Document

Upon Recording: Return to: Hilary Tyson, Esq.

BoyarMiller One Grove Street 2925 Richmond Ave., 14" Floor Houston, Texas 77098 ELECTRONICALLY RECORDED 201800126 05/14/2018 08:31:46 AM CONDOMINIUM CONDOMINI§M GS BISHOP A xwS EET CONDOMINIUMS Nant stablished on April 26, 2018 TABLE OF CONTENTS Page ARTICLE I Definitions Section 1.1 Terms Defined ARTICLE II General Provisions Section 2.1 Section 2.2 Section 2.3 Section 2.4 Section 2.5 Section 2.6 Creation of Units; Map Description of Units and Common Elements Allocation of Interests in Common Elements.

Inseparability of Units; No Partition..

Permissible Relationships; Description Mortgage of Unit ARTICLE III Uses, Reservations and Restrictions Section 3.1 Permitted Uses Section 3.2 Prohibited Uses Section 3.3 Leases Section 3.4 Signage Rights.

Section 3.5 Parking.

Section 3.6 Section 3.7 Section 3.8 Section 3.9 Compliance with the Governing Documents.

Rights of Declarant Easements Encroachments..

ARTICLE IV Matters Regarding the Association.

Section 4.1 Section 4.2 Section 4.3 Section 4.4 Section 4.5 General ARTICLE V REVIEWER.

Section 5.1 Architectural Reviewer.

Architectural Approval Variances Nonconforming and Unapproved Improvements No Liability.

ARTICLE VI Maintenance, Alterations, Taxes and Utilities.

Unofficial Copy 1 1 10 10 11 13 13 13 13 13 14 14 14 16 18 19 19 Association.

19 19 Owners and the Association; Release.

19 of Officers, Directors, Employees and Agents 20 20 20 20 22 22 23 23 Section 6.1 Maintenance.

23 Section 6.2 Failure of Owner to Maintain Unit or Easements.

24 Section 6.3 Disputes 24 Section 6.4 Additions, Alterations or Improvements by Owner 25 Section 6.5 Mechanic's Liens; Indemnification 25 Section 6.6 Section 6.7 Taxes.

26 Utilities 27 005782100068\2033547.2 i

6.3 Disputes 24 Section 6.4 Additions, Alterations or Improvements by Owner 25 Section 6.5 Mechanic's Liens; Indemnification 25 Section 6.6 Section 6.7 Taxes.

26 Utilities 27 005782100068\2033547.2 i TABLE OF CONTENTS Page ARTICLE VII Insurance.

27 Section 7.1 Requirements 27 Section 7.2 Insurance by the Association 27 Section 7.3 Insurance on Unit.

28 Section 7.4 Other Units..

28 Section 7.5 Association as Insurance Trustee for the Owners.

28 Section 7.6 Other 28 Section 8.1 Section 8.2 Section 8.3 Section 8.4 ARTICLE VIII Assessments Monthly and Special Assessments by the Association.

Parking Space Assessments Additional Assessments.

Obligation to Pay Assessments.

Section 8.5 Lien to Secure Payment of Assessments Section 8.6 Commencement of Obligation to Section 8.7 Notice of Default Section 8.8 Alternative Actions..

Section 8.9 Statement of Expenses and Access to Records.

Section 8.10 Subordination of Lien for Assessments.

Section 8.11 Working Capital Contributions..

Section 8.12 Resale Certificates ARTICLE IX Loss and Obsolescence Section 9.1 Section 9.2 Section 9.3 Section 9.4 Section 9.5 Section 9.6 Loss or Damage.....

Damaged Units.

ARTICLE X Condemnation Section 10.1 Section 10.2 Taking of All or Substantially All of One Unit.

Section 10.3.

Partial Taking of a Unit Taking of Common Elements.

Taking of Several Units Complete Taking of Property Payment of Awards and Damages.

Section 11.1 Section 11.2 Section 11.3 Section 11.4 ARTICLE XI Resolution of Disputes and Construction Disputes Mediation..

Unofficial Copy 31 31 32 32 33 33 33 33 33 34 34 34 35 Elements 35 35 36 to Restoration and Repairs.

36 36 36 37 37 37 38 39 39 39 39 Final Offer Arbitration..

Construction Disputes.

General...

40 40 43 ARTICLE XII Miscellaneous 44 Section 12.1

4 34 34 35 Elements 35 35 36 to Restoration and Repairs.

36 36 36 37 37 37 38 39 39 39 39 Final Offer Arbitration..

Construction Disputes.

General...

40 40 43 ARTICLE XII Miscellaneous 44 Section 12.1 Revocation or Termination of Declaration 44 ii 005782100068\2033547.2 TABLE OF CONTENTS ARTICLE XIII Mortgagee Protection Provisions Section 13.1 Notice Provisions.

Section 13.2 Cure Rights Section 13.3 No Invalidity of Mortgage Lien..

Section 13.4 Mortgagee Requirements.

Section 13.5 Unpaid Assessments Section 13.6 Books and Records Section 13.7 Priority of Rights Section 13.8 Required Percentage EXHIBIT "A" Property Description.

EXHIBIT "B" Map EXHIBIT "C" Allocation of Ownership Interests.

Unofficial Copy Page Section 12.2 Amendment to Declaration.

44 Section 12.3 Partial Invalidity 44 Section 12.4 Conflicts...

44 Section 12.5 Captions and Exhibits 45 Section 12.6 Usury.

45 Section 12.7 Use of Number and Gender 45 Section 12.8 Governing Law...

45 Section 12.9 Notice.

45 Section 12.10 Estoppel Certificates.

48 48 48 48 48 49 49 1 1 1 iii 005782100068\2033547.2 CONDOMINIUM DECLARATION FOR BISHOP ARTS TENTH STREET CONDOMINIUMS This Condominium Declaration for Bishop Arts Tenth Street Condominiums is and established on April 26, 2018, by Declarant; RECITALS: A. Declarant is the fee simple owner of the Property.

B. Declarant desires to create a Condominium pursuant to the C. Declarant intends hereby to establish a play fér the A idfial ownership of estates in real property consisting of the Units and the ap nant ivided interests in the Common Elements.

NOW, THEREFORE, Declarant does hereby s Act and the Condominium established hereby andthe at the Property to the provisions of the eby publish and declare that the S, restrictions, reservations, uses,

NOW, THEREFORE, Declarant does hereby s Act and the Condominium established hereby andthe at the Property to the provisions of the eby publish and declare that the S, restrictions, reservations, uses, be deemed to run with the Property efinitions Section 1.1 have the meanings setA As used in this Declaration, the following terms shall An easement as more particularly described in Section Act.” The Uniform Condominium Act, Texas Property Code, Chapter 82, 82.001 et seq., as amended from time to time.

“Additional Assessments.” Assessments established by the Association to cover Charges owed to the Association by one or more Owners or by one Owner to another Owner, pursuant to the Governing Documents.

“Affiliate.” Any Person who controls, is controlled by, or is under common control with another Person.

CONDOMINIUM DECLARATION - Page | “Affiliate of Declarant.” “Affiliate of a Declarant” as defined in Section 82.003(a)(1) of the Act.

“Allocated Interests.” The undivided interests of each Owner in the Common Elements allocated to each Unit as reflected by the percentage ownership on Exhibit "C" attached to this Declaration, as may be reallocated in accordance with the Reallocation Percentages, as required from time to time, pursuant to the provisions of this Declaration.

“Architectural Reviewer.” A person(s) or entity as described in Secti having the rights and duties as described in Article V hereunder.

“Assessments.” The Monthly Assessments, Special Assessme Assessments, owing to the Association by an Owner or levied agai Association.

purposes and possessing the rights, powers, authority Governing Documents.

“Board of Directors” or “Board.”

named in the Certificate of mes " from time to time.

Ssors as duly elected and qualified

on.

purposes and possessing the rights, powers, authority Governing Documents.

“Board of Directors” or “Board.”

named in the Certificate of mes " from time to time.

Ssors as duly elected and qualified “Budget.” A budget ae eAssociation that includes the anticipated Common Expenses, Paes y Additional Assessments for the ensuing fiscal year.

“Building require) located on the Map, which ma‘ ing or two or more buildings (as the content may iif which portions of the Units are located, as shown on vithout limitation, Building One (as hereinafter defined), defined, Building Three {as hereinafter defined), Building s.” The bylaws of the Association, adopted by the Board of Directors, as time to time.

Certificate of Formation.” The Certificate of Formation of the Association filed with the Secretary of State of Texas, as amended from time to time.

“CGL.” The broadest available form of commercial general liability insurance (utilizing the then prevailing ISO form or an equivalent form approved by the Board of Directors and reasonably acceptable to Declarant’s Mortgagee).

“Charges.” Any costs, expenses, dues, interest, fees, late fees, fines, collection costs, attorneys’ fees and any other sums arising under the Governing Documents owing CONDOMINIUM DECLARATION - Page 2 oe Construction Dispute.” Any claim, grievance or other dispute involving Declarant or any Affiliate of Declarant, including any construction company which is an Affiliate of Declarant, and arising out of or relating to the construction or design of the Property, including the interpretation or enforcement of any warranty.

“County.” Dallas County, Texas.

oe Damaged Unit.” One or more Units damaged or destroyed by fire ¢ casualty.

Declarant hereunder.

Property, including the interpretation or enforcement of any warranty.

“County.” Dallas County, Texas.

oe Damaged Unit.” One or more Units damaged or destroyed by fire ¢ casualty.

Declarant hereunder.

“Declarant Control Period.” The period tha’ Declaration and expires upon the earlier to occur of: longer owns a lot for the purpose of sale, or (ij Declarant may appoint and remove, in its sole Board of the Association; provided that no late 120" day after conveyance of fifty perc hereunder to Owners other than D serving on the Board must be elected Period: (a) is for a number of years Ssullora SS of the Condominium owned by Declarant.

.’ Any procedural or substantive rules or guidelines that may é Architectural Reviewer, from time to time, regarding the planning and of Improvements, including, without limitation, Buildings, Units and « Designee.” A Person acting at the request of another Person, including contractors, subcontractors, employees, agents, representatives and licensees.

“Development Rights.” A right or combination of rights to: (i) add additional real property, Buildings or Units to the Condominium; (ii) create Units, Common Elements, or Limited Common Elements within the Condominium; (iii) sub-divide Units or convert Units into Common Elements or convert the Common Elements into Units; or (iv) withdraw or add real property from or to the Condominium.

CONDOMINIUM DECLARATION - Page 4 “Dispute.” Any claim, grievance or other dispute, other than a Construction Dispute, arising out of or relating to: (i) the interpretation, application or enforcement of the Governing Documents; (ii) any conflict or dispute arising between or among two or more Owners or an Owner and Declarant or the Architectural Reviewer; (iii) the proper

pplication or enforcement of the Governing Documents; (ii) any conflict or dispute arising between or among two or more Owners or an Owner and Declarant or the Architectural Reviewer; (iii) the proper party to bear a maintenance cost or expense or a capital expenditure or the proper amount of the expense, fee or Assessment to be charged or collected; (iv) the rights, obligations and duties of any Owner, Declarant or the Architectural Reviewer under the Governing Documents; (v) the authority of the Association, the Architectural Reviewer or Déchy under any Legal Requirement or under the Governing Documents to: (a) yequi Owner to take any action or not to take any action involving such Owne eetings or osds. The der ¢ and such ancillary quo and preserve the Association’s ability to enforce the provisions &€ Documents; (ii) any suit between Owners that does not include DeclarattoNhe Association if such suit asserts a dispute that would constitute a cause of getiOn Ind@endent of any of the Governing Common Elements; or (iv) any suit expire within 180 days of the Declaration unless the Persons a we as provided in Article XI of this he Dispute is made agree to toll the statute hose Easements described in Section 3.8 and Section > All portions of the Common Elements that are not ents, including those more particularly described in Section 2.2(b) Documents.” Individually and collectively, the Act, Certificate of Bylaws, Design Guidelines, Regulations and this Declaration.

overnmental Authority.” Any and all applicable courts, boards, agencies, c issions, Offices or authorities of any nature whatsoever for any governmental entity (federal, state, county, district, municipal, city or otherwise) whether now or hereafter in existence.

agencies, c issions, Offices or authorities of any nature whatsoever for any governmental entity (federal, state, county, district, municipal, city or otherwise) whether now or hereafter in existence.

oe Governmental Impositions.” All real estate and personal property taxes, assessments, standby fees, excises and levies, and any interest, costs or penalties with respect thereto, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, which at any time prior to or after the execution CONDOMINIUM DECLARATION - Page 5 hereof, may be assessed, levied or imposed upon the Condominium or any Unit therein by any Governmental Authority.

“Improvements.” The Building and its infrastructure, and the pavement, fencing, landscaping, facilities, Systems and man-made objects of every type, existing or in the future placed on the Land, including all cable television, cellular phone, internet and other utility or communication installations or equipment.

described in Exhibit "A" attached to this De rights and appurtenances pertaining thereto, i any additional real property that t appurtenant, the Easements.

“Legal Requirements.” Any réqik applicable to the Property contained in matters of record and any and al udicial decisions, statutes, rulings, rules, regulations, permits, certificate Sty njoyment of the Condominium, any Unit or the subdivision and building codes, flood disaster rier, health and environmental laws and regulations.

ey ents.” Those portions of the Common Elements that are and the Map for the exclusive use of less than all of the Good repair in an attractive and clean condition, gration, upkeep, repair and restoration, ordinary wear and tear excepted,

Elements that are and the Map for the exclusive use of less than all of the Good repair in an attractive and clean condition, gration, upkeep, repair and restoration, ordinary wear and tear excepted, $ necessary to maintain the Condominium or Unit, as applicable, in a “Manager.” Any professional manager or management company with whom the Association contracts for the day-to-day management of either or both of the Property or the administration of the Association and the Condominium.

“Map.” The plats and plans on Exhibit "B" attached to this Declaration and made a part of this Declaration, including a survey plat of the Land and dimensional drawings that horizontally and vertically identify and describe the Units and the Common Elements.

CONDOMINIUM DECLARATION - Page 6 “Monthly Assessment.” Assessments established and collected by the Association pursuant to Article VII of this Declaration for payment of the Common Expenses and Parking Expenses when due.

“Mortgagee.” Any Person, including Declarant’s Mortgagee, that is the holder, insurer or guarantor of any bona fide indebtedness which is the result of an arm’s length negotiation, that is secured by a first lien or encumbrance upon a Unit and which has provided the Association with written notice of its name, address and a descriptio Unit encumbered thereby.

