square footage of all the land comprising the Real Estate or part thereof assessed as a whole. Real estate taxes assessed on the improvements on the Real Estate shall be paid by the Owner of such improvements. Any real estate taxes or other assessments which are chargeable against the Common Area shall be paid by the Corporation and treated as a Common Expense. 15. Utilities. Each Owner shall utilities which are separately metered. are not separat~ly metered, if any, shall paid as part of the Common Expense determined by the Corporation. pay for his own Utili ties which be treated as and unless otherwise 16. Maintenance, Repairs and Replacements. Maintenance, repairs, replacements and upkeep of the Common Area and Landscape Improvements (except as such is the obligation of the individual Owners) shall be furnished by the Corporation, as a part of its duties, and the cost · thereof-,shall ,const,itute a 'part of ,the' Common Expenses :" ' After the Applicab:;Le Date and ~orf:lO 'long'as'the ,I?eclarant . oWn:sany 'Lot(s),' Declarant may, upon "five' (5)' days notice to the Corporation, undertake any maintenance, repair or upkeep which the Corporation is obligated, but has failed, to undertake. Declarant may then bill the Corporation for the cost of such maintenance, repair or upkeep. Such bill, if not paid by the Corporation within thirty (30) days of receipt, shall bear interest at the rate of (12%) per annum. c, \IlIIfDOIfS\ TEMP\38S81_5. cae 22 u u Each Owner shall be responsible for maintaining and keeping his Lot, Dwelling Unit, and all other structural improvements located on his Lot in a good, clean, neat, sanitary and well maintained condition and shall do such work" thereon as is required to cause such Lot and structural improvements to be so maintained. . The obligation to maintain a Lot shall exist, whether or not a Dwelling Unit exists on such Lot, and the Owner of such Lot shall keep such Lot maintained in the same manner as such Lot would be maintained if a Dwelling Unit existed thereon. Each Owner sh.all also maintain (i) the dusk-to-dawn ____~ ~ght !'I_ins taTleci____~m fils_.;Lot__ in____9Eod \.'lorki~g__~2};lgiJ:: iQ.z:1-I________. including but l1at lilllited La, L~fJld.~~lli~l.I.L vI fJhvLu ~~lls; (ii) the mailbox and post installed on his Lot in good working condition; and (iii) any trees originally planted on his Lot in the area adjacent to the sidewalk ("Street Trees"). Any repair or replacement of mailboxes and/or posts shall be of the same design and quality as originally installed by Declarant. In the event any Street Tree dies, the Owner of' such Lot shall be responsible for replacing, at Owner's expense, the Street Tree with a . substantially similar tree, meaning a tree 6fthe. same species as the original Street Trees and with a minimum caliper of two and one-half (2~) inches. Each Owner shall be responsible for the maintenance of the Street Trees located on his Lot. Notwithstanding any obligation or duty of the Corporation to repair or maintain the Common Area or Landscape Improvements, if, due to the willful, intentional or negligent acts or omissions of an Owner or of a member of his family or of a guest, tenant, invitee or other occupant or visitor of such Owner, damage shall be caused, or if maintenance, repairs or replacements shall be '.' required thereby,. ..whi.ch...would . otherwise . be. .a. Common Expense, then ..such . Owner. shall 'pay for .such damage and such, ., maintena.'nce,' repaiis and replacements', as may be determined by the Corporation, unless such loss is covered by the Corporation's insurance with such policy having a waiver of subrogation clause. If not paid by such Owner upon demand by the Corporation, the cost of repairing such damage shall be added to and become a part of the assessment to which such Owner's Lot is subject. C. \IIINllOIlS\TIlMP\JBS81_S. DOC 23 u u If any Owner shall fail (i) maintain and keep his Lot, Dwelling Unit and other structural improvements located on his Lot in a good, clean and sanitary condition as determined by the Board of Directors or (ii) comply with the terms of this Paragraph 16,' the Corporation may perform any work necessary to do so and charge the Owner thereof for such cost, which cost shall be added to and become a part of the Owner's assessment, and such cost shall. be immediately due, and shall be secured by the Corporation's lien on the Owner's Lot. ---..---..-----.------------.------..----..'.----.-.----------....-.--.---...--... -----------s-o---long--as the Tract is subj ect to this Declaration each Owner, :oy---his acceptance of a aee-a-to. any- Lo~____- irrc......o6ably grants to the Corporatiol!, .i.Le d.~t::uLt:l d.ml employees, the right, in the form of a permanent easement, to enter upon, across and over the Lot owned by such Owner _under ..such....condi t ions--.. as. are reasonabl y--necessa-ry--top-effectm the maintenance, cleaning, repair, landscaping or other work contemplated herein. 17. Architectural Control (a) The Architectural Review Board. As a standing committee of the Corporation, there shall be, and hereby is, established an Architectural Review Board consisting of three (3) or more persons. Until the Applicable Date, the Architectural Review Board shall be the Initial Board of Directors. After the Applicable Date, the Architectural Review Board shall be appointed by the Board of Directors and may be different than or the same as the Board of Directors. (b) Purposes. The Architectural Review Board shall regulate the external design, appearance, use, _ location.. and maintenance of ,the Tract ,(including ,the Common Area,'., Easements,' Landscape ImP:r:ovements' arid.' Lot's)ahd 'of improvements' thereoriinsuchmaIlneras to preserve and enhance values and to maintain a harmonious relationship among structures and improvements. (c) Conditions. No improvements, alterations, excavation or changes in grade or other work which in any way alters any Lot or the exterior of any Dwelling Unit or other improvement thereon shall be made or done C, \IlIIIDOIfS\TE>IP\3 BS81_S, DOC 24 u u without the prior written approval of the Architectural Review Board, except as otherwise expressly provided in this Declaration. There shall be no requirement that the Architectural Review aoard approve the initial construction of a Dwelling Unit on a Lot. No building, fence, wall, Dwelling Unit, or other structure shall be commenced, erected, maintained, improved, altered, made or done on any Lot without the prior written approval of the plans by the Architectural Review Board other than the initial construction of a Dwelling Unit and other improvements provided the plans for such construct ion are approve'"d ny Decl~irant. .-----~---------- 00-----.-----(0) Procedures. In tne event the l\rclii tectu:ral Review Board fails to approve, modify or disapprove in writing an application within thirty (30) days after n .... 00_'_ __suchoo. n.applicatiQn_____Jand.___alL ..... pl.ans_,__ drawings,_ _. specifications and other items required to be submitted to it in accordance with such rules as it may adopt) have been given to it, approval will be deemed granted by the Architectural Review Board. A decision of the Architectural. Review Board may be appealed. to the Board . of Directors which may reverse or modify such decision by a majority vote. 18. Assessments (a) Annual Accounting. Annually, after the close of each fiscal year of the Corporation, the Board shall cause to be prepared and furnished to each Owner a financial statement prepared by an accounting group approved by the Board, which statement shall show all receipts and expenses received, incurred and paid during the preceding fiscal year. (b) Propose'dAnnuaIBudget.. An,nually,. b~forethe dafe of t.he . annual meeting" 'ofn. the n, Corporation,.' the Board of Directors shall cause to be prepared a proposed annual budget for the next fiscal year estimating the total amount of the Common Expenses for the next fiscal year and shall furnish a copy of such proposed budget to. each Owner at or prior to. the time the notice of such annual meeting is mailed or delivered to such Owners. The annual budget shall be submitted to the Owners at the annual meeting of the C, \WINDOlfS\TEMP\38581_5, coc: 25 u u Corporation for adoption and, if so adopted, shall be the basis for the Regular Assessments (hereinafter defined) for the next fiscal year. At the annual meeting of the Owners, notwithstanding any _ other prov~s~on in this Declaration, the Articles or the Bylaws, the budget may be approved in whole or in part or may be amended in whole or in part by a majority vote of those Owners present either in person or by proxy i provided, however, that in no event shall the annual meeting of the Owners be adjourned until an annual budget is approved _ and adop~ed ~L~~ch .t!.l.