2020014590 PNND COV $25.000 \ 09/09/2020 02:33:IIP 54 PCS

Erie SchtniizMonroe County Recorder INRecorded as Presented

Second Restated and Amended

Declaration of Covenants, Conditions and Restrictionsof

ROSEWOOD AT HYDE PARK

HOMEOWNERS ASSOCIATION, INC.

This SECOND RESTATED and AMENDED DECLARATION OF COVENANTS,CONDITIONS AND RESTRICTIONS OF ROSEWOOD AT HYDE PARK HOMEOWNERS

ASSOCIATION, INC. (the "Second Restated and Amended Declaration") is made this day ofJuly. 2020 by the Rosewood at Hyde Park Owners.

RECITALS

(A) The Rosewood at Hyde Park Owners are the owners of the fee simple title

to the Rosewood at Hyde Park Real Estate in the Rosewood at Hyde Park

neighborhood.

(B) The Rosewood at Hyde Park Real Estate was previously platted and

subjected to the terms and conditions of the Restated and Amended

Declaration of Covenants, Conditions and Restrictions of Rosewood at

Hyde Park dated April 24, 2019 and recorded on April 24, 2019 as

Instrument Number 201900538Jin the Office of the Recorder of Monroe

County, Indiana (the "Amended Original Declaration").

(C) The Amended Original Declaration provided that the Rosewood at Hyde

Park Owners could amend the Amended Original Declaration by an

affirmative vote of at least sixty-six and two-thirds percent (66 2/3 %) of

the Lot Owners.

(D) On July 7. 2020. more than sixty-six and two-thirds percent (66 2/3 %) ofthe Rosewood at Hyde Park Owners approved this Second Restated andAmended Declaration by affirmative written vote after Notice pursuant to

Section 11.1 herein.

(E) The Rosewood at Hyde Park Owners wish to record this Second Restatedand Amended Declaration pursuant to the provisions of Section 11 of the

Amended Original Declaration and upon recording, this Second Restated

and Amended Declaration shall become effective and shall supersede the

Amended Original Declaration and apply to all Rosewood at Hyde ParkReal Estate and to each Rosewood at Hyde Park Owner.

NOW, THEREFORE, the undersigned officers of the Rosewood at Hyde Park

Homeowners Association, Inc., acting on behalf of the Rosewood at Hyde Park Owners declare

that the Rosewood at Hyde Park Real Estate subjected to the terms of this Second Restated and

Amended Declaration shall be held, transferred, encumbered, used, sold, conveyed, leased and

occupied subject to the covenants and restrictions hereinafter set forth expressly and exclusively

for the use and benefit of the Real Estate and of each and every person or entity who now or in the

future owns any Lot within the Rosewood at Hyde Park Real Estate.

SECTION 1. DEFINITIONS.

The following terms used in this Second Restated and Amended Declaration shall have

the following meanings:

Section. 1.1 Second Restated and Amended Declaration. "Second Restated and

Amended Declaration " means this Second Restated and Amended Declaration of Covenants,

Conditions and Restrictions of the Association.

Section. 1.2 Assessments. "Assessments" means fees imposed on each member of the

Association to pay for the Association's operations and maintenance expenses that are theapproved responsibility of the Association. Assessments can be Regular, Special or Individualdepending on the purpose for which they are made.

Section. 1.3 Association. "Association" means the Rosewood at Hyde Park

Homeowners Association, Inc., its successors and assigns, an Indiana not-for-profit corporation,which is the incorporated association of Owners, more particularly described in SECTION 8(Membership). A copy of the Articles ofIncorporation for the Association is attached as Exhibit"A."

Section. 1.4 Board of Directors. "Board of Directors" means the governing body of

the Association elected by the Owners in accordance with the Bylaws.

Section. 1.5 Bvlaws. "Bylaws" mean the Bylaws of the Association, providing for theadministration and management of the Association, as amended, a true copy of which is attachedto this Second Restated and Amended Declaration as Exhibit "B" and incorporated herein by

reference.

Section. 1.6 Commercial Vehicle. "Commercial Vehicle" means a truck, car, van,

trailer or other wheeled object or conveyance intended for use on or off the roadways which (i)has commercial advertising affixed to it (excluding a license plate bracket or similar minoridentifying mark of where the vehicle was purchased); (ii) is designed by the manufacturer or hasbeen specially modified to be used for business purposes; (iii) is used by its owner forcommercial or business purposes; (iv) exceeds two and one-half tons in gross weight irrespectiveof use; or, (v) exceeds twenty (20) feet in length irrespective of use.

Section. 1.7 Common Area. The Common Area is all area within Rosewood at Hyde

Park outside the boundaries of any Lot, and includes public sidewalks, planting areas betweenpublic sidewalks and streets and detention ponds adjacent to and within Lots.