“Parcel.” The Property or any building site designated b separate building site within the Property.

for which the Association is prim expenses to other Owners pursuant (i) maintenance and repair of the Park insurance coverages reqyired és; (ii) casualty, public liability and other to be maintained by the Association; d assessed on the Parking Spaces; (iv) utilities 4“(v) such other costs and expenses as may be

nce coverages reqyired és; (ii) casualty, public liability and other to be maintained by the Association; d assessed on the Parking Spaces; (iv) utilities 4“(v) such other costs and expenses as may be paintenance, care, operation and management of the An easement for use of Parking Spaces, as more Section 3.8(c) of this Declaration.

‘Past Due Rate.” The maximum lawful rate of interest under Texas law or, if no maximum lawful rate exists, the rate of 18% per annum.

“Person.” Any individual, corporation, partnership, limited partnership, limited liability partnership, limited liability company, joint venture, estate, trust, unincorporated association, any other legal entity, including any Governmental Authority and any fiduciary acting in such capacity on behalf of any of the foregoing.

CONDOMINIUM DECLARATION - Page 7 “Priority Lien Indebtedness.” Any bona fide indebtedness, which is the result of an arm’s-length negotiation, that is secured by a first lien or encumbrance upon the Property and/or a Unit.

“Property.” The Land and the Improvements.

“Real Property Records.” The records of the office of the county clerk of the County where instruments concerning real property are recorded.

“Regulations.” The rules and regulations of the{ Assocgation initially adopted by me yng to the appearance, use and occupancy of the Property, including the exterior als , use and occupancy of “Rents.” Any and all rental or othg with the leasing of such Owner’s Udi or 2 Ayantide or licensing of a right to use all or any portion of such Unit.

“Roof Easement,” S & 1 re particularly described in Section 3.8(d) of this Declaration. C area shown and designated as the Roof Easement ights.” The right to affix Signage to the Skin, as described in Section aration.

S & 1 re particularly described in Section 3.8(d) of this Declaration. C area shown and designated as the Roof Easement ights.” The right to affix Signage to the Skin, as described in Section aration.

The exterior surface of the Improvements or the portions thereof, as applicable, including the roof, but specifically excluding the garage doors and other exterior doors and windows.

“Skin Easement.” An easement as more particularly described in Section 3.8(e) of this Declaration.

“Special Assessments.” Assessments established and collected from time to time by the Association pursuant to Section 8.1(c) of this Declaration, when due.

CONDOMINIUM DECLARATION - Page 8 “Special Declarant Rights.” Rights set forth in Section 82.003(a)(22) of the Act hereby reserved for the benefit of Declarant, including, without limitation the rights to: (i) complete the Improvements shown on the Map; (ii) exercise any Development Right; (iii) make the Condominium a part of a larger condominium or planned community; (iv) maintain the sales and management and leasing offices and models described in Section 3.7(c) of this Declaration and use signs advertising the Units or the Condominium; (v) use any Easement for the purpose of making improvements the Condominium, on the Property; (vi) appoint and remove any officer or directo Board of the Association during the Declarant Control Period.

support beams, post tension cables or rods and including any and 4 components that support, uphold or are a part of the Building or oth in the Condominium Records for the purpose of (i) (ii) adding to the Condominium, (iii) withdrawing an Documents.

“ce Support Easement.” An easemen 3.8(f) of this Declaration.

air compressors, air hand ex c cooling and/or transmigstpf Ok aly, ‘we

(i) (ii) adding to the Condominium, (iii) withdrawing an Documents.

“ce Support Easement.” An easemen 3.8(f) of this Declaration.

air compressors, air hand ex c cooling and/or transmigstpf Ok aly, ‘we j Signals, qit-other utility services including the main switch gear .S Gd nec Kpublic use, by eminent domain proceedings or otherwise, by a thority or by an action in the nature of eminent domain (whether emporary) or the sale or other transfer of the Property in lieu thereof.

enant.” Any Person having the right to occupy a Unit or a portion of a Unit ursuent to a lease or other occupancy agreement granted by an Owner, or pursuant to a sublease, to the extent allowed by the Governing Documents.

“TBOC.” The Texas Business Organizations Code, as amended from time to time.

CONDOMINIUM DECLARATION - Page 9 “Unit.” A physical portion of the Condominium that is designated for separate ownership or occupancy (the boundaries of which are depicted on the Map), which, to the extent applicable, is contained within the perimeter walls, floor, ceiling, windows and doors of a Unit depicted on the Map and more particularly described in Section 2.2(a) of this Declaration, and includes: (i) all the Systems that exclusively serve such Unit; (ii) garage doors, entry doors, and windows (including, without limitation, plate glass windows); and (ili) the finish materials, floor covering, wall covering, fixtures and appliances contained in the Unit but excludes (x) any portion of the Structure and Systems that serve more than one Unit, all as subject to and further des Section 82.052 of the Act.

“Utility Easement.” An easement as more particularly described of this Declaration.

.

‘Working Capital Contribution.” An amount egera fee and Fifty kSsOcigtion_by“each Owner, not

on 82.052 of the Act.

“Utility Easement.” An easement as more particularly described of this Declaration.

.

‘Working Capital Contribution.” An amount egera fee and Fifty kSsOcigtion_by“each Owner, not including Declarant as provided in Section 8.11 of thig ioh. Declarant during the Declarant Control Period or, thereafter, the Board, mk e the Working Capital Contribution by an additional amount equal t perce ©) of the Working Capital Contribution then required without consent or J r of any Member or Owner.

(a) The . eperty is hereby divided into fee simple estates composed of eight( bal Phase ith three (3) Units in each Phase, being twenty-four ; in the aggregate, and each such Unit’s undivided interest Each Unit, together with such Unit’s undivided ements is for all purposes a separate parcel of and estate in arate parcels of and estates in real property designated hereby shall is Declaration is revoked or terminated in the manner provided in this ing the Development Period, Declarant, by its Development Rights, has efAight to create a maximum of one hundred thirty-five (135) Units on the and additional property added to the Condominium by adding Units to a dr Phase or by adding additional Phases of Units. To add Units to the Regime, Deelafant during the Development Period may, from time to time, file an amendment to this Declaration creating such additional Units in a Phase or additional Phases of Units.

To add additional Units to the Regime established by this Declaration, Declarant shall prepare, execute, and record an amendment to this Declaration and the Map which amendment will: (i) assign an identifying number to each new Unit and Phase (if applicable); (ii) reallocate the Allocated Interests among all Units then existing within the

laration and the Map which amendment will: (i) assign an identifying number to each new Unit and Phase (if applicable); (ii) reallocate the Allocated Interests among all Units then existing within the Condominium; (iii) describe Limited Common Elements; if any, assigned or designated to each new Unit; and (iv) with respect to new Units, include the information required by CONDOMINIUM DECLARATION - Page 10 Section 82.055 and Section 82.059(b) of the Act. To add additional property to the Condominium, Declarant will record a declaration of annexation in the Official Public Records of Dallas County, Texas, which will include a description of the additional real property. The declaration of annexation may also include a description of the Units added to the Condominium if the Declarant elects to create Units upon recordation of the declaration of annexation OR Declarant may elect to create additional Units or Common Elements on the additional property subsequent to the recordation of the declaration of annexation. No assurance is given as to the dispersion of new Units, total numbe Units, or size of such Units.

(b) The Map. The Map sets forth the following: (i) a genera diagrammatic plan of the Condominium; (ii) the location and dimé property subject to the Development Rights; (iii) all major Improve Unit, showing its location within the Building and floor(s); (iv Spaces within the Condominium designated as Limited e quired pursuant to the easurements set forth on the Map as to each Unit are approximate valués.taKe# from the plans and variances in construction and interior floor pla ITHER DECLARANT NOR ANY OWNER SHALL BE LIABLE TO ANY 9?

DISCREPANCIES IN ACTUAL Ij FORTH ON THE MAP OR IN CO} ( REMENTS FROM THOSE SET AMTUM PURCHASE CONTRACT TO

in construction and interior floor pla ITHER DECLARANT NOR ANY OWNER SHALL BE LIABLE TO ANY 9?

DISCREPANCIES IN ACTUAL Ij FORTH ON THE MAP OR IN CO} ( REMENTS FROM THOSE SET AMTUM PURCHASE CONTRACT TO OR WAS A PARTY, AND EACH UNIT, WAIVES ANY SUCH CLAIM OR WHICH DECLARANT OR ANY. Swi OWNER, BY ACCEPTING A DEED’ CAUSE OF ACTION. Opon ump fe Declarant (without the’ j¢ Declaration, amendjfs other changes, and Allocated Interests 6a G O apse the actual measurements for each Unit and any ibit "C" attached to this Declaration to reflect the Section 2.2 reservations and Ea the following 4 SSN Yi of Units and Common Elements. Subject to the uss ated by Declarant in this Declaration, the Units shall consist of egical extension thereby as determined in Declarant’s reasonable botiidaries of which are described and depicted on the Map.

(b) General Common Elements. As depicted on the Map, the General Common Elements shall include all the Common Elements that are not Limited Common Elements.

CONDOMINIUM DECLARATION - Page 11 (c) Limited Common Elements. As depicted on the Map, the Limited Common Elements shall include a covered front porch area for each Unit, the boundaries of which are described and/or depicted on the Map.

(d) Descriptions Subject to Map. The descriptions of the Units and the Common Elements set forth in this Section 2.2 represent the general intention of Declarant; provided, however, if a discrepancy exists between the above descriptions and the Map, the Map shall control.

Section 2.3 Allocation of Interests in Common Elements. The initif Interests (being the percentage ownership in the Common Elements allocated to ' been determined by dividing the square footage of each Unit by the square feé

f Interests in Common Elements. The initif Interests (being the percentage ownership in the Common Elements allocated to ' been determined by dividing the square footage of each Unit by the square feé are shown opposite the Unit in Exhibit "C" attached to this Declaration.

add or remove Units to the Condominium subsequent to the date etn of each Owner shall be recalculated in cenenianee with the Reallees Unit be subject to physical partition, and action for the partition or division of a Common Elements. Any purported conveyance, judicial sale or other voluntg 1 ary transfer of an undivided interest in the Common Elements without the Wuit Common Elements are allocated is void ab initio.

Section 2.5 (a) Soo V mits. A Unit may be acquired and held i more than one t as follows: “Unit [# of Bishop Arts Tenth Street Condominiums, las County, Texas,” with further reference to the recording data for this purposes to acquire, own, convey, transfer, lease, encumber or otherwise deal with such Unit, and any such description shall be construed to include all incidents of ownership relating to a Unit.

Section 2.6 Mortgage of Unit. An Owner shall be entitled from time to time to mortgage or encumber a Unit by creating a lien or liens covering a Unit under the provisions of a mortgage or deed of trust, but any lien created thereby shall be subject to the terms and provisions of this Declaration, and any mortgagee or other lienholder which acquires a Unit CONDOMINIUM DECLARATION - Page 12 through judicial foreclosure, public sale or any other means shall be subject to the terms and provisions of this Declaration. An Owner that mortgages its Unit shall notify the Association,

\2033547.2 through judicial foreclosure, public sale or any other means shall be subject to the terms and provisions of this Declaration. An Owner that mortgages its Unit shall notify the Association, giving the name and address of said Owner’s Mortgagee, and the Association shall maintain such information.

ARTICLE II Uses, Reservations and Restrictions Section 3.1 Permitted Uses. All uses of the Units shall be subjec accordance with the Governing Documents and all applicable Legal Requiremé otherwise provided in the Governing Documents, the Units shall only be used ancillary purposes permitted under any ordinances, rules or regulations-Section 3.2 Prohibited Uses. No Unit shall be ugé Architectural Reviewer. Approval by the Architectural Rd a use with respect to a 41 Reviewer of the same or a similar use elsewhere within the Condominium.

may be leased. Each lease of a Section 3.3 Leases. The Units (or portions g e Association from time to time, Section 3.4 Signage Rights. | have the right to erect Signage on the Skin of such Owner’s Unit 2 And ch Owner has obtained approval of the Architectural Reviewer (which fg yithheld in the Architectural Reviewer’s sole and absolute discretion) and pre ch-Signage must be in compliance with the Legal e her subject to such restrictions and requirements as set forth in the Regulations. Ex» hall be responsible, at its sole expense, for (A) obtaining and maintaining all nece permfits and approvals required under all applicable Legal Requirements with reg ection and maintenance of its Signage (if any), (B) keeping and maintaining, or chu ojbe kept and maintained, its Signage in good condition and repair and (C) keeping ing 46 be kept all lighting and other equipment in connection with its

(if any), (B) keeping and maintaining, or chu ojbe kept and maintained, its Signage in good condition and repair and (C) keeping ing 46 be kept all lighting and other equipment in connection with its Signage Aif arfy d working order and condition. The Architectural Reviewer, or the Associa ion of the Architectural Reviewer, may remove any such Signage, as repairs ate-nécessitated by use or misuse of their Signage Rights. The Architectural Reviewer does not insure equipment or improvements installed pursuant to the Signage Rights and is not liable to any Owner or any other Person for any loss or damage from any cause to the equipment or improvements installed pursuant to the Signage Rights). THE OWNERS SHALL INDEMNIFY THE ARCHITECTURAL REVIEWER, THE ASSOCIATION, THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND MEMBERS, INDIVIDUALLY AND COLLECTIVELY, AGAINST LOSSES DUE TO ANY AND ALL CLAIMS FOR CONDOMINIUM DECLARATION - Page 13 DAMAGES OR LAWSUITS, BY ANYONE, ARISING FROM THE USE OR MISUSE OF THEIR RESPECTIVE SIGNAGE RIGHTS.

Section 3.5 Parking.

(a) Parking Spaces. Parking Spaces designated as General Common Elements shall be for the non-exclusive use of the Units and for any guests, invitees and employees of the Owners as well as the general public. Use of the Parking Spaces shall be s the procedures and regulations set forth in the Regulations (which will be enft Association).

(b) Unit. Each Unit shall have access to a garage as git oh t sufficient to park at least two (2) automobiles. The right of a UnitQwemby 9’ Parking Agreement or otherwise of any Parking Spaces shall be subjeg & Pxocedures and regulations set forth in the Regulations (which shall be Assosration) and

utomobiles. The right of a UnitQwemby 9’ Parking Agreement or otherwise of any Parking Spaces shall be subjeg & Pxocedures and regulations set forth in the Regulations (which shall be Assosration) and shall be used exclusively for automobile parking purpése Qs S$ appurtenant to parking purposes by the Unit Owner, its Tenan icik guests, invitees and employees. Neither the Association nor any other O Owner from parking within the garage area that Owner’s Unit.

