River Run Homeowners Association

ARTICLE X

THE DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS OF RIVER RUN

ARTICLE X

General Provisions

Section 10.1 Right of Enforcement.

a). In the event of a violation, or threatened violation, of any of the covenants, conditions and restrictions herein enumerated, Declarant, the Association or any Owner and all parties claiming under them shall have the right to enforce the covenants, conditions and restrictions contained herein, and pursue any and all remedies, at law or in equity, available under applicable Indiana law, with or without proving any actual damages, including the right to secure injunctive relief or secure removal by due process of any structure not in compliance with the covenants, conditions and restrictions contained herein, and shall be entitled to recover reasonable attorneys' fees and the costs and expenses incurred as a result thereof.

Section 10.2 Severability and Waiver.

a). Invalidation of anyone of the covenants, restrictions or provisions contained in this Declaration by judgment or court order shall not in any way affect any of the other provisions hereof, which shall remain in full force and effect.

b). No delay or failure by any person to enforce any of the restrictions or to invoke any available remedy with respect to a violation or violations thereof shall under any circumstances be deemed or held to be a waiver by that person of the right to do so thereafter, or as estoppel of that person to assert any right available to him upon the occurrence, recurrence or Continuation of any violation or violations of the restrictions.

Section 10.3 Amendment.

A) During the first-twenty (20) years following its recordation, this Declaration may be amended or modified at any time by an instrument recorded in the Office of the Recorder of Marion County, Indiana, approved and signed by at least ninety percent (90%) of the then Owners, and thereafter by an instrument signed by at least seventy-five percent (75%) of the then Owners.

B) Provided, however, that none of the rights or duties of Declarant reserved or set out hereunder may be amended or changed without Declarant's prior written approval.

C) Except as prohibited below, this Declaration may also be amended by Declarant, if it then has any ownership interest in the Property, at any time within four (4) years after the recordation hereof.

D) Any amendment must be recorded.

E) Neither the Association, the Owners or Declarant shall effect any of the following changes without the prior written approval of two thirds (2/3) of the first mortgagees of the Lots (based upon one (1) vote for each mortgage owned)and two-thirds (2/3)of the Owners of Lots (excluding Declarant or Builder):

(a) By act or omission seek to abandon, partition, subdivide, encumber, sell or transfer the Common Area owned directly or indirectly by the Association for the benefit of the Owners of the Dwelling Units.

(b)The granting of easements for public utilities or other public purposes consistent with the intended use of the Common Area owned by the Association by the Dwelling Unit Owners is not a transfer in the meaning of this clause.

(b) Change the method of determining the obligations, assessments, dues or other charges that may be levied per the terms hereof.

(c) By act or omission change, waive or abandon any scheme of regulations or their enforcement pertaining to the architectural design or the exterior appearance of Dwelling Units, the exterior maintenance of Dwelling Units, the maintenance of the Common Area owned by the Association party walks, common fences and driveways, and the upkeep of lawns and plantings in the Property.

(d) Fail to maintain fire and extended coverage on insurable Common Area owned by the Association on a current replacement cost basis in an amount at least 100 percent of the insurable value (based on current replacement costs).

(e) Use hazard insurance proceeds for losses to any Common Area owned by the Association for other than the repair, replacement, or reconstruction of the Common Area owned by the Association.

(f) Change the voting rights, assessments, assessment liens or subordination of assessment liens, except as provided for in this Declaration.

(g) Change the manner in which reserves for maintenance, repair and replacement of Common Areas have been setup and previously maintained by the Association.

(h) Change the rights to the use of the Common Area owned by the Association, except as provided for in this Declaration.

(i) Change the boundaries of any Dwelling Unit, and the Lot upon which the Dwelling Unit is situated, except as provided for in this Declaration.

(j) Any change concerning convertibility of Dwelling Units into Common Area owned by the Association or vice versa, except as provided for in this Declaration.