~~~ingL_____d____ ---either-the proposed annuai- budget or the proposed __ ___annuaL__budg_et_____as___amended_._______'I'-he__annual---budget,----then..-- Re~-l-ar-As-se-ftS-men-t-s---and--a-ll sunls--a1::l8e8t:l~-d--by~he Corporation shall be established by using generally accepted accounting principles applied on a consistent basis. The annual budget and the Regular Assessments shall, in addition, be established to include the establishment and maintenance of a replacement reserve fund for capital- .expenditures -and replacement -and ____un ---repa:ir-or---the-Common-Area ana-"r;-andscapen-Irnprov-ement s n------that-must--be-- repa-iredand- l?eplaceci-on -a-periodic basis, which replacement reserve fund shall be used for those purposes and not for usual and ordinary maintenance expenses. By way of example only, the replacement reserve fund will be used for repairing and replacing items such as pumps, filters, landscaping (other than annual plantings and mulch), equipment, playground facilities and clubhouse furnishings and equipment. Usual and ordinary expenses which will not be paid out of the replacement reserve fund include but are not limited to, snow removal, fertilization, annual -- plantings, .mulch,-; andpreventi ve -mai.ntenance con-tracts-, -Such _replacement __ res.erve- _ fund shall ':be mciintai:ned by the C'orporation in a - separate 'interest - bearing aC"courit or accounts with one or more banks or savings and loan associations authorized to conduct business in Hamilton County, Indiana selected from time to time by the Board. The failure or delay of the Board of Directors to prepare a proposed annual budget and to furnish a copy thereof to the Owners shall not constitute a waiver or C,\"'NDOWS\TEMI'\38581_5,COC 26 u u release in any manner of the obligations of the Owners to pay the Common Expenses as herein provided, whenever determined. Whenever, whether before or after the annual meeting of the. Corporation, there is no annual budget approved by the Owners as herein provided for such current fiscal year, the Owners shall continue to pay Regular Assessments and Additional Assessments for Duplex Units based upon the last approved budget or, at the option of the Board, based upon one hundred and ten percent (110%) of such last approved budget, as a temporary budget. _~___u___~~'___ _-<c.)u_ _,Regular__Ass_e s sments..__, The _annual___budget_,_~as_ adept ed ay~-e-G-wners,-sha-l--l--,--ba-s-ecl.-eH--t:;-h-e--e-s-ti-ma--t--eEl cash requirement for the Common Expenses in the current fiscal year as set forth in said budget, contain a proposed assessment, against each Lot equal to the Common Expenses multiplied by a percentage equal to one divided by the total number of Lots in the Tract. Immediately following the ~doption of the annual budget, each Owner shall be given written notice of such assessment, against his respective ,Lot (herein. -called-t-he~""ReglXlar- ASSeEfSrnent"t-r -- "'pYbvided-hbwever; -_'__~______that.~,. any.,.Regular~ Assessments, --Special--As ses sments.~or., Additional Assessments may be applied to Lots owned by Declarant only with the written consent of Developer which written consent shall not be inferred or implied by Declarant's execution and recordation of this Declaration. In the event the Regular Assessment for a particular fiscal year is initially based upon a temporary budget, such Regular Assessment shall be revised, within fifteen (15) days following adoption of the final annual budget by the Owners, to reflect the assessment against each Lot based upon such annual ,budget aSfinally.adopted.bythe,Owners; '.The ,aggregate .' amount of the RegularAssess~entsshall beequal,tothe total' amount '6fexp'erises 'provided' and included in 'the final annual budget, including reserve funds as herein provided. The Regular Assessment against each Lot shall be paid in advance in two equal semi-annual installments with the first paYment due on the first day of the first month of each fiscal year. Payment of the semi-annual installments of the Regular Assessment shall be made to the Board of Directors or the Managing Agent, as directed by the Board of Directors; C, \IIINllOllS\TEIlP\J8S81_S.DOC 27 u u provided, however, the Owners assessments annually, in advance. Regular Assessment for a particular Corporation was initially. based budget.: may elect to pay In the event the fiscal year of the upon .a temporary (i) If the Regular Assessment based upon the final annual budget adopted by the Owners exceeds the amount of the Regular Assessment based upon the temporary budget, that portion of such excess applicable to the period from the first day of the current fiscal year to the date of the next payment of the Regular Assessment which is due shall be paid with such next payment, and all payments thereafter during such fiscal year, shall be increased so that the Regular Assessment as finally determined shall be paid in full by the remaining payments due in such fiscal year, or (ii) If the Regular Assessment based upon .the temporary budget exceeds the Regular Assessment based upon the final annual budget adopted by the Owners, such excess shall be credited against the next payment or payments of the Regular Assessment coming due, until the entire amount of such excess has been so credited; provided, however, that if an Owner had paid his Regular Assessment annually in advance, then the . adjustments set~ort.h,under. {i}. or (ii) above ..shall :be made' bya .' cash payment by, or refund' to,' . the' Owner on the" first. day 'of the" second month 'followins(. the determination of the Regular Assessment based upon the annual budget finally adopted by the Owners. The Regular Assessment for the current fiscal year of the Corporation shall become a lien on each separate Lot as of the first day of each fiscal year of the Corporation, even though the final determination of the amount of such Regular Assessment may not have been c: \"INOOIlS\TllMP\J85B1_'. COC 28 u u made by that date. The fact that an Owner has paid his Regular Assessment for the current fiscal year in whole or in part based upon a temporary budget and thereafter, before the annual budget and Regular Assessment are finally determined, approved and adjusted as herein provided, sells, conveys or transfers his Lot. or any interest therein, shall not relieve or release such Owner or his successor as Owner of such Lot from paYment of the Regular Assessment for such Lot as finally determined, and such Owner and his successor as Owner of such Lot shall be jointly and severally liable for the Regular Assessment as finally determined. Any statement of unpaid assessments furnished by the Corporation pursuant to Paragraph 19 hereof prior to the final determination and adoption of the annual budget and Regular Assessment for the year in which such statement is made shall state that the matters set forth therein are subject to adjustment upon determination and adoption of the final budget and Regular Assessment for such year, and all parties to whom any such statement may be deli vered or who may rely . thereon .shall be. bound by . such .final determinations. Semi-annual installments of Regular Assessments shall be due and payable automatically on their respective due dates without any notice from the Board or the Corporation, and neither the Board nor the Corporation shall be responsible for providing any notice or statements to Owners for the same. (d) Special Assessments. From time to time Common Expenses of an unusual or extraordinary nature or not otherwise anticipated may arise. At such time and without the approval of the Owners, unless otherwise provided in this Declaration, the Board of Director13 . . shall have: . the full'right, power .and authority. to. make spe.cial . assessments which, upon resoluti.on Qf.'the .Board,shall 'become a lien. on each Lot, prorated in equal shares (herein called "Special Assessment") . Without limiting the generality of the foregoing provisions, Special Assessments may be made by the Board of Directors from time to time to pay for capital expenditures and to pay for the cost of any repair or reconstruction of damage caused by fire or other casualty or disaster to the extent insurance C, \WINllClIlS\TEMP\J8581_5.DOC 29 o (,) proceeds are insufficient therefor under the circumstances described in this Declaration. (e) .Additional Assessments. In the event that Declarant constructs any recreational or similar facilities which recreational or similar facilities are for the sole benefit and use of the Owners of Lots in a particular section of Hayden Run, the expenses associated therewith shall be an Additional Assessment. Any Additional Assessment will be assessed against each Lot in that section in an amount equal to the expenses --- mtiTtTprredoy a percentage equal to one-rn--aYvrdea-15y--------- - .. the~ut-a-I-numtYer~-f_____L_utF_:tn-tTI~a:ff_e_c_t.