Governing Documents and all the Legal Req Tenant to so comply with any such provis the extent so included within the Declaration) that shall be resolyé an Owner’s voting rights j Association during the peri biMDispute” set forth in Section 1.1 of this with Article XI of this Declaration. In addition, atrohn may by written notice be suspended by the mpliance.

Section 3.7 Act, Declarant reserve af RecHMrant. In accordance with, and only if permitted by, the lowing rights: eCondominium, including an easement interest, except as otherwise vided herein; b) the right (but not the obligation), by a Supplemental Declaration, to efnent or modify any Unit by adding additional facilities or deleting facilities, to designate additional portions of the Condominium as part of any Unit, or to combine Units; provided, however, Declarant may not add or delete facilities from any Unit or combine Units, unless Declarant or an Affiliate of Declarant is the owner of such Unit or Units. No such addition or deletion to any such Unit or combination of Units shall affect the interest in the Common Elements, the share of Common Expenses or the voting rights appurtenant to the Units. Any Units which are combined shall be treated for all such purposes as separate Units. Declarant may separate any Units it has combined, at its sole

nses or the voting rights appurtenant to the Units. Any Units which are combined shall be treated for all such purposes as separate Units. Declarant may separate any Units it has combined, at its sole CONDOMINIUM DECLARATION - Page 14 expense, into separate and distinct Units as originally set forth in the survey and the Map.

Nothing in this Declaration, however, shall obligate Declarant to add to the Condominium or otherwise take any of the actions to which Declarant is entitled pursuant to this Section 3.7(b); (c) the right to maintain a model unit and a sales, leasing and/or management office within any Unit or on the Common Elements in connection with the sale, leasing and advertising the sale or leasing of the Units. Such signs may locations and shall be of such size and character as Declarant may dete and upon any Units owned by Declarant or its whether structural or non-structural; (ii) change the floor plan and layout of, ned by Declarant or its Affiliates. However, in no event shall an ch altération;“improvement or change interfere with any structural support of any or the Common Elements or the provision of utility service to any Unit mon Elements. All work done in accordance with the provisions of this S¢ct (e) For as long as warranty, whether statut exypréss of ifnplied, for any act or omission of Declarant or its Designees in the deye}dpfitent, ConStruction, sale and marketing of any portion of the Condominium, the yigh SO its Designees, in Declarant’s sole discretion and ° the@ommon Elements and the Units for the purpose of making necessary i ests, repairs, improvements or replacements required for Declarant or its) tandes ¥o fulfill any of i its warranty obligations, provided that no such

nd the Units for the purpose of making necessary i ests, repairs, improvements or replacements required for Declarant or its) tandes ¥o fulfill any of i its warranty obligations, provided that no such “being nullified and of no further force or effect. Nothing in this pall be deemed or construed as Declarant making or offering any establishetas a fully operating residential development, Declarant shall have the following rights, and the Owners, the Architectural Reviewer, and the Association, shall refrain from interfering with Declarant’s activities in such regard: (i) Declarant and its Designees shall have the right to conduct any activity or operations on or in connection with the Condominium that Declarant determines to be necessary or advisable in connection with the completion of the development of the Condominium, including the right to alter its construction plans and designs as Declarant deems advisable in the course of development or enlargement of any Improvements;; (ii) Declarant and its Designees shall have the right to erect, construct and CONDOMINIUM DECLARATION - Page 15 maintain on any of the Property owned by Declarant or its Affiliates, such structures as may be reasonably necessary for the conduct of its or their business of completing said development and establishing the Condominium as a community and disposing of the same by sale, lease or otherwise; (iii) Declarant and its Designees shall have the right to conduct on the Property its business of developing, subdividing, grading and constructing Improvements in the Condominium and of disposing of the Units thereon by sale, lease or otherwise; (iv) Declarant shall have the right to determine in its sole discretion the nature of and the types of

mprovements in the Condominium and of disposing of the Units thereon by sale, lease or otherwise; (iv) Declarant shall have the right to determine in its sole discretion the nature of and the types of Improvements to be constructed as part of the Condominium; (v) Declarant shall have the\yight by the Governing Documents; and (vii) Declarant and its Designees shall have upon the Property and operate thereon such vehicles and equipment as she sary in the sole discretion of Declarant or its Designees for such purposes. sary shall be exempt from all restrictions set forth in this Declaration to the ¢ g fions Interfere in any manner with Declarant’s plans for construction, devefoy ssate, lease or other disposition of all or any portion of the Property.

Development Rights may be exercised as to different ions 0 operty at different times.

Right will be exercised, the portions ised or as to the order of exercise ent Right in any portion of the pment Right in any other portion of Declarant provides no assurance whether any Develop of the Property as to which Development Rights ma of any Development Rights. The exercisg.of Property does not obligate Declarant to exe the Property.

Section 3.8 Easement: erp to the Easements granted and e} as wpplicable, in this Section 3.8, which the Easements (and all related rights and obligat to such Easements arising on or after the date of (a) Declarant hereby grants and reserves a perpetual, e Access Easement over, on and across each Unit as may ry for its own benefit and for the benefit of each Unit, the ver and the Association, as applicable, for: (i) the maintenance, ent of any of the Common Elements thereon or accessible therefrom; e evacuation of all or any part of the Property in the event of an emergency and

ssociation, as applicable, for: (i) the maintenance, ent of any of the Common Elements thereon or accessible therefrom; e evacuation of all or any part of the Property in the event of an emergency and (vi) such other reasonable purposes as are deemed by the Architectural Reviewer or the Association to be necessary for the performance of their as described in the Governing Documents.

The Association, the Manager, and each Owner may enter a Unit to the extent reasonably necessary in case of an emergency originating in or threatening the Unit or any other Unit whether or not the Owner or Tenant of such Unit is present at the time. The Person CONDOMINIUM DECLARATION - Page 16 making such entry shall take reasonable precautions to protect such premises and any inventory, fixtures and other personal property contained therein from damage and theft.

This right of entry may be exercised by any Manager, the Owners, the Association and their directors, officers, agents and employees, and by all police officers, firefighters and other emergency personnel in the performance of their respective duties. Also, the Association may enter a Unit to perform installations, alterations or repairs to the mechanical, electrical or utility services which, if not performed, would affect the se of other Units or the Common Elements; provided that, if possible, requests for ai shall be made in advance and at a time convenient to the Owner or ma circumstances.

and reserves a (b) Common Elements Easement. Declaya arg ent over, on and across perpetual, assignable and non-exclusive Common Ele Association for ingress and egress from eac qt and for the use of the Common Elements. The Common Elements Easemey & maintained by the Association in

perpetual, assignable and non-exclusive Common Ele Association for ingress and egress from eac qt and for the use of the Common Elements. The Common Elements Easemey & maintained by the Association in on Elements, if any, for its own benefit and for g Parking Spaces within the General Common tained by the Association as part of the Common Elements of the Co accordance the Maintenance Standard in Section 6.1 of this Declaration.

oof Easement. Declarant hereby grants a perpetual and non-exclusive t over, on and across the Roof Easement Area for the benefit of each Unit, acement, use and maintenance of satellite and telecommunications equipment uch Unit. The portions of the Roof Easement Area used by an Owner shall be maimtained by such Owner and the remaining portions of the Roof Easement Area shall be maintained by the Association in accordance with the Maintenance Standard and Section 6.1 and Section 6.2 of this Declaration.

(e) Skin Easement. All areas of the Skin shall be maintained by the Association as part of the Common Elements in accordance with the Maintenance Standard and Section 6.1 of this Declaration, and Declarant grants a perpetual and nonCONDOMINIUM DECLARATION - Page 17 exclusive Skin Easement over, on and across the Skin of each Building to the Association.

(f) Support Easement. Declarant hereby grants and reserves a perpetual, assignable and non-exclusive Support Easement over, on and across the Structure for its own benefit and the benefit of each Unit for support of all portions of the Improvements.

The Structure shall be maintained by the Association in accordance with the Maintenance Standard and Section 6.2 of this Declaration.

The Systems which serve more than one Unit shall be matntgi

ments.

The Structure shall be maintained by the Association in accordance with the Maintenance Standard and Section 6.2 of this Declaration.

The Systems which serve more than one Unit shall be matntgi accordance with the Maintenance Standard and Sectio I pa thi (h) Utility Easement. Declarant hereby assignable and non-exclusive Utility Easepfegt over Elements: (i) for its own benefit, the benefit o companies supplying utility service to the any part of the Condominium and (ii) for fy ncfit for the right to grant additional Utility Easements. Declarant may fegoxd ‘a iG ¢meht agreement or easement relocation agreement in the Condominium Recdxds\sp ally locating or relocating any Utility Easement subsequent to the reedrdatidg wf this Declaration, and each Owner, by acceptance of the deed ora t, h¢rgby’ grants Declarant an irrevocable power of Utility Easement.

Encroachments. If, as a result of the original construction, reconstritetieti, repair, shifting, settlement or other circumstance, any portion of the Common Elements encroaches upon a Unit, a perpetual easement over, on and across such Unit for such encroachment and for the maintenance of the same is hereby granted and conveyed to the Association by each Owner at the time each Unit is conveyed to the Owner. If as a result of the original construction, reconstruction, repair, shifting, settlement or other circumstance any portion of a Unit encroaches upon the Common Elements, or upon any adjoining Unit, an irrevocable and perpetual easement for such encroachment and for the maintenance of the same over, on and across such Unit, or such portion of the Common Elements, as applicable, is hereby CONDOMINIUM DECLARATION - Page 18

ncroachment and for the maintenance of the same over, on and across such Unit, or such portion of the Common Elements, as applicable, is hereby CONDOMINIUM DECLARATION - Page 18 granted to the Owner of such Unit. Such encroachments and easements shall not be considered or determined to be encumbrances either upon a Unit or upon the Common Elements.

ARTICLE IV Matters Regarding the Association Section 4.1 General. The Association has been incorporated as a Owners. This Declaration is not intended to place any limitations or restrictiog the Association or the Board of Directors except as set forth in this Declarats Documents.

Section 4.2 Allocation of Votes in the Associatio elsewhere in this Declaration each Owner shall be entitled to 4ne\yote ey Unit owned by it. The votes allocated to the Declarant for Lots owned by t eclarah of other Lot Owners during the Declarant Control Pert g rights of an Owner may be 4 in the payment of any Assessment duly established pursuant to this Declaratio ise in default under the terms of the Governing Documents.

‘d by the Governing Documents, no other action shall be ts Affiliates, parents, subsidiaries, officers, directors, agents, ative proceedings in the name of any Unit Owner. Subject to the under this Declaration, except as otherwise provided by the Governing mer hereby releases, acquits and forever discharges the Association, and its ractors, consultants, insurers, sureties and assigns and agrees to hold such Pardons filess of and from any and all claims, damages, liabilities, costs and/or expenses (including reasonable attorneys’ fees) relating to the construction of, repair or restoration of, or the sale to the Owners of the Units or the Common Elements. This release shall release and

expenses (including reasonable attorneys’ fees) relating to the construction of, repair or restoration of, or the sale to the Owners of the Units or the Common Elements. This release shall release and forever discharge the Association and its Affiliates, parents, members, subsidiaries, officers, directors, agents, employees, predecessors, successors, contractors, consultants, insurers, sureties and assigns, from all claims and causes of action, whether statutory or under the common law, known or unknown, now accrued, or that arise in the future.

CONDOMINIUM DECLARATION - Page 19 Section 4.5 Limitation of Liability of Officers, Directors, Employees and Agents of the Association. No officer, director, employee or agent of the Association shall be liable to any Owner of any Unit or any Tenant, for any claims, actions, demands, costs, expenses (including attorneys’ fees), damages or liability, of any kind or nature, except as otherwise expressly set forth in the Governing Documents and such officers, directors, employees and agents shall be indemnified in accordance with the provisions of the Governing Documents.

ARTICLE V ARCHITECTURAL REVIEWER Section 5.1 Architectural Reviewer.

The “Architectural Revié es-€stablished by the Board and obligations of the Architectural tion as the representative of the (the “Committee”) shall perform all of the rights, dt Reviewer hereunder. The Architectural Reviewe Association. The Architectural Reviewer shall exis well as for all other purposes consistent residential condominium development.

cause, by the Declarant so long a , Deb under this Section 5.1 to the ah ") ae jori Wwe O LO Architectural Reviewer shall have the right from time to time to amend the Design

condominium development.

cause, by the Declarant so long a , Deb under this Section 5.1 to the ah ") ae jori Wwe O LO Architectural Reviewer shall have the right from time to time to amend the Design Guidelines, provided such guidelines, as amended, shall be in keeping with the overall quality, general architectural style and design of the Condominium. The Architectural Reviewer shall have the authority to make final decisions in interpreting the general intent, effect and purpose of those matters for which it is responsible in accordance with this Declaration. The Architectural Reviewer shall endeavor to promulgate the Design Guidelines in such a manner that only materials complying with all applicable laws and regulations are specified therein, but each Owner of a Unit (and not the Architectural CONDOMINIUM DECLARATION - Page 20 Reviewer) is responsible for complying with such laws and regulations on his respective Unit. If the Architectural Reviewer should be advised that materials specified by the Design Guidelines do not comply with applicable laws or regulations, the Architectural Reviewer shall use reasonable efforts to inquire into the nature of the non-compliance and to make appropriate revisions of the Design Guidelines.

(b) Required Approval. No Building or other Improvements, including, without limitation, any structure, paving, pools, fencing, hot tubs or improveme nature, shall be erected, placed or altered on any portion of the Condominiym site plan showing the location of such building, structure, driveway plans therefor have been submitted to and approved in writing b Reviewer (“Architectural Approval”) as to: (i) location with respe and Common Elements, setback lines and finished grades yi

e, driveway plans therefor have been submitted to and approved in writing b Reviewer (“Architectural Approval”) as to: (i) location with respe and Common Elements, setback lines and finished grades yi topography, (ii) conformity and harmony of external als;“adequacy of site o nearby streets; (iv) within this Declaration or the Design Gu ; A fchitectural Reviewer .

authorized to request the submission of samp colors or proposed exterior surfaces.