Section. 1.8 Common Expenses. "Common Expenses" means the expenses of

administration of the Association, expenses for the upkeep, maintenance, repair and replacement

of the Common Area and other costs and expenses incurred by the Association for the common

benefit of all Owners, provided, however, that Common Area Expenses shall not include anycosts of initial construction of any Rosewood at Hyde Park Residence.

Section. 1.9 Delinquency Date. "Delinquency Date" means the date which is ten (10)

days after the due date of any Assessment. Owners will be notified of any payment delinquency

after the 10-day grace period by the Managing Agent for the Rosewood at Hyde Park HOA.

Section. 1.10 Drainage and Utility Easement. "Drainage and Utility Easement" means

the easements shown and described on the Plat as "Drainage Easements", "Utility Easements" or

"Drainage and Utility Easements" and labeled "U.E.", "D.E.", or "D.U.E.", or a similar

designation on the Plat or in this Second Restated and Amended Declaration . The easements

have been created for the installation, maintenance and repair of electric, telephone, cable

television, water, gas, sanitary sewer and other public utilities to provide paths and courses for

area and local utilities to serve the needs of the Owners, the needs of the Rosewood at Hyde Park

Gate Real Estate, the Association and the public sanitary sewer and utility system. No Building

shall be erected within any designated Utility Easement and no material may be placed or

permitted to remain which may damage or interfere with the maintenance of the public drainagesystem, public sewer system or any of the other public utilities constructed or installed withinany utility easement.

Section. 1.11 Individual Assessment. "Individual Assessments" are fees levied by the

Association against an individual Owner for reimbursement for costs incurred in bringing a Lotof Residence into compliance with Section 6.5 of the Second Restated and AmendedDeclaration; fines for violations of the Second Restated and Amended Declaration; and

reimbursement for damage or wasted caused by willful or negligent actions.

Section. 1.12 Lot. "Lot" means any plot of ground designated as such upon the

recorded Plat of Rosewood at Hyde Park or any part and thing upon which one (1) Residence isconstructed, is to be constructed, or has existed.

Section. 1.13 Managing Agent. "Managing Agent" means the person, firm or entityengaged by the Association to manage the Rosewood at Hyde Park Real Estate and assist theBoard of Directors to discharge their duties in accordance with this Second Restated andAmended Declaration and the Bylaws.

Section. 1.14 Mortgagee. "Mortgagee" means the holder, insurer or guarantor of any

first mortgage on any Lot and other improvement s constructed on a Lot.

Section. 1.15 Owner. "Owner" means a person, firm, corporation, partnership,association, trust or other legal entity or any combination thereof, which owns the record fee

simple title to a Lot; provided that persons or entities owning a single Lot as tenants in common,joint tenants, tenants by the entireties or any form of Joint or divided ownership, shall be deemedone Owner for the purposes of this Second Restated and Amended Declaration .

Section. 1.16 Plat. "Plat" means the plat prepared by Bynum Fanyo & Associates of

Rosewood at Hyde Park, Phase I, being on record in the Office of the Recorder of Monroe

County, Indiana, as Instrument Number 2004011920 SPL in Plat Cabinet C, Envelop 369, and

amended by the Rosewood at Hyde Park Amended Plat, recorded as Instrument Number

2004019425 SPL in Plat Cabinet C, Envelop 380, all as shown in the Office of the Recorder of

Monroe County, Indiana. A copy of the Plat is attached as Exhibit "C."

Section. 1.17 Regular Assessment. "Regular Assessment" means a monthly

assessment, also known as dues, based on the approved Association budget for the day-to-day

operations and maintenance as required by this Second Restated and Amended Declaration and,additionally Owner responsibility and payment for an annual regular studs out insurance

premium as required by this Second Restated and Amended Declaration . An Owner of a Lot on

which a residence has not been constructed shall pay a reduced monthly regular assessment from

the point the Lot is purchased until a residence is constructed and offered for sale. The reducedfee amount will be reviewed and approved annually by the Board of Directors. Once the

residence is placed on the market for sale the monthly assessment will be increased to the currentmonthly assessment paid by Owners in residence. Any increase in the monthly assessment priorto the sale of the new construction will also apply to that Lot Owner.

Section. 1.18 Residence. "Residence" means one of the attached or unattached single-

family residential living units constructed upon a Lot.

Section. 1.19 Rosewood at Hyde Park Real Estate. "Rosewood at Hyde Park Real

Estate" means the Real Estate described in Rosewood at Hyde Park Amended Plat attached asExhibit «C."

Section. 1.20 Special Assessment. "Special Assessments" are fees levied by theAssociation for major common area repairs, new construction, or for unanticipated expenses thatexceed the scope of Regular Assessments and/or budget Reserves.