~eil__s-e-dti-on ~Such- -.. - ------~ad1tional~sses sme-nt shaTl-ne--iIiCluQ,8d--i-rl-fneanIilial-------- budget and shall be due at the same time as the Regular Assessment. In the event the Additional Assessment for a particular fiscal year of the Corporation was based upon a temporary budget, any adjustment shall be done in the manner provided for Regular Assessments under Paragraph 18 (c). (f) Regular Assessments Prior to the Applicable Date. During the period that Declarant is selling Lots and Dwelling Units are being constructed within the Tract, it is difficult to accurately allocate the Common Expenses to the individual Lots. The purpose of this section is to provide the method for the paYment of the Common Expenses during the period prior to the Applicable Date to enable the Corporation to perform its duties and functions. Accordingly and notwi thstanding any other provision contained in the Declaration, the Articles or the Bylaws or otherwise, prior to the Applicable Date, the annual budget and all Regular Assessments, Additional Assessments and Special .A:ssessments. .-shall.. be..estab.lished by ,the: Initial Board without any meetirig,. or Concurrence. oL the' Owners; provided;' howeve-f, the. Regular Asses'smemts' shall be determined in accordance with the provisions contained in this Paragraph 18. Prior to the Applicable Date, the Corporation will enter into a management agreement with Declarant or a corporation or other entity affiliated with Declarant or a third party management company (hereinafter referred to as ~Management Agent" or C, \IIINCOlIS\TSHP\38581_5 ,DOC 30 u u ~Managing Agent") in accordance with the provisions of Paragraph 13 of this Declaration. So long as such management agreement remains in effect, the Common Expenses or Regular Assessments shall be paid by Owners to Management Agent. Management Agent shall guarantee that until the earlier of (1) the termination of said management agreement, or (2) December 31, 2002, the yearly Regular Assessment shall not exceed $___. _After December 31, 2002, assuming that said management agreement has not been terminated) and so long _____~h~Eeafter as said man<!gement agreement remains in _____ effeqt. ffil,n.d Manageme.nt Agent _continues _to_perform. such _ .__._n___~_un9tions ,_ Manageme~~gent guarantees that th~yearl-y__._._.__._.. Regula..L. At::lt::lt::t::lI::Hm:mt t::lhall not exceed the amounc of che Guaranteed Charge, plus (1) the greater of an amount representing an increase thereof to reflect any increase in the Consumer. Price Index (all items - all cities) published by the United States government over such index as existed in the month of December, 2002, or (2) ten percent (10%). The amount to be added to the Guaranteed Charge shall be in an amount equal to the same.' percentage ..of the. Gu~ranteed. Charge. . as the percentage .. increase .in said Consumer Price Index or ten percent (10%), whichever is greater, or if Declarant so determines a lesser amount. Such adj ustments to the Guaranteed Charge shall be made annually on the first day of each fiscal year so long as said management agreement remains in effect and Management Agent continues to perform such functions. Such yearly charge shall, during such guaranteed period, entirely defray the Owner's obligation for his share of Common Expenses or shall be the Owner's entire Regular Assessment. Declarant shall be responsible for any deficit during such guarantee period; provided, however ,.- that. ..thi"s ,', guarantee. is .not..intended .... .to . include, . and ,does _ not' include, major physical alterations or . other unusual' . expenditures not ordinarily anticipated in normal maintenance operations. Such expenditures would be covered through Special Assessments, or, if sufficient, the replacement reserve fund. Prior to the Applicable Date, ten percent (10%) of the Regular Assessment shall be deposited into the replacement reserve fund (as established by Paragraph c, \IlIIIIlOWS\ TEM'\3BS81_S ,DOC 31 u u 18 (b)) until the balance of such replacement reserve fund is $25,000.00. Thereafter, deposits into the replacement. reserve fund will cease unless and until expenditures are made from such fund, at which time t~n percent (10%) . of the Regular Assessments will again be deposited into such fund until the balance of such fund again reaches $25,000.00. After the Applicable Date, ten percent (10%) of the Regular' Assessment will be deposited into the replacement reserve fund regardless of the balance of such fund. That portion of the Regular Assessment collected by Declarant prior to the Applicable Date applicable to the replacement reserve fund shall be held by the Initial Board and if required, applied to the repair and replacement of the Common Area and Landscape Improvements as also described in Paragraph 18(b). To the extent that such replacement reserve fund is not so applied, the balance thereof shall be retained by the Corporation at the Applicable Date. .. Payment.. of the. Regular . Assessment .. prior .to the Applicable Date.with respect to each Lot.shall commence on the date of conveyance of such. Lot . by Declarant to such new owner ("Commencement Date"). The first payment shall be payable on the Commencement Date prorated to the first day of the month when the next semi-annual payment is due. Thereafter, payment of the Regular Assessment shall be paid semi-annually beginning with the first day of the fiscal year or the first day of the seventh calendar month of the fiscal year, as applicable. Each Owner hereby authorizes the Corporation and the Board of., Directors and its . officers .t.o.enter. into .the' "aforesa~d manageme;nt... agreement d~scribed in 'Paragraph'.13' of this Declaration and to adhere to and. abide by the same. Neither the Declarant, or any builder constructing Dwelling Units within the Tract shall be assessed any portion of any Regular, Special or additional Assessment prior to the Applicable Date. c, \WlIICOIIS\ TElIP\3B581_' . DOC 32 u u (g) Failure of Owner to Pay Assessments. No Owner may exempt himself from paying Regular Assessments, Additional Assessments and Special Assessments . or from contributing toward the Common Expenses or toward any other expense lawfully agreed upon by waiver of the use or enjoYment of the Common Area or by abandonment of the Lot belonging to him. Each Owner shall be personally liable for the paYment of all Regular, Additional and Special Assessments. Where the Owner constitutes. more than one person, the liability of such persons shall be joint and several. If any Owner shall fail, refuse or neglect to make any paYment of any Regular Assessment, Additional Assessment or Special Assessment when due, the lien for such assessment on the Owner's Lot and Dwelling Unit may be filed and foreclosed by the Board of Directors for and on behalf of the Corporation as a mortgage on real property or as. otherwise provided by law. Upon the failure of the Owner to make timely paYments of any Regular Assessment, Additional Assessment or Special Assessment when due the Board may, in its discretion, accelerate the entire .balance of unpaid assessments and. . declare the same immediately due and payable, notwithstanding any other provisions hereof to the' contrary. The Board may, at its option, bring suit to recover a money judgment for any unpaid Regular Assessment, Additional Assessment or Special Assessment without foreclosing or waiving the lien securing the same. In any action to recover a Regular Assessment or Special Assessment, whether by foreclosure or otherwise, the Board for and on behalf of the Corporation shall be entitled to recover from the Owner of the respective Lot and Dwelling Unit costs and expenses of such action incurred (including but not limi.ted. to . reasonable .at.torneys' '.fE:!es). and interest from the d~tesuchCissesstnents. w~redue until: paid at the rate 'eqUal to the" prIme interest rate as announced by Bank One, Indianapolis, NA, from time to time by (or if said bank is no longer in existence then such rate charged by a national bank in Hamilton County, Indiana, selected by the Board of Directors) during the unpaid period plus three percent (3%). (h) Mortgage. Subordination of Assessment Lien to Notwi thstanding anything contained in this C, \IIINDOIIS\TEIlP\38SB1_S.DOC 33 u u Declaration, the Articles or the Bylaws, any sale or transfer of a Lot to a Mortgagee pursuant to a foreclosure on its mortgage or conveyance in lieu thereof, or a conveyance to any person at a public sale in a manner provided by law with respect to mortgage foreclosures shall extinguish the. lien of any unpaid installment of any Regular Assessment, Additional Assessment or Special Assessment as to such installment which became due prior to such sale, transfer or conveyance; provided, however, that the extinguishment of such lien cannot relieve the ~rior__o~ne~';-..9_llL__.