(c) Eacoscure, Final pibee If such plans and specifications meet the appreVa rchitectural Reviewer, one complete set of plans and specifications O31 bi complete set of plans wip plans and specificatjoy of such plans and § by a reasonable staf sKall be returned marked “Disapproved,” accompanied the reasons for such disapproval. Any modification or Architectural Reviewer Discretion. The Architectural Reviewer is autfiorized and empowered to consider and review any and all aspects of Building construction, construction of other improvements and location, quality and quantity of landscaping within the Condominium, and may disapprove aspects thereof which may, in the discretion of the Architectural Reviewer, adversely affect the living enjoyment or intended use of one or more Owner(s) of its/their Units or the value of the Property. As an example, and not by way of limitation, the Architectural Reviewer may impose limits upon the location of window areas of one Building or Unit that would overlook the enclosed patio area of an adjacent Building or Unit. Also, the Architectural Reviewer is CONDOMINIUM DECLARATION - Page 21 permitted to consider technological advance in design and materials and such comparable or alternative techniques, methods or materials may or may not be permitted, in

- Page 21 permitted to consider technological advance in design and materials and such comparable or alternative techniques, methods or materials may or may not be permitted, in accordance with the reasonable opinion of the Architectural Reviewer. The action of the Architectural Reviewer with respect to any matter submitted to it shall be final and binding upon the Owner submitting such matter, subject to the provisions of Article XI hereof.

(e) Initial Improvements. Declarant shall not be required to Architectural Reviewer approval of the initial Improvements.

Section 5.3. Variances. Upon submission of a written request Architectural Reviewer may, from time to time, in its sole discretion, construct, erect, or install improvements which are in variance from the covenants or restrictions provided in this Declaration or the Design Gui any such case, variances shall be in basic conformity with and sts and the granting of a Architectural Reviewer’s right to including, without limitation, the demolition and removal of any unapprowéx’ dffyyprevemeénf) if such improvements were commenced or constructed in violation of zkig £ ior, including the Design Guidelines. In addition, the Board of Directors may, i é iscrstjén, cause the Association to carry out such restoration, of the cost of such restoratt ere commenced or constructed (without the necessity of have all the rights and remedies to enforce collection thereof Declaration. Buildings or other improvements initially constructed Declaration and having received any necessary approval of the notwithstanding} any subsequent amendment or revision of this Declaration or the Design

ldings or other improvements initially constructed Declaration and having received any necessary approval of the notwithstanding} any subsequent amendment or revision of this Declaration or the Design GuidelesySybject to any restrictions or requirements of the City or other Legal Requirements.

nits or related Building and Improvements are totally destroyed or totally replaced, the new Building and Units or other new improvements must conform to this Declaration and the Design Guidelines in force at the time of their construction, subject to any restrictions or requirements of the City or other Legal Requirements.

CONDOMINIUM DECLARATION - Page 22 Section 5.5 No Liability. Neither Declarant, the Association, the Architectural Reviewer, the Committee, the Board of Directors, nor the officers, directors, members, employees or agents of any of them, shall be liable in damages to anyone submitting plans and specifications to any of them for approval, or to any Owner by reason of mistake in judgment, negligence, or nonfeasance arising out of or in connection with the approval or disapproval or failure to approve or disapprove any such plans or specifications. Every person who submits plans or specifications and every Owner agrees that he will not bring any action or suit against Declarant, the Association, the Architectural Reviewer, the Committee, the Board of Di or the officers, directors, members, employees or agents of any of them, to recove nonfeasance and hereby waives the provisions of any law which provides tha does not extend to claims, demands and causes of action not known at given. Approval of plans and specifications by the Architectural Révé thereof for engineering or structural design or adequacy of ma

oes not extend to claims, demands and causes of action not known at given. Approval of plans and specifications by the Architectural Révé thereof for engineering or structural design or adequacy of ma and specifications neither the Architectural Reviewer, the Cor Declarant, the Association nor the Board of Directors ass safety or adequacy of design, compliance with this Declaratio constructed from such plans and specifications.

y or responsibility for y defect to any structure ARTICL Maintenance, Alt nd Utilities Section 6.1 Maintenance.

maintenance, repairs and replacements of, in or , foreseen or unforeseen, including maintenance, s which are part of such Unit, shall be performed by slance with the Maintenance Standard.

(b) Khainiodan eof Common Elements. Except as otherwise provided in the Regulations, Xe) Gano Elements shall be maintained by the Association in accordar ith. the” Maintenance Standard, the cost and expense of which shall on Expense and shall be payable as may be set forth herein. The Monthly Assessments and Working Capital Contributions rather than by a Assessment; provided, however, that the Association may require Special ng in this Declaration shall be deemed or construed as relieving any Owner from liability or responsibility for damage to the Common Elements caused by the negligence or misconduct of an Owner or an Owner’s occupants or invitees. To the extent that any of the foregoing items are a part of the Parking Spaces, the costs of maintenance with respect to such Parking Spaces shall be allocated to the Owners in accordance with Section 8.2 and Section 8.3 of this Declaration.

CONDOMINIUM DECLARATION - Page 23 (c) Maintenance of Easements. All maintenance, repairs and replacements of,

in accordance with Section 8.2 and Section 8.3 of this Declaration.

CONDOMINIUM DECLARATION - Page 23 (c) Maintenance of Easements. All maintenance, repairs and replacements of, in or to any Easement area, ordinary or extraordinary, foreseen or unforeseen, including maintenance, repair and replacement of all Systems which are part of such Easement area, shall be performed by the Owner of such Unit, or Limited Common Element appurtenant thereto, in which the Easement area is located and in accordance with the Maintenance Standard. If the Easement area is located in a General Common Element, then all maintenance, repairs and replacements of, in or to any Easement area, ordinary or and be a Common Expense.

(d) Limitation of Liability. The Association shall not be li¢ or damage to any person or property caused by the elements or by th of any Unit, or any other Person, or resulting from any utility, may leak or flow from or over any portion of the Co ; hereunder; (ii) to any Owner or occupants of any Up pr damage, by theft or otherwise, of any property which may be stored in or tk any/offthe Common Elements or (iii) to any Owner or occupants of any Uni any daraage-6r injury caused in whole or in part by the Association’s failure to disch its responsibilities under this Section 6.1.

acting on its own behg by the Easement 9 ke-performed, the maintenance, repair, cleaning and replacement in the manner 4 § his Declaration; provided, however, that if the Association declines to hNOnit or upon the area subject to such Easement and perform or cause to be performs > maintenance required by this Declaration. The defaulting Owner or the Associa 48 the case may be, shall, upon demand, reimburse the Association or the Owner

ement and perform or cause to be performs > maintenance required by this Declaration. The defaulting Owner or the Associa 48 the case may be, shall, upon demand, reimburse the Association or the Owner making such repairs or maintenance, as applicable, for all costs and expenses incurred in exercise of its rights in this Declaration.

Section 6.3 Disputes. Any Dispute arising among the Owners as to the proper person to bear a maintenance cost or expense shall be resolved in accordance with Article XI of this Declaration.

CONDOMINIUM DECLARATION - Page 24 Section 6.4 Additions, Alterations or Improvements by Owner. Subject to the provisions of the Governing Documents, no Owner (other than Declarant) shall: (a) make any addition, alteration or improvement in such Unit, to the extent visible from any other Unit, the Common Elements or the exterior of the Building, whether structural or non-structural; (b) make any addition, alteration or improvement to any Common Element; (c) change the floor plan and layout of such Unit or (d) make any material changes to the configuration or size of any Unit, create apertures in or otherwise remove or alter any partition wall separating such Unit from any approval of the Architectural Reviewer, which approval may be withheld in the sole gna.

judgment of the Architectural Reviewer. However, in no event shall any 5 improvement, or change interfere with the structural support of any Unit, the Cg or any System serving another Unit. All work done in accordance with this done in compliance with the plans approved by the Architectural-P Requirements and the Governing Documents. THE OWNER, MA ’ BE MADE SUCH ADDITIONS, ALTERATIONS OR JWIPR TS, AGREES, AND SHALL BE DEEMED TO HAVE AGREED, FOR SUg ERyTO HOLD THE

ved by the Architectural-P Requirements and the Governing Documents. THE OWNER, MA ’ BE MADE SUCH ADDITIONS, ALTERATIONS OR JWIPR TS, AGREES, AND SHALL BE DEEMED TO HAVE AGREED, FOR SUg ERyTO HOLD THE ANY LIABILITY OR DAMAGE TO THE P ADDITIONS, ALTERATIONS OR IMPROV.

SUBMITTING PLANS HEREUNDER, BY D, ANY OWNER, BY ACQUIRING TIT DAMAGES FROM THE ARCHITE DIRECTORS, ARISING OUT OF A ANY PLANS HEREUNDER. WIT, FOREGOING, THE ARCKD RTY ‘RESULTING FROM SUCH TS. ANY OTHER OWNER TION OF THE SAME, AND E, AGREES NOT TO SEEK EWER, ITS OFFICERS AND RAL REVIEWER’S REVIEW OF ITING THE GENERALITY OF THE REVIEWER, ITS OFFICERS AND LE FOR REVIEWING, NOR SHALL ITS HE STRUCTURAL SAFETY, SOUNDNESS, SEFULNESS, CONFORMITY WITH BUILDING S AND ALL LEGAL REQUIREMENTS. FURTHER, TO INDEMNIFY AND HOLD ARCHITECTURAL ESPECTIVE OFFICERS AND EMPLOYEES HARMLESS ANY AND ALL COSTS, CLAIMS, DAMAGES, EXPENSES OR TSOEVER, ARISING AS A RESULT OF THE REVIEW OF ANY Mechanic’s Liens; Indemnification. No labor or services performed or materials furnished and incorporated in a Unit or any Common Element shall be the basis for the filing of a lien against any Unit of any Owner not expressly consenting to or requesting the same, or against the Common Elements. EACH OWNER (TO THE EXTENT ARISING THROUGH SUCH OWNER) SHALL INDEMNIFY AND HOLD HARMLESS EACH OF THE OTHER OWNERS AND THE ASSOCIATION FROM AND AGAINST ALL LIABILITIES AND OBLIGATIONS ARISING FROM THE CLAIM OF ANY MECHANIC’S LIEN AGAINST THE UNIT OF SUCH OWNER, THE UNIT OF SUCH OTHER OWNERS AND/OR THE CONDOMINIUM DECLARATION - Page 25 COMMON ELEMENTS. All contracts for labor, services and/or materials with respect to any of the Units shall be in compliance with the provisions hereof.

Section 6.6 Taxes.

age 25 COMMON ELEMENTS. All contracts for labor, services and/or materials with respect to any of the Units shall be in compliance with the provisions hereof.

Section 6.6 Taxes.

(a) Payment of Governmental Impositions. Each Owner shall be responsible for and shall pay when due all Governmental Impositions lawfully levied or assessed against such Unit, except to the extent such Governmental Impositions are being ¢ and diligently contested in good faith by appropriate legal proceedings, and i by the Association, have been bonded or reserved in an amount and manner*s Expense and shall be payable by the Association when due.

(b) Notice to Taxing Authorities. Declarant_she this Declaration. Each Owner shall promptly requé¢ applicable taxing authority separate tax parcel status number for its Unit. EACH OWNER HE ITS UNIT SHALL BE DEEMED TO HA HOLD THE DECLARANT, ASSOCIAZHQ HARMLESS FROM ANY LIA ILE ALLOCATION OF TAX BURDE YP REED, FOR SUCH OWNER, TO ND ALL OTHER OWNERS (c) Units Not Separatet¥Y Assessed” If any Governmental Impositions with respect to the Property @ arg eparate ssed to the Owners of a Unit, each Owner by the Association (bq snPprior to 20 days or later than ten days before the date of delinquency, wit} a dgitional notice or grace period) to permit the Association to make full payment O€ stch Governmental Impositions prior to the date on which such SAvould become delinquent; provided that the Association shall er to make any payment to the Association for Governmental Impositi he_extent such amounts have already been deposited by such Owner in y escrow atrangement.

Failure to Pay Governmental Impositions. The Association or any ¢e may pay the portion of Governmental Impositions that any Owner has failed

ready been deposited by such Owner in y escrow atrangement.

Failure to Pay Governmental Impositions. The Association or any ¢e may pay the portion of Governmental Impositions that any Owner has failed vhen due, and the Association or such Mortgagee shall have a lien against such © secure repayment thereof, that may be enforced by any means available at law or in equity, including non-judicial foreclosure sale of such Unit in accordance with Texas Property Code Section 51.002 (as now written or hereafter amended); provided, however, no such lien for delinquent Governmental Impositions shall be valid until a notice of such lien is duly recorded in the Real Property Records of the County, notwithstanding any applicable statute, law (including case law), equitable doctrine, ordinance or regulation that permits any such lien to attach absent such recordation in the Real Property Records.

Each Owner, by its acquisition of such Unit, grants a power of sale in connection with CONDOMINIUM DECLARATION - Page 26 such lien in favor of the Association or any Mortgagee that makes payment of the Governmental Impositions on behalf of a defaulting Owner. Any lien pursuant to this Section 6.6(d) shall have the same priority as a lien by the Association for Assessments; provided that any such lien for delinquent Governmental Impositions shall be subordinate to the lien of any Priority Lien Indebtedness encumbering such Unit, provided that such Priority Lien Indebtedness was recorded prior to the date such lien for Governmental Impositions was duly recorded (notwithstanding any applicable statute, law (including case law), equitable doctrine, ordinance or regulation that permits any such lien tQ attach absent such recordation in the Real Property Records).

ai eg the

ding any applicable statute, law (including case law), equitable doctrine, ordinance or regulation that permits any such lien tQ attach absent such recordation in the Real Property Records).

ai eg the scetion 6.6(b) of this Declaration shall survive the termination of this Sect . d temain in effect for the duration of this Condominium’s existence.

Section 6.7 Utilities. Each Owner shall be for gas, electricity, water and other utilities relating 4ors respect to the occupancy of the Unit, to the extg respective utility companies. Any utility chet ges WQ to such services used in connection with the\use a shall constitute a Common Expense and Ke payable by nch\chs oy parately metered, and charges relating Section 7.1 to this Article VIL or pqulre All insurance coverage required to be obtained pursuant | ey athe election of an Owner or the Association shall: ies licensed to do business in the State of Texas and shall be rated by c&Guide (or any successor publication of comparable standing) as “A-,VI” ) not be brought into contribution with insurance purchased by the other 's or the Association, as applicable; and (c) provide that insurance trust agreements shall be recognized.