(k) Allow for the annexation of additional property other than the Additional Real Estate.

(l) Per the terms specified on pages two and three of this Declaration, the Declarant may add all or part of the Additional Real Estate to the Property without, consent or approval of the Owners or any mortgagees.

(m) Any requirements for insurance or fidelity bonds set forth in this Declaration.

(n) Any change in the manner in which units may be leased except as set forth in this Declaration.

(o) Any imposition of any restriction on a Dwelling Unit Owner's right to sell or transfer his or her Dwelling Unit.

(p) Restoration and repair of the Common Area (after a hazard damage or partial condemnation) in a manner other than specified in the Declaration.

(q) Any action to terminate the legal status of the development after substantial destruction or condemnation occurs.

(r) Any provision that expressly benefits mortgage holders, insurers or guarantors.

(s) Or any termination of legal status of the development for reasons other than substantial destruction or condemnation of the Property.

F) If an addition or amendment is not considered as a material change, such as the correction of a technical error or the clarification of a statement within the Declaration, Association Articles, Association By-Laws or other constituent documents, there shall be an implied approval to be assumed when an eligible mortgage holder fails to submit a response to any written proposal for an amendment within thirty (30) days after proposal is made.

G) The covenants, restrictions and all other provisions of this Declaration shall run with the land and shall be binding upon the persons owning any portion of the Property and all parties claiming under them for a period of twenty (20) years from the date of recordation, and thereafter shall automatically extend for successive periods of ten (10) years each unless prior to the expiration of such ten-year period this Declaration is amended or changed in whole or in part as herein above provided.

Section 10.4 HUD Amendment Approval.

a). All other provisions of the Declaration, Association Articles,Association By-Laws or any other document governing the development and administration of the Property notwithstanding, so long as there is a Class B membership, the following actions will require the prior approval of the Federal Housing Administration or Secretary of the Department of Housing and Urban Development:

(a) Annexation of additional properties other than part or all of the Additional Real Estate per the terms hereof;

(b) Dedication of Common Area; and

(c) Amendment of the Declaration of Covenants, Conditions and Restrictions.

Section 10.5 Assignment.

a). Declarant may assign or other wise transfer any and all of its rights as Declarant in whole or in part.

Section 10.6 Condemnation, Destruction or Liquidation.

a). The Association shall be designated to represent the Owners in any proceedings, negotiations, settlements or agreements for the handling of any losses or proceeds from condemnation destruction or liquidation of all or a part of the Common Area owned by the Association, or from the termination of the development.

b). Each Dwelling Unit Owner, by his acceptance of a deed, appoints the Association as his attorney-in-fact for this purpose.

c). Proceeds from the settlement will be payable to the Association for the benefit of the Dwelling Unit Owners and their mortgage holders.

Any distribution of funds in connection with the termination of this development shall be made on a reasonable and an equitable basis.

IN WITNESS WHEREOF, CROSSMANN COMMUNITIES PARTNERSHIP, an Indiana general partnership, has caused this Declaration to be executed as of the date first written above.

CROSSMANN COMMUNITIES PARTNERSHIP, an Indiana general partnership

By: TRIMARK DEVELOPMENT, INC., General Partner

By:

Richard H. Crosser, Vice-President

STATE OF INDIANA)

) SS:

COUNTY OF MARION)

Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Richard H. Crosser, and having been duly sworn, acknowledged execution of this Declaration of Covenants, Conditions and Restrictions of River Run as Vice-President of Trimark Development, Inc., an Indiana corporation, a general partner of Crossmann Communities Partnership, an Indiana general partnership.

Witness my hand and Notarial Seal this 5th day of March 1996.

My Commission Expires:

May 21, 1997

Shirley J. White Notary Public

Residing in Hendricks County

This Instrument Prepared By:

Charles D. Frankenberger

NELSON & FRANKENBERGER

3021 East 98th Street

Suite 220

Indianapolis, Indiana 46280

(317) 844-0106