Section. 1.21 Vehicle. "Vehicle" means motor homes, boats, trailers, campers,

motorcycles, scooters, trucks, vans, tractors, tractor trailers, buses, automobiles, golf carts andany other motorized wheeled object or conveyance which is customarily used for transportation(but excluding battery operated toys built and designed for children). Vehicles include allCommercial Vehicles as that term is defined in Section 1.6 of this Second Restated and

Amended Declaration.

SECTION 2. IN GENERAL.

Section 2.1 Residential DeveloDment Rosewood at Hyde Park is a single-family

residential development and each Residence shall be used by the Rosewood at Hyde Park

Owners and occupants exclusively for residential purposes. Rosewood consists of Common Area

and Thirty-seven (37) Lots. No commercial Building or separate structure of any type shall be

permitted on any portion of any Lot. No business activity or business shall be carried on or

conducted from any Residence.

Section 2.2 Community Restrictions. The Rosewood at Hyde Park Real Estate and

all Lots are part of the Association and shall be expressly subject to each of the covenants,

conditions and restrictions contained in this Second Restated and Amended Declaration.

Section 2.3 Effect on Rosewood at Hvde Park Owners. A Rosewood at Hyde Park

Owner of a Lot subject to this Second Restated and Amended Declaration, by acceptance of a

deed conveying title thereto, or in the execution of a contract for the purchase thereof, shall

accept such deed and execute such contract subject to each and every restriction and agreement

herein contained. By acceptance of such deed or execution of such contract, the Owner

acknowledges the rights and powers of the Association with respect to these restrictions, and

also, for themselves, their heirs, personal representatives, successors and assigns, such Owners,

covenant and agree and consent to and with the other Owners and subsequent Owners of each ofthe Lots affected by these restrictions to keep, observe, comply with and perform such

restrictions and agreements.

SECTION 3. PHYSICAL CHARACTERISTICS OF ROSEWOOD AT HYDE

PARK

Section 3.1 Number of Lots in Rosewood at Hvde Park. Rosewood at Hyde Park

contains thirty-seven (37) Lots. Bach Lot shall consist of all space within the Lot boundaries asdepicted on the Plat and shall be subject to the easements depicted on the Plat and the easementsdescribed in this Second Restated and Amended Declaration .

Section 3.2 Rosewood at Hvde Park Common Area. The Rosewood at Hyde Park

Real Estate contains Common Areas shown on the Plat (Exhibit "C")«

Section 3.3 Easements. Perpetual and non-exclusive Drainage and Utility Easementsfor the purpose of the installation, maintenance, repair and replacement of all sewer lines, pipes,and mains are reserved as shown on the Plat. It shall be the responsibility of each Owner tofamiliarize him or herself with the easements that are on the Owner's Lot.

Section 3.4 Underground Utilities. All utilities, including but not limited to water,

gas, electric, sewer and cable television, telephone, installed within the Rosewood at Hyde ParkReal Estate shall be installed underground.

Section 3.5 Submission of Documents Prior to Construction or Alteration. No

alterations, additions, improvements, change of colors, excavation, changes in grade, landscaping

or other work which in any way alters the exterior appearance of any Lot or a Residence located

thereon from its original built state shall be initiated on any Lot until the construction plans and

specifications have been approved by the Board of Directors as to quality of workmanship and

materials showing the location of the structure, alteration or improvement, harmony of external

design with existing structures (Section 7), and as to location with respect to topography and

finished grade elevation. Approval or disapproval as required in these covenants by the Board of

Directors shall be in writing by completing of the Request for Alterations or Improvements form,

including the required attachments that provide detailed information for review. A copy of the

Request for Alternations or Improvements is attached as Exhibit "I."

The Board of Directors will act on a completed application in a reasonable period of timefollowing submission. Each Owner shall ensure that all plans and specifications for any new

construction, alteration or modification shall comply with the covenants, conditions and

restrictions of the Association.

SECTION 4. PROPERTY RIGHTS.

Section 4.1 Owner*s Easements of Eniovment. Every Owner shall have a right andeasement of enjoyment of the Common Area, which shall be appurtenant to and shall pass withthe title to every Lot subject to the following provisions:

4.1.1 The right of the Association to charge reasonable fees for the use andmaintenance of the Common areas and improvements situated within the Rosewood atHyde Park Real Estate in accordance with the provisions of this Second Restated andAmended Declaration.

4.1.2 The right of the Association to suspend the voting rights of an Owner forany period during which any assessment against his or her Lot remains unpaid.

Section 4.2 Delegation of Use. Any Owner may delegate, in accordance with theBylaws, his or her right of enjoyment to the Common Area and facilities to the members of hisor her family, tenants, or contract purchasers who reside on the property.