Section 7.2 Insurance by the Association. Commencing upon the first conveyance of any Unit to an Owner other than Declarant, the Association shall obtain and maintain (a) insurance coverage required pursuant to the Act and such other insurance coverage as set forth in the Bylaws and (b)at the expense of the Owner incurring such Priority Lien Indebtedness, such other insurance (or additional coverage) as such Owner’s Mortgagee shall CONDOMINIUM DECLARATION - Page 27

e expense of the Owner incurring such Priority Lien Indebtedness, such other insurance (or additional coverage) as such Owner’s Mortgagee shall CONDOMINIUM DECLARATION - Page 27 require. The Association shall carry such other or additional insurance in such amounts and against such risks as the Association shall reasonably deem necessary with respect to the Common Elements or operation of the Association. In addition, each insurance policy maintained by the Association shall provide that: (i) each Owner is named as an insured under such policies with respect to liability arising out of the Owner’s ownership of an undivided interest in the Common Elements or membership in the Association; (ii) no action or omission by any Owner, unless validly exercised on behalf of the Association, will void the policy gr be a condition to recovery under the policy and (iii) such policy is primary insurance if at the a loss under the policy any Owner has other i insurance covering the same property coyere by the Association.

Section 7.3 Insurance on Unit. The Unit Owner shall pro i sole cost and expense, CGL, property insurance, worker’s co insurance, in such limits and upon such terms as described other terms of this Article VII, such other or additional ins such risks as the Unit Owner shall reasonably deem necessa: facilities and contents within their Unit.

Section 7.4 Other Units. airings Owner, such Owner shall obtain and ee j required in the Bylaws. Such Owners shaft such other or additional insurance in such an?

other terms of this Article VII, carry an such risks as such Owners shall ance Trustee for the Owners. By acceptance of a to have irrevocably appointed the Association as the Section 7.6 Other.

ch an?

other terms of this Article VII, carry an such risks as such Owners shall ance Trustee for the Owners. By acceptance of a to have irrevocably appointed the Association as the Section 7.6 Other.

(a) Neither the Association, Declarant nor any Owner shall be liable for failure to obtain any insurance coverage required by this Declaration or for any loss or damage resulting from such failure, if such failure is because such insurance coverage is not reasonably available.

CONDOMINIUM DECLARATION - Page 28 (b) Neither the Association nor any Owner shall obtain any policy of insurance where: (i) under the terms of the carrier’s charter, bylaws or policy, contributions or assessments may be made against the Owner or Mortgagee or become a lien against the Condominium; (ii) by the terms of the carrier’s charter, bylaws or policy, loss payments are contingent upon action by the carrier’s board of directors, policyholders or members or (iii) the policy includes any limiting clauses (other than insurance conditions) which could prevent the Association, Owners or Mortgagees, from collecting the Insurance Proceeds.

Designees due to accidents occurring within that other Unit, or casua¥ the contents of that other Unit.

espective Designees, the members of the Board of Directors, any Manager or the) Association, and the e ation waive any claim e eir-respective Designees, for (i) any damage to or theft, destruction, loss 0 of use of any property or (ii) any damage due to personal or bodily injury, tg HTE\e3 the same is insured against under any insurance policy of the types de BWews that covers the pain such Owner’ S, Tenant’ S, or the Associal 1 SLIGENCE OF THE OTHER OWNER, VE DESIGNEES, ANY MEMBER OF MANAGER OR THE ASSOCIATION (AS

nder any insurance policy of the types de BWews that covers the pain such Owner’ S, Tenant’ S, or the Associal 1 SLIGENCE OF THE OTHER OWNER, VE DESIGNEES, ANY MEMBER OF MANAGER OR THE ASSOCIATION (AS DAMAGE TO OR THEFT, DESTRUCTION, (Y) DAMAGE TO i RSON OR PERSONS DESCRIBED HEREIN. Each Owner shall cguSe7t espective i ARTICLE VIUI Assessments Section 8.1. Monthly and Special Assessments by the Association. The Association shall possess the right, power, authority and obligation to establish a regular Monthly Assessment for payment of the Common Expenses and such Special Assessments as provided for in this Declaration. In addition, the Association shall have the right, power, authority and obligation to establish Monthly Assessments, Special Assessments and Additional Assessments, CONDOMINIUM DECLARATION - Page 29 as described in Section 6.1(c) and Section 8.1 of this Declaration. Initially, all Assessments shall be allocated and charged proportionately to each of the Units based on the total number of Units located within the Property; provided, however, the Board may elect to otherwise equitably allocate Assessments in any manner permitted under applicable law.

(a) Common Expenses. The Association shall possess the right, power, authority and obligation to establish a regular Monthly Assessment sufficient in the judgment of the Association to pay all Common Expenses when due and to mait adequate reserve fund for such purposes. The Monthly Assessment has beer set at ONE HUNDRED TWENTY FIVE AND NO/100 DOLLARS (Sf Unit per month for the calendar year of 2018 and becomes eff¢ recordation of this Declaration. Such Monthly Assessment shall Ke Owners on the first day of each calendar month and shall be app

LARS (Sf Unit per month for the calendar year of 2018 and becomes eff¢ recordation of this Declaration. Such Monthly Assessment shall Ke Owners on the first day of each calendar month and shall be app of Common Expenses for which the Association is maintenance, repair and care of the Common Elemey ient détailse“s to inform each Owner of the nature and extent of the Common Ex)senes anticipated to be incurred in the upcoming fiscal year, shall include Additiona gents set forth on budgets prepared therefor by other Owners and received by i statement setting forth each Owner’ Monthly Assessment commences to necessary to establish the amoyw Assessment payable hereyf¥er, p pilure of the Association to timely deliver such Budget shall not excpS? ¢ Owner from the payment of the Monthly hereby, in which case, each Owner shall continue to pay to equak4o such Owner’s Monthly Assessment as established hereof and the date as of which such No further communication shall be pursuant to the mos delivered to the the extent reago, secéssary, and the amount of an Owner’s Monthly Assessment changed t erewith. During the Declarant Control! Period no veto of Budget atedfo the budget may be exercised by any Owner.

or amo ecial_ Assessments by Association. In addition to the Monthly entscontemplated by Section 8.1(a) and Section 8.1(b) of this Declaration, the atyon shall possess the right, power, authority and obligation to establish Special ments from time to time as may be necessary or appropriate in the judgment of the Association to pay non-recurring Common Expenses relating to the proper maintenance, care, alteration, improvement, replacement, operation and management of the Condominium and the administration of the Association.

Section 8.2. Parking Space Assessments.

ng to the proper maintenance, care, alteration, improvement, replacement, operation and management of the Condominium and the administration of the Association.

Section 8.2. Parking Space Assessments.

(a) Parking Costs Expenses. The Association shall establish a regular Monthly Assessment sufficient to pay the Parking Expenses. Such Monthly Assessments CONDOMINIUM DECLARATION - Page 30 so established shall be payable by the Owners entitled to occupy or use Parking Spaces (subject to reallocation as provided in Section 8.2(a) of this Declaration) on the first day of each calendar month to the Association for application to the payment of Parking Expenses. No Owner entitled under this Declaration to occupy or use all or any portion of the Parking Spaces may waive or otherwise escape liability for Additional Assessments through the Parking Expenses by non-use, whether voluntary or involuntary, of the Parking Spaces or abandonment of the right to use the same. Should any Owper be entitled to the exclusive right to occupy or use any portion of the Parking Spacega§ part of Limited Common Elements for such Unit or by a Parking Agreement, seh Qviner shall be responsible for payment of 100% of the Parking Expenses directly Parking Spaces.

(b) Special Assessments for Parking Spaces. The Assectati establish Special Assessments as may be necessary in the reasonable judg Association for the payment of repair and restoratig reCeeds received by pecial Assessment, all ng Spaces shall pay a al number-ofthe Parking Spaces by the to a Owner, multiplied by the total e Association.

number of Parking Spaces assigned for exclusi cost to repair the damage, which shall be co lation shall possess the right, power,

rking Spaces by the to a Owner, multiplied by the total e Association.

number of Parking Spaces assigned for exclusi cost to repair the damage, which shall be co lation shall possess the right, power, authority and obligation to establish an AWdr\ ssessment sufficient in the Owner’s Additional Assessments so established hall b& pgyable by the applicable Owners on the first day of each calendar month to tho” Ass6ch which incurred such Charges commencement of each fiscal year of the Association, er toA¢he Association a budget setting forth the anticipated ar. Such budget shall be incorporated into the Budget and jnform each applicable Owner of the nature and extent of the and shall be accompanied by a statement setting forth each are thereof and the date of commencement of payment of such No further communication shall be necessary to establish the amount regarding the Additional Assessments payable hereunder, and the umety deliver the Budget to an Owner shall in no event excuse or relieve an payment of the Additional Assessments contemplated hereby, in which case, an pay to the Association an amount equal to such Owner’s Additional Assessments as established pursuant to the most recent Budget delivered to such Owner. In addition to the Additional Assessments established in this Section 8.3, each Owner shall possess the right, power and authority to cause the Association to establish an Assessment, from time to time, for one-time or non-recurring Additional Assessments due to such Owner from another Owner.

Section 8.4 Obligation to Pay Assessments. Each Owner shall be personally obligated to pay the Owner’s share of all Assessments duly established pursuant to this Declaration to the Association. Unpaid Assessments due as of the date of the conveyance or

r shall be personally obligated to pay the Owner’s share of all Assessments duly established pursuant to this Declaration to the Association. Unpaid Assessments due as of the date of the conveyance or CONDOMINIUM DECLARATION - Page 31 transfer of a Unit shall not constitute a personal obligation of the new Owner (other than the new Owner’s pro rata share of any reallocation thereof); however, the former Owner shall continue to be personally liable for such unpaid Assessment. No Owner shall be entitled to exemption from liability for the Owner’s obligation to pay such Assessments by waiver of the use and enjoyment of the Common Elements or the facilities as to which any Additional Assessments relate, or the Parking Spaces, as applicable, by an abandonment of the Unit or by any other action or otherwise. Any Assessment not paid within five days of the date due shall bear interest at the and all costs and expenses of collection, including reasonable attorneys’ fees, by suit jst of competent jurisdiction sitting in the County. It shall be the responsibility of the Section 8.5 Lien to Secure Payment of Assessments. Decla assigns to the Association a lien, pursuant to the provisions 9 Proceeds. The liens established in this Declaration sha regardless of how created, evidenced or perfected Priority Lien Indebtedness (provided Suclyge Assessment became delinquent), the liens manager under a management agreement_j 2 o the Condominium. The liens and as hereafter amended). E power of sale in connectio nAfficer, agent, trustee or attorney of the Association to alf of the Association. The Association may bid for and

o the Condominium. The liens and as hereafter amended). E power of sale in connectio nAfficer, agent, trustee or attorney of the Association to alf of the Association. The Association may bid for and resulting from sugh esirg sale to be applied toward outstanding Assessments shall be in the following ord y- first, Assessments owing to the Association including all costs, expenseg %& fees relating to the foreclosure; second, Assessments owing the Association Barking Spaces; and third, Assessments owing to the Owners levying Additional A$ \, The Yoreclosure of a lien encumbering a Unit in order to satisfy the Priority Lien Indebteds Al extinguish the subordinate lien for any Assessments which became payable wate of such foreclosure sale, provided that in no event shall a defaulting Owner be relieved from liability incurred for past Assessments.

Section 8.6 Commencement of Obligation to Pay Assessments. Each Owner, other than Declarant, shall be obligated to commence payment of all Assessments against such Unit on the date the Unit is conveyed to the Owner. If such date is other than the first day of a month, then such Owner shall be obligated to pay only a pro rata share of the Assessment against such Unit based on the number of days during such month that the Owner will hold title to the Unit.

Prior to the commencement of the obligation to pay the initial Monthly Assessment, Declarant CONDOMINIUM DECLARATION - Page 32 shall pay all the Common Expenses of the Condominium (excluding portions thereof allocable to reserves and less Assessments payable by the other Owners); provided, however, nothing contained in this Declaration shall prevent Declarant from collecting from the purchaser of a

hereof allocable to reserves and less Assessments payable by the other Owners); provided, however, nothing contained in this Declaration shall prevent Declarant from collecting from the purchaser of a Unit at closing any expenses, such as Governmental Impositions or insurance premiums, to the extent that Declarant prepaid such expenses on behalf of the Unit being purchased.

Section 8.7. Notice of Default. If an Owner defaults in the Owner’s monetary obligations to the Association, the Association may notify other lienholders of the default Association’s intent to foreclose its lien. The Association shall notify any holder o judgment for sums that may be secured by the lien.

Section 8.9 Statement_of Expenses and Access Upon request, the Association shall promptly provide any Owner, cont purchaser or Yser_ or ortgagee with a written statement of all unpaid Assessments due with respect h Unit. The Association may impose a reasonable charge for the preparation of such stateprext extent permitted by the Act. The Association shall make available during normal S for inspection, upon request by the Owners, Mortgagees, Tenants, prospe&y pisfand any of their authorized agents, current copies of the books, records and fin ents of the Association (including, if Section 8.10 Suboydinatip for Assessments. The lien for the payment of Assessments shall be suboy h of any mortgage or deed of trust that secures Priority Lien Indebtedness that wayre d psior to the date any such Assessment becomes delinquent under the provisions of this Section 8.11 C er, other than Declarant, shall, at the time such Owner purchases a Unit antMéontribute a Working Capital Contribution to the Association equal to RED AND NO/100 DOLLARS ($500.00). Such amount shall be a

other than Declarant, shall, at the time such Owner purchases a Unit antMéontribute a Working Capital Contribution to the Association equal to RED AND NO/100 DOLLARS ($500.00). Such amount shall be a on of working capital to the Association and shall not be considered as an eh-Working Capital Contribution shall be set aside in a general, unrestricted reserve herein referred to “Working Capital Maintenance Fund.” During the Declarant Control Period funds deposited to the “Working Capital Maintenance Fund” may be used for any purpose and on any occasion for and on behalf of the Association. After the Declarant Control Period the Board may by Resolution restrict the then current Working Capital Maintenance Fund to exclusive uses or purposes or may establish additional Working Capital or Reserve Fund accounts which may be restricted for exclusive uses or purposes as the Board deems appropriate. The remaining Working Capital Contribution funds CONDOMINIUM DECLARATION - Page 33 shall be deposited to the Association’s Operating Account and may be used for any purpose so long as said uses are on behalf of any obligation of the Association. Declarant during the Declarant Control Period or, thereafter, the Board, may increase the Working Capital Contribution by an additional amount equal to fifty percent (50%) of the Working Capital Contribution then required without consent or joinder of any Member or Owner and may change the allocation percentage with regard to the amount to be set aside in the “Working Capital Maintenance Fund.”