-__n--__- --------personal-liability the!:e~or._.!-_J{9__E!lJ..9_~1;l1~_I__transfe_r_orc -~, -0 ~'c~ -=-==~c=conveyance~sI1atI= reli~v.-;;c.-the Lot'-and.-nwefling .Unit.-or .______. ------ tIie purchaser at stich foreclosu:re sc:;l.le--~-~--gL~uLt:l~--i~----- the event of conveyance in lieu thereof, from liability for any installments of Regular Assessments, Additional .... .._Assessments......or_ Special..... Assessment sthereaft.erbecoming- due or from the lien therefor. Such unpaid share of any Regular Assessments, Additional Assessments or Special Assessments, the lien for which has been divested as aforesaid shall be deemed to be a Common Expense collectible from all Owners (including the party acquiring the subject Lot from which it arose) . (i) Default. Subj ect to the provisions of the mortgage documents, a failure of an Owner to pay any Regular Assessment, Additional Assessment or Special Assessment as provided herein shall not constitute a default under such mortgage documents. 19. Mortgages and Unpaid Assessments. (a) Notice to Corporation. Any Owner who places a first mortgage lien upon his Lot, or the Mortgagee, ,shall. notify ,the Se.cret.ary of the . Corporation' thereof, . and. provide the' namE! 'and address of, the . Mortgagee: . 'A , r'ecord of such Mortgagee and name 'and address. shall. be' maintained by the Secretary and any notice required to be given to the Mortgagee pursuant to the terms of this Declaration, the Bylaws or otherwise shall be deemed effectively given if mailed to such Mortgagee at the address shown in such record at the time provided. Unless notification of any such mortgage and the name and address of Mortgagee are furnished to the Secretary, either by the Owner or the Mortgagee, no C, \WINIlOWS\TEMP\JBSBl_S. DOC 34 u u notice to any Mortgagee, as may be otherwise required by this Declaration, the Bylaws or otherwise, shall be required and no Mortgagee shall be entitled to vote on any matter. to which it otherwise may be entitled by virtue of this Declaration, the Bylaws, a proxy granted to such Mortgagee in connection with the mortgage, or otherwise. The Corporation shall, upon request of a Mortgagee who has furnished the Corporation with its name and address as hereinabove~rovided, furnish such ._.___~u ---------.-Mort~~~~th __.wri t ten notice ._.gf.~I'l:Xcc_=~~tlJ~=:l~tJ;3.~-==,=,~-. ~c~,~~_._ pei:.formaiicie ~s-b()rrower-of any obligations of such__.____ borrO"vJcr under this Declaration o.r.. LlH:: Byld.wt:l which is not cured within sixty (60) days. _(b).u_ ___Notice-_of - Unpaid - Assessments..'I!he--- Corporation shall, upon request of a Mortgagee, a proposed mortgagee, or a proposed purchaser who has a contractual right to purchase a Lot, furnish to such Mortgagee or purchaser a statement setting forth the amount of the unpaid, Regular Assessments, Additional Assessments or Special Assessments, or. other charges against the Lot, which statement shall be binding upon the Corporation and the Owners, and any Mortgagee or grantee of the Lot shall not be liable for nor shall the Lot conveyed be subj ect to a lien for any unpaid assessments or charges in excess of the amounts set forth in such statement or as such assessments may be adjusted upon adoption of the final annual budget, as referred to in Paragraph 18 hereof. (c) Right of Mortgagee to Pay Real Estate Taxes or Insurance Premiums. Mortgagees shall have the right, but :notthe ,obligation" (1) .topay any ,taxes or, otherc~arges - . against ',- the Common Area whi9harein_ default and (2') to p'ay any overdue'premiums on hazard insurance for the Common Area or to secure new hazard insurance for the Common Area on the lapse of a policy. Any mortgagee making such payment shall be owed immediate reimbursement by the Corporation. 20. Insurance. C, \WINIlOWS\TEIIP\38SBl_S.DOC 35 (.) w (a) Casual ty Insurance. The Corporation shall purchase a master casualty insurance policy affording fire and extended coverage insurance insuring all of the Common Area and Landscape Improvements in an amount equal to the full replacement vaiue of the improvements which in whole or in part, comprise the Common Area and Landscape Improvements, unless the Board determines that a lesser amount of insurance is appropriate. If the Board of Directors can obtain such coverage for reasonable amounts they shall also obtain "all risk" coverage. The Board of Directors shall be responsible for reviewing at-TeasE-anritialIyElie- amOunt andtype-- of such insurance and shall purchase such additional -----i-nsu-r--a-nGe--a-s-i-s-neees-sa-r-y-t-e--pr--e'V-i--Ele-~he--i_n_s-'\;;l-r__a_nee---- ------- required above. All proceeds payable as a result of casualty losses sustained which are covered by insurance purchased by the Corporation as hereinabove set forth shall be paid to it or to the Board of Directors. The proceeds shall be used or disbursed by the Corporation or. Board of Directors, as.appropriate. Such master casualty insurance policy, and "all risk" coverage, if obtained, shall (to the extent the same are obtainable) contain provisions that the insurer (a) waives its right to subrogation as to any claim against the Corporation, the Board of Directors, its agents and employees, Owners, their respective agents and guests, and (b) contains an endorsement that such policy shall not be terminated for nonpaYment of premiums without at least thirty (30) days prior written notice to Mortgagees. ..Each Owner.shall . be. solely responsible for .loss .or damage.' to . his Dwelling .Unit and, the"contents thereof, however '''caused, , and his . personal' property stored elsewhere on the Tract and the Corporation shall have no liability to the Owner for such loss or damage. Each Owner shall be solely responsible for obtaining his own insurance to cover any such loss and risk. (b) Public Liability Insurance. The Corporation shall also purchase a master comprehensive public liability insurance policy in such amount or amounts as e, \ "1NC01l5\ TEHP\ 38581_5. cae 36 u u the Board of Directors shall deem appropriate from time to time. Such comprehensive public liability insurance policy shall cover the Corporation, the Board of Directors, any committee or organ of ~he Corporation or Board, any Managing Agent appointed or employed by the Corporation, all persons acting or who may corne to act as agents or employees of any of the foregoing with respect to the Tract. Such public liability insurance policy shall contain a "severability of interest" clause or endorsement which shall preclude the insurer from denying the claim of an Owner because of negligent -acts'..Of.' tne."Corporat ion -or..o"th.er-'Owne'rs:.' .....-.. ..... .........-_..-. (-e-)-G-t-he-r-I-n-s-b1-Fa-nee-.--'I!-he-Ge-r-fle-r-a.t.i-0Il-sha.I-1-.-al S0---------- obtain any other insurance required by law to be maintained, including but not limited to workmen's compensation and occupational disease insurance, and such other insurance as the Board of Directors shall from time to time deem necessary, advisable or appropriate, including, but not limited to, liability insurance on vehicles owned or leased by the Corporation . and officers' . and, directors' liability. . .policies. .Suchin.surance:'shallinurete>thebenefitof' .