Section 4.3 Association's Easement for Maintenance and Repair. The Association

and any Owner thereof whose enjoyment of the use and occupancy of his or her Lot is affectedthereby shall have an easement to go upon any other Lot for the purpose of maintaining orcausing to be maintained or repaired, utility lines, sewer or other facilities which serve more thanone Lot. No owner shall in any way take any action to interfere with or prevent the reasonableand necessary acts of the Association, its employees or contractors from performing suchmaintenance for which the Association is responsible. In the case of emergency, all Owners

shall, if necessary, permit said work to be performed at any time required and shall, if necessary,permit the Association, its employees, or contractors to enter upon the premises of any Owner'sResidence to effectuate such maintenance.

Section 4.4 Utilities. Public officials^ Association Officials. There is hereby created

a blanket easement upon, across, over and under all of said Residences and Lots for ingress.

egress, installation, replacing, repairing and maintaining all utilities, including but not limited to

water, sewers, gas, telephones, electricity, and cable or satellite television. An easement is

further granted to all police, fire protection, ambulance and all similar persons to enter upon the

streets and Common Area in the performance of their duties. Further, an easement is hereby

granted to the Association, its officers, agents and employees selected by the Association to enter

in or to cross over the Common Area and any Lot to perform the duties of maintenance and

repair of the Lot, Residence or Common Area

Section 4.5 Easements for Encroachment. If any part of the Common Area

encroaches upon a Lot or Residence, a valid easement for such encroachment and the

maintenance therefore, so long as it continues, shall and does exist. If any part of any Lot or

Residence encroaches upon the Common Area, a valid easement for such encroachment shall

and does exist. In the event that any building upon a Lot in the Rosewood at Hyde Park RealEstate shall be partially or totally destroyed and then rebuilt with minor encroachments of thebuilding upon the Common Area or a Lot, including, but not limited to eaves and roof over-hang,then valid easements for such encroachments and the maintenance therefore shall exist.

Section 4.6 Landscape Conservancy Easement. Removal of soil, vegetative ground

cover, shrubs or trees (under six inches in caliper) is permitted after approval bv the citvplanning department staff. Removal of shrubs or trees greater than six inches in caliper may alsobe granted in order to improve easement for education or passive recreations purposes, or if riskto public or residence safety exists. Owners must contact the Managing Agent and requestcoordination with the city planning department for review of a situation that requires approval toremedy. The Board will be the final approval authority for any work that impacts the HOAbudget and/or Reserves.

SECTION 5. RESTRICTIONS ON THE USE OF THE ROSEWOOD AT HYDE

PARK REAL ESTATE.

In order to preserve the character of residential development and to protect the propertyvalues within the Rosewood at Hyde Park Real Estate, and without intending to limit thegenerality of the foregoing provisions, the following protective covenants and restrictions areimposed as a common scheme upon the Rosewood at Hyde Park Real Estate and shall beapplicable to each Lot and to each Residence, Building or other structure constructed upon a Lotwithin the Rosewood at Hyde Park Real Estate :

Section 5.1 Maintenance of Lots and Improvements. Each Owner of a Lot shall at

all times maintain the Lot and Residence, or other structure situated thereon in such a manner as

to prevent the Lot, Residence, or other structure from becoming unsightly and, specifically, suchOwner shall:

5.1.1 Maintain the landscaped beds located in the back of the Residence inaccordance with good gardening practices. An Owner may plant annuals and

perennials in any landscaped bed located upon the Owner's Lot provided the Owner,

at the Owner's expense, maintains such annuals and perennials throughout the

growing season in accordance with good gardening practices.

5.1.2 Each Owner shall be responsible for all maintenance of any decks,

enclosed decks, screened-in decks or patios of their Residence. Each Owner is also

responsible for the maintenance of all supporting structures, stairways and retaining

walls as well as any open or earthen area located immediately beneath said porch or

deck structure which may or may not have a base of cement, wood, brick pavers or

similar material, or any application of crushed rock/gravel as well as any organic or

inorganic substance.

5.1.3 Each Owner shall be responsible for all maintenance, repair or

replacement of their Residence's exterior doors (including hardware, threshold plates,weather seals), including garage door hardware, including but not limited to the

mechanical garage door opener, exterior keypad, and internal tracks. While

replacement of garage doors remains the responsibility of the HOA, all costs

associated with a garage door requiring replacement due to negligence by the Owner,

or its contractors, vendors, guests or tenants shall be the responsibility of the Owner.

In the event any exterior door requires replacement, the Owner is responsible for anyassociated costs for the doors, framing replacement or repair, appropriate

waterproofing, seals and installation and removal of previous doors and constructiondebris. The doors must be of the type and design of the original construction. TheOwner shall comply with the requirements contained in the Rosewood DesignGuidelines, Section 7, and follow the process for alterations of existing Residence

pursuant to Section 6.1.3.