(a) Any purchaser of a Unit from an Owner other than DecJara contribute an amount to the Association equal to the Working Capital Contr time of purchase. Such amount shall be a contribution of working c

) Any purchaser of a Unit from an Owner other than DecJara contribute an amount to the Association equal to the Working Capital Contr time of purchase. Such amount shall be a contribution of working c Association and shall not be considered as an advance payment of<g Working Capital may be used by the Association for any expense7m Association.

e Act; provided, however, that the charge a fee in connection with ative costs or otherwise, which fee Condominium Information Statement, as required und Association or its managing agent may and probath preparation of the Resale Certificate to coyer ity ¢ must be paid upon the earlier of (i) delivéo glé Certificate to an Owner, or (if) the Owner’s closing of the sale or transfer of his/ denée. Declarant is exempt from any and all Resale Certificate fees. The Corfdopfint Resale Certificate shall include (without limitation) (1) the Association’s al ¢ budget and balance sheet; and (2) a disclosure of all fees payable to the Asg6giadon.d anager that are associated with the transfer of ownership of a Unit, includ) SS of each fee, to whom the fee is paid, and the amount of the fee.

ARTICLE IX Loss and Obsolescence Loss or Damage. The following provisions shall govern if the Common Elen 4ny part thereof, are damaged or destroyed by fire or other casualty: (a) prompt writteh notie€ of any substantial damage or destruction shall be given (i) by the affected Owner éers-t0 the Association, and (ii) by the Association to all of the Mortgagees; (b) the Association shall promptly proceed with the full restoration and repair of such damage or destruction unless (i) the Condominium is terminated; (ii) repair or replacement would be illegal under any Legal Requirement: or (iii) the Owners holding at least 80% of the votes in the

ch damage or destruction unless (i) the Condominium is terminated; (ii) repair or replacement would be illegal under any Legal Requirement: or (iii) the Owners holding at least 80% of the votes in the Association, including each Owner of a Unit to which a Limited Common Element that will not be rebuilt or repaired is assigned, vote not to rebuild; (c) the amount by which such restoration and repair costs exceed collectible Insurance Proceeds shall be and constitute a Special Assessment payable by the Owners within 60 days of the date notice of such Special Assessment CONDOMINIUM DECLARATION - Page 34 is delivered by the Association, in accordance with Section 8.1(c) and Section 8.2(b), respectively, of this Declaration; (d)any excess Insurance Proceeds remaining after such restoration and repair, or any insurance or sales proceeds available absent such restoration and repair, shall be received and held in trust by the Insurance Trustee in separate accounts for each Owner, as their interests may appear (with any proceeds attributable to Limited Common Elements allocated among the Owners of the Units to which such Limited Common Elements were assigned in this Declaration and any other proceeds allocated in accordance with the is #On, in accordance after the date notice of such Special Assessment is delivered/by“the Asgdei of this Declaration.

Special Assessment payable by the Owners entitled to use ok with the sharing allocations and other provisions described in Segtion Section 9.2. Damaged Units. The followin Damaged Unit: (a) prompt written notice of any substan age or destruction shall be given by the Owner of the Damaged Unit to the Agsocif and ortgagee of the Damaged Unit;

. Damaged Units. The followin Damaged Unit: (a) prompt written notice of any substan age or destruction shall be given by the Owner of the Damaged Unit to the Agsocif and ortgagee of the Damaged Unit; except as otherwise provided f x Unit shall pay all costs of Section 9.3 escende 100% of the Allocat¢ dsts%hall vote, at a “meeting of the Association duly called for purposes of considerin hat the Common Elements, or any part thereof, (or any Systems of, individual Units), are obsolete, the Association shall promptly Ssary replacements and improvements thereto pursuant to a budget hevOwners within 30 days of the date notice of such Special Assessment is by the Association.

Section 9.4 Obsolescence of the Property. If the Owners holding not less than 80% of the votes in the Association, at a meeting of the Association duly called for purposes of considering same, determine that the Property is obsolete, the Association, after first obtaining the written consent of 51% of the Mortgagees, shall promptly proceed with the sale thereof in its entirety. Any proceeds from such sale shall be received, held and applied for and on account of the Owners as provided in the Act.

CONDOMINIUM DECLARATION - Page 35 Section 9.5 The Association as Attorney-in-Fact. Each Owner, by acceptance of a deed to a Unit, hereby irrevocably makes, constitutes and appoints the Association, and each and every one of its successors in interest hereunder, as the Owner’s true and lawful attorney-in-fact, for and in the Owner’s name, place and stead, upon the damage or destruction of the Property, or

and every one of its successors in interest hereunder, as the Owner’s true and lawful attorney-in-fact, for and in the Owner’s name, place and stead, upon the damage or destruction of the Property, or any part thereof, or upon any determination by the Owners made pursuant to this Article IX, to take any and all actions, and to execute and deliver any and all instruments, as the Association may, in its sole and absolute discretion, deem necessary or advisable to effect the intents and repair work undertaken by the Associatiomor af Obyaes pefsuant to this Article IX shall be performed in a good and workmanlike Eb to restore the Improvements to a condition similar to that existing prior to s ge of destruction; provided, however, that in ¢ r restoring, repairing or replacing any improvements to a Unit made a, the contents located in such Unit. All such restoration and repair work, wh het é Association or an Owner, shall be affected in a or destruction. If an Ownk full replacement cost, suc than 67% of the Allog as ity ests shall vote to incur such expenses, such additional expenses, to the extent they.ekceed/tke replacement value of such Unit, shall constitute a Special Assessment.

ARTICLE X Condemnation Section 10.1 General Provisions. If all or any part of the Property is subject to a Taking, the Association and each Owner affected thereby shall be entitled to participate in proceedings incident thereto at their respective expense. The Association shall give such notice as it receives of such proceeding to all the Owners and to all the Mortgagees which have requested such notice; provided, however, that the failure of the Association to give such notice shall not prejudice the right of any Mortgagee to participate in such proceedings. The expense of

have requested such notice; provided, however, that the failure of the Association to give such notice shall not prejudice the right of any Mortgagee to participate in such proceedings. The expense of participation in such proceedings by the Association shall be a Common Expense. The Association is specifically authorized to obtain and pay for such assistance from attorneys, CONDOMINIUM DECLARATION - Page 36 appraisers, architects, engineers, expert witnesses and other persons as the Association in its discretion deems necessary or advisable to aid or advise it in matters relating to such proceedings. Any restoration or repair of the Property following a partial Taking shall be performed in accordance with the provisions of this Declaration and shall follow, as nearly as possible, the original plans and specifications for the Property, unless otherwise approved by all the Mortgagees.

Section 10.2 Taking of All or Substantially All of One Unit.

such Owner’s interest in the Common Elements, whether or not such Comme is acquired, and, after payment thereof, such Owner and any Mortgagee of divested of all interest in the Property. In such event, the condemned Interest shall be automatically reallocated to the remaining Unj Allocated Interests of those Units before the Taking, unles provides otherwise. A remnant of a Unit remaining after part described in this Section 10.2 shall be a Common Element. c ef the remaining Owners holding not shall determine by the affirmative vote or written conse less than 80% of the votes in the Association eithg shall be required, or if none be undertak resurveyed, if necessary, and this Declarati efamended to reflect such Taking. This reflect the re-allocated Allocated Interests

otes in the Association eithg shall be required, or if none be undertak resurveyed, if necessary, and this Declarati efamended to reflect such Taking. This reflect the re-allocated Allocated Interests following the Taking.

Section 10.3 Partial GR If only a portion of a Unit is subject to a uch Unit can practically and lawfully be used for any purpose permitted by this Mg he Owner shall be entitled to the award for such Taking, including the award i he vale Of such Owner’s interest in the Common Elements, whether or dnd the Allocated Interests of the other Units shall be increased in ecation Percentage. The Owner of such Unit, at its sole cost and pepair, restore and rebuild the remaining portions of such Unit as nearly 0.4 Taking of Common Elements. If an action is brought to effect a Taking Directors, In addition to the general powers set out herein, shall have the sole authority to determine whether to defend or resist any such proceeding, to make any settlement with respect thereto, or to convey such property to the condemning authority in lieu of such condemnation proceeding unless the action involves a material portion of the Common Elements in which case the agreement of all the Owners shall be required. With respect to any such Taking of the Common Elements only, all damages and awards shall be determined for such Taking as a whole and not for any Owner’s interest therein. After the damages or awards for a Taking of the Common Elements are determined, such damages or awards shall be held by the Association, CONDOMINIUM DECLARATION - Page 37 acting as trustee for each Owner, and their Mortgagees, as their interests shall appear, and any amounts not used for repair or restoration of the remaining Common Elements shall be divided

\2033547.2 acting as trustee for each Owner, and their Mortgagees, as their interests shall appear, and any amounts not used for repair or restoration of the remaining Common Elements shall be divided among the Owners in proportion to each Owner’s Allocated Interest before the Taking, except that such portion of any such award attributable to the condemnation of a Limited Common Element shall be divided among the Owners of the Units served by such Limited Common Elements, as such Owners’ interests existed in the Limited Common Elements condemned. The Owners shall determine by the affirmative vote or written consent of the Owners holding ngt less Parking Spaces that are part of the Limited Common Eleme solely as a result of such Taking, shall be automatically rea proportion to their share of the Parking Expenses as deg Declaration.

Section 10.5 Taking of Several Units. If an Taking of all or part of multiple Units, then the dar determined and paid for each Unit as d q Declaration, and the following shall apply: t 10.2 and Section 10.3 of this Kg sh shall determine which of the Units damaged by such Taking may be practicall fully used for any purpose permitted by this Declaration, taking into account the natyfe-« perty and the reduced size of each Unit so damaged; (b) if the remaining Ovh> a ymine by the affirmative vote or written consent undamaged Units and the \darih ts which can be practically and lawfully used for any purpose permitted by thi as a residential condominium project in the manner provided in this Declargttfon; a single estate ow ool tenants- in-commognreinikths.pérgentage af the Allocated Interest of each Owner (after reallocation reconstructed. With respect to those Units which may not be practically or lawfully used for any

ool tenants- in-commognreinikths.pérgentage af the Allocated Interest of each Owner (after reallocation reconstructed. With respect to those Units which may not be practically or lawfully used for any purpose permitted by this Declaration, after payment of the award, such Owner and any Mortgagee of such Owner shall be divested of all interest in the Property and the condemned Unit’s entire Allocated Interest shall be automatically reallocated to the remaining Units in CONDOMINIUM DECLARATION - Page 38 proportion to the respective Allocated Interests of those Units before the Taking, unless the decree relating to the Taking provides otherwise. A remnant of a Unit remaining after part of a Unit is the subject of a Taking, if the remnant of such Unit cannot be practically or lawfully used for any purposed permitted by this Declaration, shall be a Common Element. If any repair or rebuilding of the remaining portions of the Property (other than Units which can be practically and lawfully used for any purposed permitted by this Declaration) is required as a result of such Taking, the remaining Owners shall determine by the affirmative vote or written consentof the remaining Owners holding not less than 80% of the votes in the Association either to ref repair the Property or to take such other action as such remaining Owners may deem appr If no repair or rebuilding shall be required, or if none be undertaken, the remaining Taking. This Declaration shall in all circumstances be amended to refle$ Allocated Interests following the Taking.

ve trustee, for the h appear, and shall be paid y damages or awards provided in this Article X to be paid to or for the accouh pf. as by the Association, acting as trustee,

rests following the Taking.

ve trustee, for the h appear, and shall be paid y damages or awards provided in this Article X to be paid to or for the accouh pf. as by the Association, acting as trustee, shall be applied first to the payment of any_G 4l Impositions past due and unpaid with respect to that Unit; second, to any Priors tad >btedness on that Unit; third, to the payment of any Assessments charged to oxfade i e Unit and unpaid; and finally to the Owner.

M All Disputes, except those relating to equitable remedies, 15 days after same have arisen (unless such greater time is erning Documents) shall be submitted for, or determined by, nonmediation of a Dispute, written notice of the Association’s election not to be governed by the provisions of this Article XI and to instead exercise the Association’s remedies at law or in equity. With respect to such mediation, the parties shall, within ten days after delivery of such written notice to the Association, agree upon a mediator who is: (i) a reputable person actively engaged in the commercial real estate industry for a continuous period of not less CONDOMINIUM DECLARATION - Page 39 than ten years and (ii) not an Affiliate of, or has had material business dealings with any Owner or any member of the Association. If the parties are unable to agree upon a mediator, a mediator having the qualifications set forth above shall be appointed by the American Arbitration Association office in Lewisville, Texas. Such mediation shall occur within 30 days after the mediator has been agreed upon or appointed and shall occur at a mutually acceptable location in Lewisville, Texas. The costs of such mediation services shall be shared equally (but each party

fter the mediator has been agreed upon or appointed and shall occur at a mutually acceptable location in Lewisville, Texas. The costs of such mediation services shall be shared equally (but each party shall bear the cost of their own travel and attorneys’ fees); provided, however, that if the Djspute is not resolved pursuant to such mediation, the provisions of Section 11.2 of this Dedlargtion commercial arbitrators, and if they cannot agree on an arbitra and those two so selected shall then select the single impa serve as arbitrator with respect to the Dispute. TKe gsues indis “baseball” or final-offer arbitration, whereby each part submit what it deems to be its most reasonable position to the arbitrator and the arbitpdfor\she lect one of those two positions.

ing arbitration are deemed necessary etirrent Rules for Commercial Mediation those submitted by the parties. To the exte by the arbitrator (or by agreement of the pa RtO any , bithaton bleMor all attorneys’ fees, costs and expenses (incurred in ated by any party making a written demand therefor to all other parties involved in such Construction Dispute. Any mediation shall be governed by the Construction Industry Mediation Rules of the American Arbitration Association in effect at the time the Construction Dispute arises. With respect to such mediation, the parties shall, within 15 days after demand is filed agree upon a mediator who is: (i) a reputable person actively engaged in the construction industry or a lawyer experienced in the practice of construction law for a continuous period of not less than ten years and (ii) not an Affiliate of, or has had material business dealings with any Owner, any member of the Association, or any other party, including Declarant or an Affiliate of Declarant, involved

years and (ii) not an Affiliate of, or has had material business dealings with any Owner, any member of the Association, or any other party, including Declarant or an Affiliate of Declarant, involved CONDOMINIUM DECLARATION - Page 40 in the mediation. If the parties are unable to agree upon a mediator, a mediator having the qualifications set forth above shall be appointed by the American Arbitration Association office in Lewisville, Texas. Such mediation shall occur within 30 days after the mediator has been agreed upon or appointed and shall occur at a mutually acceptable location in Lewisville, Texas. The costs of such mediation services shall be shared equally (but each party shall bear the cost of their own travel and attorneys’ fees); provided, however, that if the Construction Dispute is not resolved pursuant tg, such mediation, the provisions of Section 11.3(d) of this Declaration shall govern the of attorneys’ fees and costs and expenses of mediation, arbitration or litigati Article XI.