-.. each Owner ,...theCorporation, the Board . of Directors and any Managing Agent acting on behalf of the Corporation. Each Owner shall be deemed to have delegated to the Board of Directors his right to adjust with the insurance companies all losses under the policies purchased by the Board of Directors the proceeds of which are payable to the Board or the Corporation. (d) General Provisions. The premiums for all insurance hereinabove described shall be paid by the Corporation as part of the Common Expenses. (e). Owners tO,Maintain Insurance. Each'Ownerof a OwellinglJnit shall at all timesmalntairi fire and' extended coverage insurance in an amount equal to the full insurable replacement cost of such Dwelling Unit. 21. Casualty and Restoration of Common Dwelling Area. In the event of damage to or destruction of any of the Common Area or Landscape Improvements due to fire or any other casualty or disaster, the Corporation shall promptly C, ,"1NOOWS\TllMP\38581_5.DOC 37 u w cause the same to be repaired and reconstructed. The proceeds of insurance carried by the Corporation, if any, shall be applied to the cost of such repair and _ reconstruction. In the event the - insurance proceeds, if any , received by the Corporation as a result of any such fire or any other casualty or disaster are not adequate to cover the cost of repair and reconstruction of the Common Area or Landscape Improvements, or in the event there are no insurance proceeds, the cost for rest.oring th_~_~~m~3~ an~________ repairing and reconstructing the Common Area so damaged or desEroyed _ (or ___ fhecosts thereot in _~~_~~ss_C?~__~:t:l~'-lE~p.ce___________ ---proc-e-e-c):s- -rece-ived,-------.rf --ai~yT- -sl~all be assessE::d Ly Lhe Corporation against all of the Owners in equal shares. Any such amounts assessed against the Owners shall be assessed as part of the Common Expenses and shall constitute a lien from the time of assessment as provided herein. For purposes of this Article, repair, reconstruction and restoration shall mean construction or rebuilding the Common Area or Landscape Improvement to as near as possible the same condition as it existed - immediately prior to the damage-or destruction. 22. Covenants and Restrictions. The following covenants and restrictions on the use and enjoYment of the Lots, Dwelling Units, Common Area shall be in addition to any other covenants or restrictions contained herein and in the Plat, and all such covenants and restrictions are for the mutual benefit and protection of the present and future Owners and shall run with the land and inure to the benefit of and be enforceable by any Owner, or by the Corporation. Present or future Owners or the Corporation shall be - entitled toe injunctive relief against ;' any, violation, or attempted yiolation'of- any such, covenants and restrictions, and shall, -in addit'i6ri, - be entitled to damages for any' injuries or losses resulting from any violations thereof, but there shall be no right of reversion or forfeiture resulting from such violation. These covenants and restrictions are as follows: (a) All Lots and Dwelling Units shall be used exclusively for residential purposes and for occupancy c, \llINIXlIIS\ TEM'\3BSBl_S.COC 38 u 0 by a single family. No Lot shall be subdivided to form lots of less area. (b) All Dwelling Units. shall have the minimum square footage of finished living area (exclusive of garages, carports, basements and porches) required by the Planned Unit Development Approval for the Hayden Run and/or applicable zoning and subdivision laws. (c) Nothing shall be done or kept in any Dwelling Unit, or on any Lot, or on the Common Area which will cause an increase--in the rate--of----:lnsurance on any Common Area. No Owner shal rpermi t anything to be do:n.~___________ -----or=kep-t--In-hI-s--DweII.iI~g-U1~rt---oi--Oll-l~Is-L-o-C-o~--o~~--~-~~.Y .....~[ the Common Area which will result in a cancellation of insurance on any Dwelling Unit or any part of the Common Area, or which would be in violation of any law or ordinance or the requirements of any insurance underwriting or rating bureau. (d) No nuisance shall be permitted on any Lot. .. . . . (e) No Owner shall cause or permit anything to be .... hung or displayed- on the outside of the windows of his Dwelling Unit or placed on the outside walls of any Dwelling Unit or building. No sign, awning, canopy, shutter or radio or television antenna or other attachment or thing shall be affixed to or placed upon the exterior walls or roofs or any other parts of any Dwelling Unit without the prior written consent of the Architectural Review Board. 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 solely for the purpose of advertising - a property .for "sale~ and .except. that.. Declarqnt may us.e larger ~li"gns during the sale . and development Of the Tract.." " (f) No animals, livestock or poultry of any kind shall be raised, bred or kept in any Dwelling Unit or on any Lot or any of the Common Area or any of the Easements, except that pet dogs, cats or customary household pets may be kept in a Dwelling Unit, provided that such pet is not kept, bred or maintained for any commercial purpose, and does not create a nuisance. C: \WlNOOlIS\TEMP\3BSB1_S" DOC 39 u u (g) All rubbish, trash or garbage shall be stored in closed sanitary containers, shall be regularly removed from the premises, and shall.not be allowed to accumulate. (h) No industry, trade, or other commercial or religious activity, educational or otherwise, designed for profit, altruism or otherwise, shall be conducted, practiced or permitted on the Tract; provided, however, that notwithstanding the foregoing, lawful home offices andhome business activiti~s_conducted by the Owner of such Dwelling Unit are permissible provided all of the following conditions are met: (i) there is not significant increased traffic in and around the Tract as a result of such use or activity; (ii) no signs, billboards, or other advertising materials are displayed or posted on the exterior of any Dwelling Unit or anywhere else on the Tract; (iii) the use or acti vi ty does not violate existing zoning laws; (iv) the use or activity does not violate any of the other provisions of this Declaration, including, but not limited to, this paragraph 22; (v) the Owner of the Dwelling Unit maintain all necessary casualty public liability insurance; and shall and (vi) such use or activity. is . conducted . . durLng rea'sonable hours'. (i) No structure of a temporary character, trailer, boat, camper, bus or tent shall be maintained on any Lot, nor shall any garage or other building, except a permanent residence, be used on any Lot at any time as a residence or sleeping quarters either temporarily or permanently. C, \WIIIIlOIIS\TEMP\38S81_S. DOC 40 u u (j) All Owners and members of their families, their guests, or invitees, and all occupants of any Dwelling Unit or other persons entitled to use the same ~nd to use and enjoy the Common Area or any part thereof, shall observe and be governed by such rules and regulations as may from time to time be promulgated and issued by the Board governing the operation, use and enjoYment of the Common Area. (k) No boat docks, decks, rafts or similar structtlres ()r_improyements shall be permitted on or near the lakes. No Owner of any Lot shall do or permit to be done any action or activity which could result in u-----------t-he-pol}-ut:i::-on-of---t-he--l-akes-,--diversi on--ofwa ter,--change------.