5.1.4 Each Owner shall be responsible for cleaning and removing snow undertwo (2) inches and ice, debris and any other obstruction from the driveways andsidewalks within each owner's respective limited common area, to the extent theAssociation does not clean and remove such items. The Association will remove snow

that accumulates over two (2) inches.

5.1.5 Each Owner shall remove all debris or rubbish from the Owner's Lot in a

timely manner. All trash and trash containers must be stored inside the Residence(garage), so that they are not visible from any roadway or neighboring property. Trashreceptacles shall be placed at the end of the Owner's driveway no sooner than 4:00P.M. of the day before scheduled trash or recycling pickup and shall be returned to itsstored location inside the Residence, which is out of view from the street and any

neighboring properties, not later than the evening of the day of trash or recyclingcollection or pickup.

5.1.6 Each Owner shall take all other measures to prevent the existence of any

other condition that reasonably tends to detract from or diminish the aesthetic

appearance of the Owner's Residence. If the Owner fails to adequately maintain theaesthetic appearance of their Lot or Residence, the Association will take the necessary

steps to repair or replace such items as necessary to preserve the character ofresidential development and to protect the property values within the Rosewood at

Hyde Park Real Estate. The Owner will be responsible for all costs associated with the

repair and replacement.

5.1.7 Each Owner shall maintain the water lines, gas lines, plumbing, sewer

laterals servicing the Owner's Residence and electrical fixtures which are located

within the Owner's Residence, including, but not limited to, all wall finishes, ceiling

finishes, floor finishes, appliances, to include garbage disposals, dishwashers, stove,

ranges, refrigerators, air conditioning and heating equipment, interior and exterior

light fixtures, interior caulking and all other accessories appurtenant to the Lot or

belonging to the Owner thereof.

Section 5.2 Rosewood at Hvde Park Association Responsibility. In addition to the

maintenance of the Easements and Common Area, the Association shall provide exterior

maintenance upon each Lot for the following: Rosewood at Hyde Park entrance landscaping,

public sidewalks, driveways, walkways, steps to front porch and the front porch of the Residenceand communal mailboxes structure. Additionally, the Association is responsible for cleaning thegutters in the spring and fall as approved in the annual Association budget. The Association shallalso maintain lawns and shrubs / trees in front and side Lot landscape beds.

5.2.1 In addition to maintenance upon the Common Area, the Association

shall provide exterior maintenance upon each Lot, as follows: universal color stainingof front entry doors, painting of front bay window wood trim, garage door and itsexterior framing; maintenance of roofs, roof vent boots, chimney caps, gutters, anddownspouts.

5.2.2 In the event that the need for maintenance or repair is caused through the

willful or negligent act of the Owner, his family, guests, tenants, or invitees, asdetermined by the Board of Directors of the Association, the cost of such maintenanceor repairs shall be added to and become a part of Regular Assessment to which suchLot is subject and be subject to the same method of collection as the RegularAssessment, and payable immediately upon completion of the maintenance or repair.

Section 5.3 Animals and Pets. No animals, livestock or poultry of any kind may be

raised, bred, kept, or permitted on any Lot with the exception of dogs, cats or other usual andcommon household pets in reasonable number. No pets shall be kept, bred or maintained for anycommercial purpose. Dogs which are household pets shall be confined on a leash at all timeswhenever they are outside a Residence. Pet waste must be promptly collected by the pet ownerand promptly disposed of by the person responsible for the pet. No pet enclosures or pet shelters

shall be erected in the Common Areas. All pets must be housed Indoors. All pet owners and their

guests shall comply with the City of Bloomington and Monroe County ordinances relating to

pets or the provisions of this Second Restated and Amended Declaration, whichever is more

restrictive. For purposes of this Second Restated and Amended Declaration, a pet enclosure or

leash includes an invisible fence or similar electronic restraint system.

Section 5.4 Antennas. No exterior antennas or satellite dishes of any kind shall be

placed, allowed, or maintained upon any portion of any Lot except:

5.4.1. An Owner may install a Direct Satellite System (DSS) dish or a

similar system on a Lot or Residence so long as the Owner receives prior written

authorization from the Board of Directors, who shall determine the location,

screening and landscaping required.

Section 5.5 Signs. No signs shall be maintained or permitted in any part of a Lot,

except for the following: one security sign and one For Sale sign, if applicable. The Owner of theResidence or undeveloped Lot must make any contracted realtor aware of signage restrictionsand placement.

Section 5.6 Attachments. No Owner shall cause or permit anything to be hung or

displayed on the outside of the windows or placed on the outside walls of the Residence and nosign, awning, canopy or other attachment shall be affixed to or placed upon the exterior walls orroofs, or on any part of the Residence. This provision excludes seasonal ornamental wreaths onthe front door. Residence porch or affixed to attached garage door entry lighting fixtures.