Notwithstanding the forgoing or anything to the contrary contained in th Owner and/or the Association must satisfy the requirements unde luding, without limitation under Section 82.119 of the Act) prior to inifi egiation or arbitration procedures hereunder with respect to jutes ~ involving Declaration or an Affiliate of Declarant. Such r limitation, (1) obtaining an inspection and written halk’include, without 4 licensed professional ubject of such Dispute ¢ date and time of the inspection and before scheduling the meeting of the must provide copies of gport to each party who may be subject to the Construction Dispute uch party at least 90 days to inspect and correct any condition ident, eer’s report. At least 30 days before conducting the

copies of gport to each party who may be subject to the Construction Dispute uch party at least 90 days to inspect and correct any condition ident, eer’s report. At least 30 days before conducting the meeting of the Own Assoefation must also provide written notice of the meeting to all Owners, and ust include a description of the Construction Dispute, a copy of the eng no, and other information pertaining to the cost of repair of the applicable Unit r Building(s) that are the subject of the Construction Dispute and the attor be incurred in prosecuting the Construction Dispute, and shall includ ation as required under the Act.

Arbitration or Litigation. Any Construction Dispute not resolved by S described in Section 11.3(a) of this Declaration shall be resolved by (as permitted under Section 82.120 of the Act) or litigation, which a litigation proceeding has been brought against the Declarant, any election for arbitration shall be made by the Declarant filing a motion to compel arbitration in the litigation proceeding. If an arbitration proceeding has been brought against the Declarant, any election for litigation shall be made by the Declarant giving written notice of such election to the parties involved in the Construction Dispute and the arbitration proceeding, in which case all further action in the arbitration proceeding shall cease and the party bringing such action shall be obligated to commence the appropriate litigation proceeding. Declarant shall make such election no later than 30 days after (i) the parties CONDOMINIUM DECLARATION - Page 41 have reached an impasse at mediation and (ii) citation has been served on Declarant in a litigation proceeding or written notice has been delivered to Declarant initiating the

1 have reached an impasse at mediation and (ii) citation has been served on Declarant in a litigation proceeding or written notice has been delivered to Declarant initiating the arbitration proceeding. If the Declarant elects for such Construction Dispute to be resolved by litigation, the parties hereby agree that the judge shall be the fact finder in any such litigation. EACH OWNER, BY ACCEPTANCE OF A DEED TO ITS UNIT, ON BEHALF OF ITSELF, ITS TENANTS, THE ASSOCIATION AND ALL PARTIES CLAIMING BY, THROUGH OR UNDER IT, IRREVOCABLY ,AND UNCONDITIONALLY WAIVES ALL RIGHT TO TRIAL BY JURY CONSTRUCTION DISPUTE.

Declaration or within 15 days after entry of an order an arbitrator. If the parties cannot agree upon an arbi 2 ation, agree upon \nd for arbitration shall e office in the County or amount in controversy exceeds S shall be used. If the amount in corfrevefgyfexqeéds $750,000 and the parties cannot i nbersNthe parties shall be required to obtain a list of i he Ametican Arbitration Association office in the e parties shall then proceed with the selection é American Arbitration Association Construction engaged in the construction industry or as a lawyer gonstruction law for a continuous period of not less than ten years and (#Jn 2 any Owner, a gr of the Association, or any other party, including Declarant or an Affiliate (9 ang, involved in the arbitration. The arbitrator shall establish reasongHle=pros és and requirements for the production of relevant documents and Equi ge of information concerning witnesses to be called. The parties shall g péd thereby. There shall be a prehearing meeting between the parties at which the arbitrator shall make and set schedules for discovery and hearings consistent with their

e called. The parties shall g péd thereby. There shall be a prehearing meeting between the parties at which the arbitrator shall make and set schedules for discovery and hearings consistent with their powers as set forth herein. The Texas Rules of Evidence shall be applied by the arbitrator but liberally construed to allow for the admission of admissible evidence that is helpful in resolving the controversy. Rulings on the admission of evidence made by the arbitrator at the hearing shall be final and not subject to any appeal. At the time of the award, the arbitrator shall prepare and provide to the parties findings of fact and conclusions of law supporting the award.

CONDOMINIUM DECLARATION - Page 42 (d) General. In no event shall a Construction Dispute be initiated after the date when institution of legal or equitable proceedings based on such Construction Dispute would be barred by the applicable statute of limitations. All demands and all answering statements thereto which include any monetary claim, counterclaim or crossclaim must state the monetary amount being sought. If the monetary amount is unliquidated or has not been fully determined, the demand or answering statement seeking such recovery shall state, in good faith, the minimum amount of such mopetary claim, exclusive of interest and attorneys’ fees. In any litigation or arbitrati Construction Dispute, the Court or the arbitrator(s), as applicable, shall det prevailing party and award to such prevailing party, in addition to any,o costs, and other reasonable expenses incurred in connection wif arbitration, and/or litigation of such Construction Dispute.

persor™e tity shall not constitute atter in question other than the described therein. It is expressly

expenses incurred in connection wif arbitration, and/or litigation of such Construction Dispute.

persor™e tity shall not constitute atter in question other than the described therein. It is expressly eht, but not the obligation, to join in any such dispute resolution proce ef party whose work or services on or in connection with the Property ma isSue.6r whose claims(s) involve the design or consent to resolve any claim, dispute or ot Construction Dispute or with a Person no that the dispute resolution provisie is Article XI shall be the sole remedy of the parties involved in such Dispute o 4 1 ispute. Notwithstanding any other provisions of this Declaration, the foregoing to arbitrate and other agreements to arbitrate with an additional person or ep under prevailing arb agreement to arbifra aw’ in any court having jurisdiction thereof. The foregoing constitute any agreement or consent to arbitration of any dispute, claim, controvg ter that does not constitute a Dispute or Construction Dispute, as applicakte orepqipg agreement to arbitrate any Dispute or Construction Dispute shall not constitute ent or consent to arbitration with any Person not named or described in this De éd that any arbitration proceeding initiated under the terms of Section 11.2 of this Re i ay, at the request of any party, be joined or consolidated with other arbitration proceeck iwVolving additional parties if the Dispute or Construction Dispute, as applicable, and the subject of such other proceedings arise out of common or interrelated factual occurrences. Any award of the arbitrator shall be final and binding upon the parties involved in the Dispute or Construction Dispute and such Mortgagees and non-appealable judgment thereon may be entered by any court having jurisdiction.

tor shall be final and binding upon the parties involved in the Dispute or Construction Dispute and such Mortgagees and non-appealable judgment thereon may be entered by any court having jurisdiction.

CONDOMINIUM DECLARATION - Page 43 ARTICLE XII Miscellaneous Section 12.1 Revocation or Termination of Declaration. Except as provided in Section 10.6 of this Declaration, this Declaration may be revoked or the Condominium established hereby may be terminated only by an instrument in writing, duly approved, executed and acknowledged by those Owners holding not less than 80% of the votes in the Assd with the written consent of 51% of the Mortgagees. Any such instrument of reveca termination shall be duly filed of record in the County. If the Property is to termination, the agreement effecting such termination shall also set forth the t and comply with the provisions of the Act.

KO riod, the eof the’Board, the foved by those Owners Written consent of not less than 51% of the Mortgagees. Such amendment shaN Be evidenced by a written instrument executed and acknowledged by an officer of the Ags behalf of the consenting Owners and by the consenting Mortgagees and filedvof récfrd inN“heCounty. Any such amendment so Section 12.2, Amendment to Declaration. During the Decla Declarant may unilaterally amend this Declaration without the joiTidg effected shall be binding upon all of the O #however, that except as permitted or required by the Act, no such amendment sha 2 e the alteration or destruction of all or part of any Unit unless such amendment/haseginconsented to by the Owner and the Mortgagee of the Unit which is to be alteré> or Uegtroyed; (b) create or increase any Special Declarant

uction of all or part of any Unit unless such amendment/haseginconsented to by the Owner and the Mortgagee of the Unit which is to be alteré> or Uegtroyed; (b) create or increase any Special Declarant Rights; (c) except as expressly/pendiftedhertip’by Declarant, increase the number of Units; (d) change the boundaries off S.change the use restrictions on a Unit unless, such amendment pursuant to (a) ourt of competent jurisdiction to be invalid or unenforceable, such all in no way impair or affect the validity or enforceability of the remainder of Section 12.4 Conflicts. If any of the provisions of the Governing Documents shall be in conflict with the provisions of the Act or the TBOC, the provisions of such statutes shall control. If a conflict exists between the provisions of the Governing Documents, such documents shall control in the following order: (a) Design Guidelines (if any); (b) this Declaration; CONDOMINIUM DECLARATION - Page 44 (c) the Certificate of Formation; (d) the Bylaws; and (e) the Regulations.

Section 12.5 Captions and Exhibits. Captions used in the various articles and sections of this Declaration are for convenience only, and they are not intended to modify or affgct the meaning of any of the substantive provisions hereof. All exhibits are incorporated in and(mgde a part of this Declaration.

under any provision of this Declaration, the Bylaws, or the Regulations ever judicially interpreted so as to render usurious any amoup reserved or received pursuant to this Declaration, the Bylg communication or writing by or between Declarant, the As the matters set forth in this Declaration, the Bylaws, or the intent of Declarant that all amounts charged in exc law shall be automatically canceled, ab initio, and al

by or between Declarant, the As the matters set forth in this Declaration, the Bylaws, or the intent of Declarant that all amounts charged in exc law shall be automatically canceled, ab initio, and al allowed by Texas law theretofore collected shgHT 2 m rate allowed by Texas unts in excess of the maximum rate ded, and the provisions of this reduced, without the necessity of the e applicable law. The Owners hereby eking usury penalties against Declarant, the of the violation, and Declarant, the Association or any ceipt of such notice in which to correct such usury gs guch excess interest to a Person or crediting such excess owing by such Person to Declarant, the Association or any a the singular and the use of any gender shall include all genders.

Governing Law. THIS DECLARATION AND THE BYLAWS, ATE OF FORMATION, AND REGULATIONS SHALL BE GOVERNED BY THE THE STATE OF TEXAS. VENUE FOR ANY ACTION BROUGHT IN CONNECTION WITH THE CONDOMINIUM SHALL BE IN DALLAS COUNTY, TEXAS.

Section 12.9 Notice. All notices or other communications required or permitted to be given pursuant to this Declaration shall be in writing and shall be considered as properly given if CONDOMINIUM DECLARATION - Page 45 (i) mailed by first class United States mail, postage prepaid, registered or certified with return receipt requested, (ii) by delivering same in person to the intended addressee, (iii) by delivery to an independent third party commercial delivery service for same day or next day delivery and providing for evidence of receipt at the office of the intended addressee or (iv) by facsimile to the addressee with confirmation of delivery. Notice so mailed shall be effective upon its deposit

and providing for evidence of receipt at the office of the intended addressee or (iv) by facsimile to the addressee with confirmation of delivery. Notice so mailed shall be effective upon its deposit with the United States Postal Service or any successor thereto; notice sent by such a commercial delivery service shall be effective upon delivery to such commercial delivery service; notice given by personal delivery shall be effective only if and when received by the addres¢e notice given by other means shall be effective only if and when received at thé days notice to the Association in the manner set forth herein: Declarant: SZK Development, LLG 2911 Turtle Creek Blvd., Association: listed below) and the other) wy requesting Owner a written Cd. ali modified is in full fo aS correct copy of shits Nedlaray Assessments have"beetxpatd by the Owner requested to provide the certificate and by the Owner requestigg ‘suodh dertifigate; (d) to the knowledge of the certifying party, neither the certifying party nor the requesting party is in default of any of its obligations under this Declaration (or if thé césifying\party knows the certifying party or requesting party to be in default, specifying the SAvithout payment of any fee or cost certifying: (a) this 11 force and effect (or if modified that this Declaration as so against the requesting party’s Unit and (f) such other matters as are reasonably requested by the requesting Owner. The Managing Agent reserves the right to charge a fee for the issuance of an Estoppel under any other circumstance or for any reason other than those set forth in this Section.

CONDOMINIUM DECLARATION - Page 46 ARTICLE XIII Mortgagee Protection Provisions

stoppel under any other circumstance or for any reason other than those set forth in this Section.

CONDOMINIUM DECLARATION - Page 46 ARTICLE XIII Mortgagee Protection Provisions Section 13.1 Notice Provisions. All Mortgagees shall be entitled to receive the following notices in writing from the Association or any Owner exercising rights affecting that Mortgagee’s borrower’s rights under this Declaration or affecting the Mortgagee’s rights, as the event: (a) notice of any proposed action which requires the consen which notice shall be given not less than 30 days prior to the desired such action; (b) notice of default by the Owner (the beng held by that Mortgagee) in the performance of such Of (c) notice of any lapse, cancellatio policy or fidelity bond required to be maintajn Owner; (d) notice of any damage Condominium that affects eithe portion of the Property or a Unit, the beneficial interest in whieh i hat Mortgagee, which notice shall be given promptly upon the AssoeNwion i knowledge of such damage or destruction; (e) on any Unit; (f) to the Association instituting any foreclosure action notice of any action by the Association to file a suit against the Declarant all be subject to the provisions of Article XI regarding resolution of Disputes); (h) notice of any delinquencies in the collection of Assessments due hereunder in an aggregate amount equal or greater than an amount equal to twenty percent (20%) of the Association’s then approved Budget.