-- in elevation of the water level, earth disturbance resulting in silting or any other conduct which could result in an adverse effect upon water quality, drainage or proper lake management or otherwise impair or interfere with the use of the lake for drainage and related purposes for the benefit of Hayden Run No Owner, members of their families, guests or invitees or occupants of ' any Dwell ing Unit. or other persons -entItled to use the same, may swim, boat, ice skate or engage in similar activities on the lake. (1) No boats, campers, trailers of any kind, busses, mobile homes, recreational vehicles, trucks (larger than 3/4 ton), motorcycles, minibikes or mopeds shall be permitted, parked or stored anywhere within the Tract, unless stored completely enclosed wi thin a garage. No repair work shall be done on the Tract on any vehicles, including passenger automobiles unless completely enclosed within a garage. (m) ',No, Qwner ,shall ,be allowed ' to, plant, trees i landscap'eor ,do ., any garde:niIlg' in any, of theCotnmon.Area or' Easemerits, except with' express prior permission from' the Board. (n) The Common Area shall be used and enj oyed only for the purposes for which it is designed and intended, and shall be used subj ect to the rules and regulations from time to time adopted by the Board. c, 'WINDOWS\ 'l'EMP\3BS81_S. DOC 41 o w (0) No Owner may rent or lease his Dwelling Unit for transient or hotel purposes. (p) Any Owner who leases a Dwelling: Unit shall lease the entire Dwelling Unit and shall have a written lease which shall provide that the lease is subj ect to the provisions of the Declaration and any failure of the lessee to comply with the terms of the Declaration, shall be a default under the lease. (q) There are designated on the Plat building lines. Except as required for utilities to serve the Tract or a Lot, no building or structure will be permitted within this no-build area. (r) Each Owner by acceptance of a deed to a Lot shall be deemed to have waived such Owner's right to remonstrate against annexation of all or any portion of the Tract. (s) No detached structure shall be maintained on any Lot except with the express. prior permissi~n from the Architectural Re~iewBoard. (t) Any fences to be constructed on a Lot must be constructed in accordance with the provisions hereof and must be approved by the Architectural Review Board prior to the installation of any fence. The Architectural Review Board will not approve any fence unless it complies with the following requirements: (i) the fence is located in the rear yard of the Lot (the fence shall adjoin the rear side of the Dwelling Unit); there shall . .be . .no fences whatsoever .. constructed. in the front yard of any. Lot ; (ii) the fence shall be either a four (4) foot black vinyl fence; six (6) foot wood, shadowbox or dog-eared fence; or a wood fence constructed with cedar treated gothic top spaced picket panels (42"x8" panels with 3 -3/8" pickets and no more than 2-1/2" between pickets), as more particularly shown on Exhibit C attached C, \WINCOWS\TEllP\3BSBl_S. DOC 42 u u hereto and incorporated "Picket Fence"). herein (the (iii) there shall be no fences or any other permanent improvements constructed in any part of any Lot which is part of the Common Area. (iv) only Picket Fences (as described in (ii) above and shown on Exhibit C) will be allowed on any Lot adjoining a lake, a trail or any part of the Common Area. (u) Unless ,otherwise required by the Architectural Review Board, all fences must be located on the property line and must adjoin any existing fence (s) on adjacent Lot(s). (v) Any fence approved by the Review Board for any Lot which contains Maintenance Access Easement must also Paragraph 7 herein. Architectural a Landscape comply with (w) No antenna, satellite dishes or other device forthetransmission or reception of radio, television or satelli te signals or any other form of electromagnetic radiation shall be erected, used or maintained outdoors and above ground whether attached to a Dwelling Unit or otherwise on any Lot without the written approval of the Architectural Review Board. Notwithstanding the foregoing, any such device may be installed and maintained on any Lot without the written approval of the Architectural Review Board if (i) it is not visible from neighboring I"ots i'" stre~ts' or Common Area; or" (ii) ,the Owner prior', toinstal1atioI1 'has received the written' consent of the Owners of' all Lots who would have views of the device from their Lots and presented such consents to the Architectural Review Board; or (iii) the device is virtually indistinguishable from structures, devices or improvements such as heat pumps, air conditioning units, barbeque grills, patio furniture and garden equipment which are allowed by this Declaration; or (iv) it is a satellite dish two (2) feet or less in diameter. c, \WINDOWS\ TEMP\38S a 1_5, DOC '43 u u Notwithstanding anything to the contrary contained herein or in the Articles or Bylaws, including, but not limited to, any covenants and restrictions set forth herein or otherwise, Declarant shall have, until the Applicable Date ,the right to use and-maintain any Lots and Dwelling Units owned by Declarant and other portions of the Tract (other than individual Dwelling Units and Lots owned by persons other than Declarant), all of such number and size and at such locations as Declarant in its sole discretion may determine, as Declarant may deem advisable or necessary i~rts--sole ---discretion to--ciTcr-fn-tne-constructfon-Of------ Dwe-l-l-tng-Um.'--t-s-----a:nd-ehe sale of-I:JOt;s ana-DWelling Uni1:s or for tJie-eemducting of any -DufJincoo--or--acrr~JTtyat:teBaan-r----- thereto, including, but not limited to, model Dwelling Units, storage areas, construction yards, signs, construction offices, sales offices, management offices and business offices. Declarant shall have the right to relocate any or all of the same from time to time as it desires. At no time shall any of such facilities so used or maintained by Declarant be or become part of the Common Area, unless so designated by _- Decl-arant, and Declarant shall have - the right to remove the same from the Tract at any time. 23. Expanding the Real Estate That is Sub] ect to the Declaration. The Real Estate that is described herein as Section 1 (in paragraph B of the recitals of this Declaration) is the Real Estate being subj ected to this Declaration and constitutes Section 1 of the general plan of development of the Real Estate. The balance of the Real Estate is the additional real estate that Declarant has the right to subject to the terms and provisions of this Declaration. The maximum number of Lots which may be developed on the Real-Estate i.1? - seventy (70)-, 'including,t,he,' Lots in Secti'oh 1." Subject 'to said limit as to the maximum- number'ofL6fsto'l:le developed on the Real' Estate, arid the obligations and restrictions contained in this Declaration, Hayden Run may be expanded by Declarant to include additional portions of the Real Estate in one or more additional Sections by the execution and recording of one or more amendments or supplements to this Declaration and one or more final plats; provided, however, that no single exercise of such right and option of expansion as to any part or parts of the Real Estate shall preclude Declarant c, \IIINlXlIIS\ TEM'\38581_5, coc 44 u u from time to time further expanding Hayden Run to include other portions of the Real Estate and such right and option of expansion may be. exercised by Declarant from time to time as to all or any portions of the. Real Estate so long as such expansion is done on. or before February, 2009. Such expansion is entirely at the discretion of Declarant and nothing contained in this original Declaration or otherwise shall require Declarant to expand Hayden Run beyond Section 1 or any other portion of the Real Estate which Declarant may voluntarily in its sole discretion, from tim~o tim~__~ubj e:ct __~~hi_~-Peclaration by_"____ amendme-nFs or supplements to this Declaration as provided above. Si~aneously wiEli the recoralng of the amendments or oupplcmcnts to thiS- Declaration expanding Haydel! RUll, Declarant shall record an additional plat encompassing the portion of the Real Estate to be subjected to this Declaration. To the extent allowed under applicable law, Declarant reserves the right to add additional contiguous real estate to the Real Estate, which additional real estate may, in Declarant's discretion, have the use and benefit of the Common Areas provided herein. On the filing of a. supplement to. this Declaration, the. portion of the. Real Estate or other real estate described in such amendment or supplement to this Declaration shall be governed in all respects by the provisions of this Declaration. To the extent that there are any inconsistencies or discrepancies between any Plat and this Declaration or any amendment or supplements thereto, the terms of this Declaration shall control. 