Section 5.7 Parking Limitations. No Commercial Vehicle (defined in Section 1.6),

RV, boat or inoperable Vehicle of any kind shall be parked on any street within Rosewood atHyde Park, except for a temporary period of less than twelve (12) hours. In addition, no RV, boator similar vehicle or equipment on a trailer or empty trailer, including contractor's trailers, can

be parked in an owner's driveway, except for a temporary period of less than twelve (12) hours.The one exception is that a visiting house guest's RV may be parked on the street for up to forty-eight (48) hours. Owners of Residences adjacent to the host's location shall be notified at time ofthe RV's parking.

Section 5.8 Rental Restrictions. No Lot may be rented or leased to a third partyexcept in accordance with the following terms and conditions:

5.8.1 All Owners desiring to lease their Lots must submit a copy of the leaseagreements to the Board of Directors at least thirty (30) days in advance of theintended start of the lease. The Association may charge a reasonable review andprocessing fee concerning the above. Additionally, if any Owner engaging in leasingactivity fails to provide a copy of the lease agreement to the Association as providedabove, the Association may impose reasonable monetary penalties as determined bythe Board of Directors, in addition to any other remedies available under the

Declaration or Indiana law.

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5.8.2 No Lot may be rented or leased for a term of less than three (3) months or

greater than twelve (12) months. Leases may be renewed on an annual basis subject to

approval by the Board of Directors, in its absolute discretion, for each such renewal

sought.

5.8.3 No Owner may lease a Lot unless the Owner has resided on such Lot for

a period of at least one (1) year prior to lease commencement.

5.8.4 Lots may be leased to families or individual residents only, provided,

however, that in no event shall any Lot be leased to more than one (1) nuclear family

or three (3) unrelated adults (without children) at one time.

5.8.5 All Owners desiring to lease their Lots must (1) provide a valid City ofBloomington rental occupancy permit to the Association prior to entering into anylease, and (2) comply with all requirements imposed on landlords by the City ofBloomington or applicable law.

5.8.6 All Owners leasing their Lots shall provide the Association with 24-houremergency contact information in the event of an emergency relating to theirrespective Lots.

5.8.7 All tenants shall be subject to the same covenants, conditions,

restrictions, rules and regulations applicable to the Owners, including, without

limitation, the provisions of the Declaration, the Articles of Incorporation, the By-Laws, and any rules and regulations promulgated by the Association, as each may beamended from time to time. Each Owner shall be responsible for informing tenants ofthe same.

5.8.8 In addition to any liability imposed pursuant to this Declaration, eachOwner leasing a Lot shall be responsible for any and all damage to the Common Areadirectly or indirectly caused by a tenant or guest of a tenant. As security for the cost torepair any such damage, each Owner leasing a Lot shall provide a deposit of ThreeHundred Dollars ($300.00) to the Association upon commencement of each new lease.In the event the cost of any such repairs exceeds the deposit amount, the Associationmay pay for the repairs and, in addition to any other remedies available to it, bill theresponsible Owner for any amounts in excess of the security deposit. The securitydeposit, less any appropriate deductions therefrom, shall be returned to the Ownerupon termination of the applicable lease. A new security deposit shall be required eachtime an Owner enters into a lease with a new tenant.

5.8.9 If any tenants occupying a Lot violate any of the provisions of thisDeclaration, disturb the peace and tranquility of Rosewood at Hyde Park, or otherwisedisrupt the quiet enjoyment thereof by the other Owners, the Association shall informthe leasing Owner and such Owner shall be responsible for addressing the issue withthe tenants directly and taking such corrective action as may be required. If suchviolation or disturbance remains uncured or occurs a second time, the Association may

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exercise any and all rights and remedies available to it under this Declaration, at law

or in equity against the Owner and/or the tenants thereof.

5.8,10 The Association shall not be liable for injury or damage to any person

or property due to the use or condition of any Lot or the Common Area, or to the

occurrence of any accident on or about the same, or due to any act or neglect of an

Owner, tenant or any other occupant of a Lot or of any person. Each Owner leasing a

Lot agrees to defend, pay, indemnify and save the Association, free and harmless,

from any and against all claims, demands, fines, suits, actions, proceedings, orders,

decrees and Judgments of any kind or nature by or in favor of anyone whomsoever and

from and against all cost and expenses, including reasonable attorney's fees, resultingfrom or in connection with loss of life, bodily or personal injury or property damage

arising directly or indirectly, out of or from or on account of any occurrence in, on or

at such Lot or the Common Area, or occasioned wholly or in part through the use,

occupancy or condition of such Lot or the Common, or by any act or omission ornegligence of a tenant in, on, at or from such Lot or the Common Area. Each Owner

shall protect against such liability with insurance, in accordance with Section 10herein, naming the Association as an additional insured.