CONDOMINIUM DECLARATION - Page 47 Section 13.2 Cure Rights. Any Mortgagee shall have the right, but not the obligation, at any time prior to the termination of this Declaration, and without payment of any penalty, to

Section 13.2 Cure Rights. Any Mortgagee shall have the right, but not the obligation, at any time prior to the termination of this Declaration, and without payment of any penalty, to do any act or thing required of such Mortgagee’s borrower hereunder; and to do any act or thing which may be necessary or proper to be done in the performance and observance of the agreements, covenants and conditions of such Owner hereof. All payments so made and all things so done and performed by any Mortgagee shall be effective to prevent a default under this Declaration as the same would have been if made, done and performed by Declarant Owner instead of by said Mortgagee. Any event of default under this Declaration which y the nature thereof cannot be remedied by Mortgagee shall be deemed to be remedied if/~with days after receiving written notice from the non-defaulting party setting forth the ne e Property owned by the Lien Indebtedness by foreclosure when the same are due. Upon acquisition of any U: Declarant by a Mortgagee of Declarant holding any proceedings or deed in lieu of foreclosure, such ee may, at its sole election and discretion, assume the rights of “Declarant/unde fh? RedigMtion by filing a written instrument in the County public records indicating its St ) he rights of Declarant hereunder with respect to such Units and/or Property acq h-Mortgagee of Declarant, as applicable.

ge Lien. No violation of this Declaration by, or party shall affect, impair, defeat or render invalid ewer, ‘such cooperation shall be at the sole cost and expense of the , further, that no party shall be deemed obligated to accede to any aterially and adversely affects its rights under this Declaration.

npaid Assessments. Each Person holding a mortgage secured by any

, further, that no party shall be deemed obligated to accede to any aterially and adversely affects its rights under this Declaration.

npaid Assessments. Each Person holding a mortgage secured by any edness encumbering any Unit, which Person obtains title to such Unit ial foreclosure, or the powers provided in such mortgage, or a deed in lieu of wall take title to such Unit free and clear of any claims for unpaid Assessments against such Unit which accrued prior to the time such Person acquires title to such Unit, except as otherwise set forth in Article VIII of this Declaration.

Section 13.6 Books and Records. All Mortgagees, upon written request, shall have the right to (a) examine the books and records of the Association, including current copies of this Declaration, the Bylaws and the Regulations and financial statements, during normal business hours; (b) receive written notice of all meetings of the Owners and (c) designate in writing a representative to attend all such meetings.

CONDOMINIUM DECLARATION - Page 48 Section 13.7 Priority of Rights. No provision of this Declaration shall be construed or applied to give any Owner priority over any rights of any Mortgagee in the case proceeds or awards are not applied to restoration but are distributed to the Owners in the case of a casualty loss, or Taking of, a Unit and/or the Common Elements.

Section 13.8 Required Percentage. Any required percentage of Mortgagees in this Declaration shall mean and refer to such percentage of the face amount of the indebtedness held by such Mortgagees and not the number of such Mortgagees. | .

[The remainder of this page is intentionally left blank.] Q ENGy KS CONDOMINIUM DECLARATION - Page 49

btedness held by such Mortgagees and not the number of such Mortgagees. | .

[The remainder of this page is intentionally left blank.] Q ENGy KS CONDOMINIUM DECLARATION - Page 49 IN WITNESS WHEREOF, Declarant has duly executed this Declaration an the day and year first above written.

DECLARANT: SZK DEVELOPMENT, LLC, a Texas limited liability company —e _ : STATE OF TEXAS § § COUNTY OF DIY _ § EF as ME, the undersigne his day personally appeared known to me to be the person and officer wh fubscribed to the foregoing instrument, and acknowledged to me that s/he exec ‘tary ‘Publié i in and for the State of T of Texas. pi. W Ze f ; : se % “Notary Public ” - Allocation of Ownership Interests fr | STATE OF TEXAS ID# 130928485 . Exp, Dac. 12 2020}; CONDOMINIUM DECLARATION - Signature Page | CONSENT AND SUBORDINATION OF LIENHOLDER The undersigned, being the beneficiary under that certain Construction Deed of Trust, Security Agreement — Financing Statement dated July 27, 2017, executed by SZK Development LLC, a Texas limited liability company (the “Borrower”) and recorded on July 28, 2017, under Document No. 201700211743, in the Official Public Records of Dallas County, Texas, together with any modifications, supplements, restatements or amendments thereto, hereby consents to the Condominium Declaration of for Bishop Arts Tenth Street Condominium “Declaration”) to be applicable to the Land, in accordance with the terms the furthermore subordinates its lien rights and interests in and to the Land to the terms“ covenants, conditions and restrictions under the Declaration so that foreclosure of Pits lex SS 7) STATE OF TEXAS § §

ts lien rights and interests in and to the Land to the terms“ covenants, conditions and restrictions under the Declaration so that foreclosure of Pits lex SS 7) STATE OF TEXAS § § BEFORE ME, the undersigned 4 his day personally appeared William E.

a to‘xme to be the person and officer whose name is subscribed to the foregoing insfxu ackhowledged to me that s/he executed the same for the purposes and considerati TINA SC Notary Public STATE OF TEXAS wats, Notary 10#129231945 My Comm, Exp. Dec. 20, 2020 aga ape ea n Expires: \Q/90/D0 CONDOMINIUM DECLARATION Consent and Subordination - Solo Page EXHIBIT "A" Property Description CONDOMINIUM DECLARATION Exhibit A — Property Description — Solo Page 427 West 10th Street Residences Exhibit 'A' LAND - LEGAL DESCRIPTION Description Being ali of Loft 24, Block 36/3/56, Tenth Sireat Residences, an addition to the City of Dallas, Dallas County, Texas.

Certification EXHIBIT "B" Map [see attached. ] EO CONDOMINIUM DECLARATION 427 West 10th Street Residences Exhibit 'A' LAND - SURVEYOR CERTIFICATION en BLOLK SE/SE ~ DALLAS LAND AND LOAN NO. 2 Description pet Residences, Being off of Lot 2A, Block 36/3156, Tenill 194.25" 0 Gamber 14, 2017 BLOCK 36/356 @ALLAS LAND AND LOAN NO. 2 Scale in Feet FORM SURVEY FOR ESE 427 W. TENTH STREET LOT 2A, BLOCK 36/3156 TENTH STREET RESIDENCES = sae Sears CITY OF DALLAS, DALLAS COUNTY, TEXAS Gonzalez & Schneeberg 7 sess souievers, sate 200 lahardaon, Taxes 76082 engineers = surveyors fi S-8855 Fax:t972) 516-8001 SCALE: NTS 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 1 of 2 PHONE: 972-333-9455 DATE: 4/11/18 EMAIL: [email protected]

6082 engineers = surveyors fi S-8855 Fax:t972) 516-8001 SCALE: NTS 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 1 of 2 PHONE: 972-333-9455 DATE: 4/11/18 EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'A' LAND - LEGAL DESCRIPTION Description Being all of Lot 24, Block 36/3/56, Tenth Street Residentes, an addition to fhe City of Dalfas, Dallas County, Texas.

Certification f hereby certify that we have verified the forms for Lot 2A, Block 36/73/56, Ten} have found them to be correctly locate 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 1 of 2 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' Notes 1. All hallways, elevators, stairs and landings which are not located in a unit, are general common elements.

2. All Balconies are part of the unit to which attached.

3. The Unit plans show interior wall to interior wall measurements. The actual un!

dimensions, which extend into the wall and floor cavities as described in the de@taration, and summarized here: perimeter ceilings.

On party-walls, walls between two units, on half of dimensions. The unit's lateral boundaries are the pla party wall On all other perimeter walls, the unit's latera outside-facing surfaces of the sheetrock on the by the inside-facing surfaces of the doors Ane and windows are not part of the U 4. GCE = General Common Elemen S 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 1 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' LAND - SITE PLAN ~ pronne SCALE: 1" = 400'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 2 of 14 PHONE: 972-333-9455

f 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' LAND - SITE PLAN ~ pronne SCALE: 1" = 400'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 2 of 14 PHONE: 972-333-9455 DATE: 4/11/18 co EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK A FIRST FLOOR 427 W. 10th Street GCE 20-66 UNIT 3 UNIT 2 UNIT 1 156 5-11GCE FLOOR PLAN - GROUND LEVEL Elevations on this level are between 526 20' and 535.87' based upon a finished finished floor elevation of 526.20' at ground level.

Unofficial Copy N GENERAL COMMON ELEMENT LIMITED COMMON ELEMENT SCALE: 1/16" = 1'-0" PAGE: 3 of 14 DATE: 4/11/18 A 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 Bush Architects EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK A - SECOND FLOOR 427 W. 10th Street Elevations on this level are 547.54’ based upon a fing LIMITED COMMON ELEMENT 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 4 of 14 7 PHONE: 972-333-9455 DATE: 4/11/18 EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK A - THIRD FLOOR 427 W. 10th Street U Cia LIMITED COMMON ELEMENT 1/16" = 1-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 5 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK B - FIRST FLOOR 427 W. 10th Street LIMITED COMMON ELEMENT 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 archniiecis EMAIL: [email protected] PAGE: 6 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK B - SECOND FLOOR

RMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 archniiecis EMAIL: [email protected] PAGE: 6 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK B - SECOND FLOOR 427 W. 10th Street sake son this| 547.5! Cb upo!

526.20" Gt NERAL COMMON ELEMENT UNIT LIMITED COMMON ELEMENT CALE: 1/16" = 1'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 7 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK B - THIRD FLOOR 427 W. 10th Street Elevations on 556.54’ basg GENERAL COMMON ELEMENT UNIT “LCE LIMITED COMMON ELEMENT SCALE: 1/16" = 1-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 8 of 14 ; PHONE: 972-333-9455 DATE: 4/11/18 EMAIL: [email protected] a ets a4 rect.

ie ¢ 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK C - FIRST FLOOR 427 W. 10th Street 526.20’ at groty GENERAL COMMON ELEMENT UNIT LIMITED COMMON ELEMENT SCALE: 1/16" = 1'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PAGE: 9 of 14 ~ PHONE: 972-333-9455 DATE: 4/11/18 C 1 EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK C - SECOND FLOOR 427 W. 10th Street LIMITED COMMON ELEMENT 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 10 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK C - THIRD FLOOR 427 W. 10th Street PLL S Ap Af A ete /. ce UNIT LIMITED COMMON ELEMENT 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 11 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B'

NT 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 11 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK D - FIRST FLOOR 427 W. 10th Street GENERAL COMMON ELEMENT UNIT LIMITED COMMON ELEMENT CALE: 1/16" = 1'-0" 1800 VALLEY VIEW LN. STE. 300 ' FARMERS BRANCH, TEXAS 75234 PAGE: 12 of 14 PHONE: 972-333-9455 DATE: 4/11/18 fects EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK D - SECOND FLOOR 427 W. 10th Street RAL COMMON ELEMENT UNIT LCE LIMITED COMMON ELEMENT GALE: 1/16" = 1'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 13 of 14 DATE: 4/11/18 427 West 10th Street Residences Exhibit 'B' PHASE ONE - LOT 2A BLOCK D - THIRD FLOOR 427 W. 10th Street RAL COMMON ELEMENT UNIT /LCE LIMITED COMMON ELEMENT ALE: 1/16" = 1'-0" 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 14 of 14 DATE: 4/11/18 427 West 10th Street Residences LOT 2A: 427 W 10th Street PHASE Exhibit 'C' Allocation of Ownership Interests PERCENTAGE OWNERSHIP BLOCK UNIT NUMBER SQUARE FEET OF UNIT 1 A 1 2025 1 A 2 2025 1 A 3 2025 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER 8.33% 8.33% 8.33% 1 B 4 1 B 5 1 B 6 SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 2025 8.33% 2025 8.33% 2025 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 C 7 1 C 8 1 C 9 LOT 2A: 427 W 10th Street 2025 2025 8.33% 8.33% PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 D 10 8.33% 1 D 11 8.33% 1 D 12 8.33% Unofficial Co A PAGE: 1 of 2 DATE: 4/11/18 Bush Architects

7 W 10th Street 2025 2025 8.33% 8.33% PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 D 10 8.33% 1 D 11 8.33% 1 D 12 8.33% Unofficial Co A PAGE: 1 of 2 DATE: 4/11/18 Bush Architects 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'C' LOT 2A: 427 W 10th Street Monthly Assessment PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT $2,500.00 MONTHLY ASSESSMENT 1 A 1 1 A 2 1 A 3 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER 1 B 4 1 B 5 1 B 6 LOT 2A: 427 W 10th Street 2025 2025 2025 $200.00 $200.00 $200.00 SQUARE FEET OF UNIT $200.00 2025 2025 2025 PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT 1 C 7 2025 1 C 8 2025 1 C 9 $200.00 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT $200.00 1 D 10 $200.00 1 D 11 $200.00 1 D 12 $200.00 Unofficial Copy A PAGE: 2 of 2 DATE: 4/11/18 Bush Architects 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] EXHIBIT "'C" Allocation of Ownership Interests and Monthly Assessments [see attached] CONDOMINIUM DECLARATION Exhibit C — Allocation of Ownership Interests and Monthly Assessments — Cover Page 427 West 10th Street Residences LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER Exhibit 'C' Allocation of Ownership Interests PERCENTAGE OWNERSHIP 1 A 1 1 A 2 1 A 3 SQUARE FEET OF UNIT 2025 2025 2025 8.33% 8.33% 8.33% LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 B 4 1 B 5 1 B 6 2025 2025 2025 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 C 7 1 C 8 1 C 9 2025 2025 8.33% 8.33% LOT 2A: 427 W 10th Street

OWNERSHIP 1 B 4 1 B 5 1 B 6 2025 2025 2025 LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 C 7 1 C 8 1 C 9 2025 2025 8.33% 8.33% LOT 2A: 427 W 10th Street PHASE BLOCK UNIT NUMBER SQUARE FEET OF UNIT PERCENTAGE OWNERSHIP 1 D 10 1 D 11 1 D 12 Unofficial Copy 8.33% 8.33% 8.33% A PAGE: 1 of 2 DATE: 4/11/18 Bush Architects 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] 427 West 10th Street Residences Exhibit 'C' Monthly LOT 2A: 427 W 10th Street Assessment $2,500.00 i LOT 2A: 427 W 10th Street 22 pep FON] S000 Pa Ps FEN sino WV PH tt ( PNR 20000 1800 VALLEY VIEW LN. STE. 300 FARMERS BRANCH, TEXAS 75234 PHONE: 972-333-9455 EMAIL: [email protected] PAGE: 2 of 2 DATE: 4/11/18 EXHIBIT D BISHOP ARTS TENTH STREET CONDOMINIUMS COMMUNITY MANUAL SKZ Development, L.L.C., a Texas limited liability company, as the Declarant under the Declaration of Covenants, Conditions and Restrictions for Bishop Arts Tenth Street Condominium Association, Ine. recorded or to be recorded in the Official Public Records of Daltas County, Texas, certifies that the foregoing Community Manual was adopted for the benefit of Bishop Arts Tenth Street Condominiums, a Texas non-profi corporation, as part of the initial project documentation for Bishop Arts Tenth Str, Condominiums. This Community Manual becomes effective when recorded.

IN WITNESS WHEREOF, the undersigned has executed this Community hgé 26" day of April, 2018.

DECLARANT: THE STATE OF TEXAS COUNTY OF DALLAS is instrument was acknowledged be company, on behalf of said Notary Public Signature