24. Amendment of Declaration. (a) Generally. Except as otherwise provided in this Declaration, amendments to this Declaration shall ...be:.proposed;: and.adopted. in the following:manner:_ . (i) Notice ~. Notice of the sul:>j ect ..matt:er of any proposed amendment shall be included in the notice of the meeting at which the proposed amendment is to be considered. (ii) Resolution. A resolution to adopt a proposed amendment may be proposed by the Board of Directors or Owners having C, \IIINCOWS\TEMP\38581_5.DOC 45 u u in the aggregate at least a maj ori ty of the votes of all Owners. (iii) Meeting. The resolution concerning a proposed amendment must be adopted by the designated vote at a meeting. duly called and held in accordance with the provisions of the Bylaws. (iv) c, \WINllOWS\ TEMP\38S81_S. DOC Adoption. Any proposed amendment to this Declaration must be approved by a vote of not less than seventy-five ... percent-(-7-S-%-)---i-n-the-aggrega-t.e-o.f--the- ... votes of att-ewners, prov ided---howeve:r: , that prior to the Applicable Date all proposed amendments shall require the wri t ten consent of the Declarant. In the event any Lot or Dwelling Unit is subject to a first mortgage, the Mortgagee shall be notified of the meeting and the proposed amendment in the same manner as an Owner if the . Mortgagee has given . prior notice of its mG;t;-t.gage-i-nt.e1:'es-t--t.e--t.he--Bea-l?G-e-f--p- -- - - - .._-- Directors in accordance with the provisions hereof. (v) Special Amendments. No amendment to this Declaration shall be adopted which changes (1) the applicable share of an Owner's liability for the Common Expenses, or the method of determining the same, or (2) the provisions of this Declaration of Paragraph 19 with respect .to ..casu~.ltyinsurance: to. be .. maintained. :by the.. Corpo.ration, .. or (3) the. 'provisionsof paragr.aph 21.. of this.. Declaration with respect to reconstruction or repair of the Common Area in the event of f ire or any other casualty or disaster, or (4) the provisions of Paragraph 17 of this Declaration establishing the Architectural Review Board and providing for its functions, or (5) the provisions 46 u u of Paragraph 18 of this Declaration with respect to the commencement of assessments on any Lot, or (6) the provisions of Paragraph 24b of this Declaration with respect to amendments solely by Declarant without, in each and any of such circumstances, the unanimous 'approval of all Owners, including Declarant so long as Declarant owns any Lot, and of all Mortgagees whose mortgage interests have been made known to the Board of Directors in accordance wLth_the_proyi-B.i_ons_of_this__Declarat-ion_. (vi) Recording. Each amendment to the Declaration shall be executed by the President and Secretary of the Corporation and shall be recorded in the Office of the Recorder of Hamil ton County, Indiana, and such amendment shall not become effective until so reco:r:ded. (-b-)-Amendments-by-DeG-l-a-~a-nt-QI11-y-.-Ne.t.wi-t;-hst-andi-F.l.g the foregoing or anything elsewhere contained herein or in any other documents, the Declarant shall have and hereby reserves the right and power acting alone and without the consent or approval of the Owners, the Corporation, the Board of Directors, any Mortgagees or any other person to amend or supplement this Declaration at any time and from time to time if such amendment or supplement is made (a) to comply with requirements of the Federal National Mortgage Association, the Government National Mortgage . . Association,. tbeFederal; Home .. Loan ,.Mortgage. Corporation,.. the Department. .: of .. EOlising .&. Urban.. .. DevelOpment ~.. . the. Federal.. Hdusiilg . . Association, . the Veteran's Administration or any other governmental agency or any other public, quasi-public or private entity which performs (or may in the future perform) functions similar to those currently performed by such entities, (b) to induce any of such agencies or entities to make, purchase, sell, insure or guarantee first mortgages covering Lots and Dwelling Units, (c) to bring this Declaration into compliance with any c, \WINDOWS\ TEMP\3BS81_S. COC 47 . u u statutory requirements or (d) to correct clerical, typographical or other errors in this Declaration or any Exhibit hereto or any supplement or amendment thereto. . In furtherance of the foregoing, a. power coupled with an interest is hereby reserved.and granted to the Declarant to vote in favor of, make, or consent to any amendments described in this Paragraph 24 on behalf of each Owner as proxy or attorney-in-fact, as the case may be. Each deed, mortgage, trust deed, other evidence of obligation, or other instrument affecting a Lot or Dwelling Unit' and the acceptance thereof shall be deemed to be a grant and acknowledgment of, and a consent to the reservation of, the power to the Declarant to vote in favor of, make, execute and record any such amendments. The right of the Declarant to act pursuant to rights reserved or granted under this Paragraph 24 shall terminate at such time as the Declarant no longer holds or controls title to any part or portion of the Tract. (c) BUD Approval. Notwithstanding anything elsewhere contained herein or. in any , other document, . so long as there are Class. B . Members, HUD shall have the right to review and. approve. amendments or changes to the Declaration and related documents relating to the following: (i) Expansion of Hayden Run. (ii) Mergers and consolidation of any Real Estate, Common Area or the Association relating to Hayden Run. (ii) The mortgaging or dedication of the Common Area. (iv) The dissolution or amendment of the Declaration. and, related docu.rnents~, 'Specifically, '. HUb shall' have' the amendments to the Declaration proposed long as the Class B membership exists. right to 'veto .,. any by Declarant for so 25. Acceptance and Ratification. All present and future Owners, Mortgagees, tenants and occupants of the Lots shall be subject to and shall comply with the provisions of this Declaration, the Articles, and the Bylaws incorporated herein by reference, and the rules and C: \WIIlCOWS\TEMP\J8S81_S. DOC 48 u u regulations as adopted by the Board of Directors as each may be amended from time to time. The acceptance of a deed of conveyance or the act of occupancy of any Lot shall consti tute an agreement that the provisions of this Declaration, the Articles, the Bylaws, and rules and regulations, as each may be amended or supplemented, from time to time, are accepted and ratified by such Owner, tenant or occupant, and all such provisions shall be covenants running with the land and shall be binding on any person having at any time any interest or estate in a Lot or the Tract as though such provisions were recited and stipulated at length in each and every deed, conveyance, mortgage or lease thereof. All persons, corporations, partnerships, trusts, associations, or other legal entities who may occupy, use, enjoy or control a Lot or Lots or any part of the Tract in any manner shall be subject to the Declaration, the Articles of Incorporation, the Bylaws, and the rules and regulations applicable thereto as each may be amended or supplemented from time to time. 26. Negligence. Each Owner shall be liable for the expense of any maintenance, 'repair or., replacement rendered, necessary by his negligence or by that of any member of his family or his or their guests, employees, agents or lessees to the extent that such expense is not covered by the proceeds of insurance carried by the Corporation. 27. Costs and Attorneys' Fees. In any proceeding arising because of failure of an Owner to make any paYments required or to comply wi th any provision of this Declaration, the Articles of Incorporation, the Bylaws, or the rules and regulations adopted pursuant thereto as each may be amended from time to time, the Corporation shall be entitled to recover its reasonable attorneys' fees incurred in ,connection with such .default or failure." '28." "Waiver. No 'Owner may exempt himself' from liability for his contribution toward the Common Expenses by waiver of the use or enjoyment of any of the Common Area or Limited Common Area or by abandonment of his Lot. 29. Severability Clause. The invalidity of any covenant, restriction, condition, limitation or other provision of this Declaration, the Articles or the Bylaws, shall not impair or affect in any manner the validity, C, \HINCOIIS\TEMP\38581_5. DOC 49 u u enforceability or effect of the rest of this Declaration, the Articles, or the Bylaws, and each shall be enforced to the greatest extent permitted by law. 30. Pronouns. Any. reference to the masculine, feminine or neuter gender herein shall, unless the context clearly requires to the contrary, be deemed to refer to and include all genders. And the singular shall include and refer to the plural and vice versa as appropriate. 31. Interpretation. The captions and titles of the ---vanous articies, sections, subsections, paragraphs and sub-paragraphs of this DeclaraElon are ins~rted here~n tor C.:lOC .:lnd con"y.enience of reference only and shall not be used as an aid in interpreting or construing this Declaration or any provision hereof. 