SECTION 6. DESIGN REVIEW COMMITTEE.

Section 6.1. Powers of Committee.

6.1.1 /« General. To ensure that the Residences within Rosewood are

harmonious, the Board of Directors has created a Design Review Committee ("DRC")to assist in the approval of all new construction, including the landscaping thataccompanies the new construction as well as exterior modifications to existingresidences. Although certain requirements are specified herein, and in the RosewoodDesign Guidelines, the DRC will not be limited to the specific requirements but ratherwill have broad discretion in its decision to approve or deny a Lot Owner's

construction application.

6.1.2 Construction of new Residence. No Residence or Building of any kindshall be constructed without first receiving the prior written approval of the DRC andthe Board of Directors that may require revisions to the original application. Suchapproval shall be obtained only after written application has been made to the DRC bythe Lot Owner. Such written application shall be in the manner as decided by the DRCand shall be accompanied by two (2) sets of plans and specifications for any suchproposed construction (including dimensions, materials and types and sizes of plantsand trees for landscaping proposals). Such plans shall include plot plans showing thelocation of all construction upon the Lot each properly and clearly designated. Suchplans and specifications shall set forth the elevations of all sides, the color andcomposition of all exterior materials proposed to be used and any proposedlandscaping, together with any other material or information which the DRC may

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require. All applications for construction of a new Residence shall comply with the

Rosewood Design Guidelines described in Section 7. For all new construction of a

Residence there shall also be submitted, where applicable, the permits or plat planswhich shall be prepared by either a registered land surveyor, engineer or architect thatreflect easements, conservancy restrictions and environmental requirements.

6.1.3 Alterations or Additions to an existing Residence. No modifications or

additions to an existing Residence shall be constructed without first receiving the prior

written approval of the Board of Directors. Ovmers must submit the Request for

Alteration/Improvement Form (Exhibit "I") to request Board of Directors approval at

least thirty (30) days of the planned construction detailing the proposed modifications

to the Residence. The Owner must obtain Board of Directors approval prior to any

work beginning for any exterior modifications or additions to their structure or

landscaping. All applications for alterations or additions to an existing Residence shall

comply with the Rosewood Design Guidelines described in Section 7.

6.1.4 Power of DisapDroval. The DRC may refuse to grant permission when:

6.1.4.1 The plans, specifications, drawings, or other material submitted

are inadequate or incomplete, or show the proposed construction to be in

violation of Sections 6 and 7 of this Second Restated and Amended

Declaration.

6.1.4.2 The design or color scheme of a proposed construction is not inharmony with the general surroundings of the Lot or with the originalRosewood Residences (The following homes in the Rosewood Development

do not meet these guidelines and are not to be copied in the building of newconstruction or remodeling: 3106 E. Wyndam Court, 3114 E. Wyndam Court,

3138 E. Wyndam Court, 3146 E. Wyndam Court, 281 1 S. Atlee and 2819 S.Atlee); or

6.1.4.3 The proposed new construction, or any part thereof, or proposedlandscape plan, would, in the opinion of the DRC, be contrary to the bestinterests, welfare, or rights of the other Owners. However, the DRC

acknowledges that each Owner has the right to construct a Residence on a Lotand the DRC may not deny approval to any Owner based primarily upon theinconvenience to other Owners as a result of the conditions caused by the

construction or remodeling of a Residence.

6.1.5 The Board of Directors shall notify the Lot Owner in writing of itsdecision, of the originally submitted written application within Forty-Five (45) daysfrom the date of submission. If the application is not sufficiently complete or areotherwise inadequate, the Board of Directors may reject it as being inadequate or mayapprove them in part, conditionally or unconditionally, and reject the balance. In the

13

event that such notification is one of disapproval, it shall specify the reason or reasonsfor such disapproval. If, in the event that the application submitted by the Owner has

not been approved or disapproved within Forty-Five (45) days after being submitted,

then application so submitted will be deemed to have been approved, but a deemed

approval shall not permit a violation of any terms of this Second Restated and

Amended Declaration nor extend to any deviation from or alteration to the Plans

actually submitted.

Section 6.2. Restrictions to Construction of Residences. All Residences in the

Association will be constructed and altered in strict compliance with the following limitations

and requirements:

6.2.1 One Residence per Lot. Only one (1) Residence may be constructed on

any Lot. The definition of Residence includes a paired patio home constructed on

adjoining lots or a single Residence on a Lot designated for that type of construction.

6.2.2 One-Year Deadline to Complete Construction. All construction of any

Residence should be completed in a timely manner, so as not to create a long-term

nuisance or inconvenience to other Owners and residents of Rosewood at Hyde Park.