32. The Plat. The Plat of Hayden Run Section 1 is incorporated into this Declaration by reference and has been filed in the office of the Recorder of Hamilton. County, Indiana, of even date herewith. 33. deed to City of proposal Annexation. Each Owner, by the acceptance of a a Lot, consents to annexation of the Tract to the Carmel and agrees not to remonstrate against any for such annexation. 34. Collector Road System. Declarant hereby advises all interested persons and all Owners that the north-south street which runs through Hayden Run has been designed and is intended to be part of a collector road system which will connect 126th Street to and through Hayden Run and to other neighborhoods north of Hayden Run to 141 at Street. Each Owner, by the acceptance of a deed to a Lot, . acknowledges-such fact- and: 'agrees -not-to challenge or inhibit such use of:this -road. - .. 35. Future Construction of Recreational Facilities. Declarant intends to purchase certain additional real estate adjacent to and/or in the same general area as the Real Estate (the UAdditional Real Estate"). Declarant intends to develop such Addi tional Real Estate as residential subdivisions. Declarant further intends to construct on a portion of the Additional Real Estate certain recreational facilities including, but not limited ,. c, \llINOOWS\ TEMP\385B1_5 _ ccc 50 u u to, a pool and a clubhouse (the "Recreational Facilities"). To be included as part of the annual budget and the Regular Assessment will be an amount for Recreational Facilities Expenses ("Recreational Facilities Expenses") . Recreational Facilities Expenses are the expenses associated with the upkeep, maintenance, repair and replacement of the Recreational Facilities. The Recreational Facilities Expenses will be divided equally among all Lots in Hayden Run and all lots in the residential subdivisions developed by Declarant on the Addi tional Real Estate ~hich _~ave~the _ r~g~~_to ~s~_th~____ Recreational Facilities. Upon the construction of the Recreational Facilities, the Owners of Lots in Hayden Run will have tILe J::igbt to use flllCh RecLt:::d.L.i.uud.1 FcH..:.i.I.i.Llt:::1::> subject to the reasonable and uniform rules and regulations of the Declarant, the Corporation and/or the corporation of the residential subdivision in which the Recreational Facilities are located. The Corporation shall include as part of the Regular Assessment applicable to the Lots in Hayden Run, the Recreational Facilities Expenses applicable to each Lot. Upon collection of. the Regular Assessment, the' Corporation shall remit the amount applicable to the Recreational Facilities Expenses to the corporation for the residential subdivision in which the Recreational Facilities are located. However, the inclusion of the Recreational Facilities Expenses in the Regular Assessment and the obligation of the Corporation to remit such amount shall not in any way make the Corporation liable for the Recreational Facilities Expenses if such amount is not paid by an Owner. The acquisition and development of the Additional Real Estate ,and t'he ,construction ,of; the Recreational Facilities , . ,is' entirely at ,'thE: discret:ion of. Declarant andno~hing- . conti:tiried' in: i:hisDeclarationor otherwise' shall" require Declarant to purchase and/or develop any portion of the Additional Real Estate and/or the Recreational Facilities. IN WITNESS WHEREOF, the undersigned has caused this Declaration to be executed the day and year first above written. c, \WINDOWS\ TEHP\J8SBl_S. ccc 51 u u CENTEX HOMES, a Nevada general partnership By: Cent ex Real Estate Corporation Its managing general partner By: Printed: Title: Timothy K. McMahon Division President C, \WINDOWS\'1'EHP\38S81_S .DOC 52 u u STATE OF INDIANA )SS: COUNTY OF MARION Before me, a Notary Public in and for said County and State; personally appeared, Timothy K. McMahon, by me known and by me known to be the division president of Centex Real Estate Corporation, the managing general partner of Centex Homes, a Nevada general partnership, who acknowledged the execution of the foregoing "Declaration _ of Covenants and Restrictions of Hayden Run Property Ownership" on behalf of said Corporation and-general partnership. Witness my hand and Notarial Seal this ___day of 2002. Notary Public (Printed Signature) My Commission Expires: -.~.-My-Gount-y--ef-Re'siaenee-:----- . c, \IIINDOllS\ TBMP\3BS81_5, ooc 53 u u This instrument prepared by Tammy K. Haney, Attorney-at-Law, Bose McKinney & Evans LLP, 600 East 96th Street, Suite 500, Indianapolis, Indiana 46240. EXHIBIT "A" REAL ESTATE Part of the North Half of the Southwest Quarter cind, part of the North Half of the South Half of the Southwest Quarter of Section 29, Township 18 North, Range 3 East 'In Hamnton County, Indiana, more particularly described as follows: CommencIng at the Northwest ,comer of the Southwest Quarter of, SectIon 29" TownshIp 18 North, Range '3, East thence'North 89"degrees'35 mInutes 33 ,seconds East' (assumed bearIng) on and along the North line of said Southwest Quarter 1555.47 feet to the POINT OF BEGINNING of thIs descrlpt!on: thence continuIng North 89 degrees ~5 minutes 33 seconds East on and along sold North line 1,099.13 feet to the East line thereof: thence South 00 degrees 00 minutes 34 seconds West on and along said East line' 1981.12 feet to the South line of the North Half of the South Half of sold Southwest Quarter Section; thence South 89 degrees 47 minutes 09 seconds West on and along saId South line 1100.00 feet: thence North 00 degrees 00 minutes 59, seconds East 'parallel with the aforesaId' East line 1977.41 feet to the place of begInning, C?ontalnlng 49.960 acres, more or less, subject to all legal highways, rights-of-ways, easements, and restrictions of record~ c. \WIWOlfS\ 1'EMP\3BSB1_S. DOC 54 u u EXHIBIT "B" SECTION ONE .. HAWEN RUN, ' SECnON' 1 I, the undersigned, Registered Land Surveyor hereby certify that the Included plat correctly represents a subdivision of part of the Southwest Quarter of Section 29, "Township 18 North, Range 3 East, H.amllton County, Indiana, more' particularly described as follows:" ' Commencing at the Northwest comer of the Southwest Quarter, thence North, 89 degrees 35 minutes 32. seconds East (assumed bearing) 1,554.58 feet to the POINT OF BEGINNING; thence North 89 degrees 35 minutes 32 seconds East along the North line of sal~ Half Quarter Section 1,100.02 feet to the Northeast comer of said Quarter Section; thence South 00 degrees 00 minutes 34 seconds 'West ' along the EClst Ilne of said 'Half Quarter Section 1,510.98 feet; thence North B9 degrees 59 minutes 34 seconds West 100.00 feet: thence North B9 degrees 59 minutes 34 seconds West 345.37 feet: thence North 30 degrees' 45 minutes 25 s,econds East,' 38.75 ,feet: thence North, 59 degrees ,51' minutes' 57 'seconds West, 205.00 feet too point on a cUrve concave westerly,' the radius point of said curve being North 59 degrees 51 minutes 57 seconds' West 265.00 feet from said point: thence northerly along' ' said curve 72.14 feet to the point of tangency of said curve, said point being South 75 degrees 27 minutes 50 seconds East 265.00 feet from the, radius point of said curve; thence North 75 d~grees 27 minutes 50 seconds West 129.08 feet: thence North 07 degrees 52 minutes 11 seconds East 169.08 feet; thence North 81 degrees 38 minutes 57 seconds West 192.71 feet: thence North" 24 degrees 55 minutes 09 seconds West 92.07 feet: thence North 49 degrees 33 minutes 28 seconds West 87.64 feet: thence North 78 degrees 12 minutes 20 seconds West 94.48 feet: thence South 73 degrees 08 minutes 47 seconds West 94.48 feet; thence South 44 degrees 29 minutes 55 seconds West 127.87 feet: thence North 00 degrees 00, minutes 34 seconds East parallel wIth the aforesaid East line 749.48 feet to the place of beginning. Containing 24.967 acres,. more or less, subject to all legal highways, rlghts-of-ways, easements, anct restrictions of record. c, \WINDOWS\ TEMPI] 85&1_5. DOC 55 u I I I I I EXHIBIT "e" FENCE REQUIREMENTS u Cedar r~'cd '. G6tnJe T~p . '-spa~-Pieb:t-Pa.l. . ", (~'~-89 _."._;.,.._..._..~~:.~.':.'.~.:.=.~~~~=." '::.~." - .......:=.~.:..'."_.__::... ._...,_._.......-=::='=~=--=--=:-=--~-=.~-==.=~--=~=.==:=--=~~~=:~-~..~-,..' -~='_....,'~':~~'":_~-~:'..~..~=~.~=~~. , , , . , . '. ' " .' . .' . c: \NINDOIIS\ TEMP\J 15 B 1_5, coc ~.' " 0 8 . " ~ .' , A ;:: 42'f~ih CItI ~i'~c' ~ ~ ~.~ B ~ S 3Ja~ ,0 , . . . ',. (. -= ,2 1/2'a , . . ~ . '. .' ,'~' :,' . . : .-. " ' o. c 56 ... ~'-- '0 " " . ".."