Completion of construction includes installation or restoration of appropriate

landscaping on the Lot and disturbed Common Area. The construction of anyResidence must be completed within twelve (12) months from the date at whichground is first broken on the Lot. If the Owner is unable to complete the work withintwelve (12) months, the Owner can request that the DRC and Board of Directorsconsider a one-time extension of no more than sixty (60) days before the initialtwelve-month deadline has passed. A request for a construction extension must be

received by the Board of Directors thirty (30) days in advance of the original 12-month construction period. If the construction of a Residence has not been completedwithin the twelve-month deadline or within fourteen months, if the Owner has

received an extension, the DRC shall have the right, with approval of the Board ofDirectors and with ten (10) days written notice to the Lot Owner, to levy a specialconstruction assessment against that Owner in the amount of One Hundred FiftyDollars ($150) per day for the first thirty days following Notice that the Residenceremains unfinished and in the amount of Two Hundred Dollars ($200) for each day

after the thirty-first day that the Residence remains unfinished from until the

Residence is completed. Any special construction assessment levied under this sectionshall accrue prejudgment interest at eight (8%) per annum, plus costs and reasonableattorneys' fees.

6.2.3 Minimum Square Footage. The minimum square footage for anyResidence will not be less than One Thousand Eight Hundred (1,800) square feet

living space, and not less than Three Thousand Four Hundred (3,400) square feetliving space for any two-story dwelling. For the purposes of these minimum square

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footage requirements, the square footage of garages, patios and porches shall not be

included.

6.2.4 Erosion Control and Utilities, During construction. Owners will ensure

that all construction, renovations or landscaping on their LOT shall comply with all

applicable erosion control ordinances and regulations and shall protect all existing

public utilities, irrigation systems and water mains.

6.2.5 Compliance Inspections. During the construction, the DRC may inspect

or require the Owner of the construction to hire an Inspector, Architect or land planner

to conduct an inspection and certify in letter format to the Board of Directors ensuring

that work being performed complies with this Second Restated and Amended

Declaration and applicable regulations set forth in Sections 6 and 7.

6.2.6 Construction Debris on Common Areas. Site In addition to the

maintenance requirements outlined throughout the Declaration, each Owner of a Lotundergoing any construction shall be responsible for the removal of all work materials,supplies, mud, dust soil and other debris from Common Areas on a daily basis, andleave the construction area attractive, clean and safe. If an Owner fails to remove all

mud, dirt, soil and other debris from the common area shall, the DRC shall have the

right, with approval of the Board of Directors and with ten (10) days written notice tothe Lot Owner, to levy a special construction assessment against that Owner in theamount of One Hundred Dollars ($100) per day until the Common Areas are clearedof the mud, dust, soil or other debris. Any special construction assessment leviedunder this section shall accrue prejudgment interest at eight (8%) per annum, pluscosts and reasonable attorneys' fees.

6.2.7 Repair of Damage. Damage to streets, curbing, sidewalks and otherCommon Areas that occur during construction must immediately be repaired at theconclusion of construction by the Owner and such repairs are subject to the approvalof the Board of Directors.

6.2.8 Downspout drainage. All drainage tile, PVC, etc., from downspouts mustbe buried and terminate to proper drainage points on the Lot so as to not create erosionon the lot or on adjoining lots.

Section 6.3 Duties of the DRC. The DRC shall recommend approval or disapproval

of all proposed construction to the Board of Directors after all required information, plans andspecifications, have been submitted to it by the Lot Owner. One copy of submitted material shallbe retained by the DRC for its permanent files. Following its review, the DRC shall make arecommendation of approval or disapproval to the Board of Directors who shall make a finaldecision on all requests by an Owner.

Section 6.4 Limitations of Responsibility. The primary goal of the DRC is to reviewthe application, plans, materials, and samples submitted to determine if the proposed structure

15

conforms in appearance with the Rosewood Design Guidelines, but the DRC does not assume

responsibility for the following:

6.4.1 Structural adequacy, capacity, or safety features of the proposed

structure.

6.4.2 Soil conditions, erosion requirements, drainage, or other general site

work.

6.4.3 Compliance with all building codes, safety requirements, governmental

laws, regulations, or ordinances.

6.4.4 Performance or quality of work by any contractor.

6.4.5 Any Lot Owner making or causing to be made any proposed

construction, agrees and shall be deemed to have agreed, for such Lot Owner and his

heirs, personal representatives, successors and assigns to hold the Board of Directors,the DRC, the Managing Agent and the Association and all other Owners harmlessfrom any liability, damage of property and from expenses arising from theconstruction and installation of any proposed improvements or in any way relating to

the subject matter of any such reviews, acceptances, inspections, permissions,consents or required approvals, whether given, granted or withheld, and such ownershall be solely responsible for the maintenance, repair and insurance of any proposedimprovement and for assuring that the proposed construction is in full compliancewith all local, state and federal laws, rules and regulations.

Section 6.5. Enforcement Powers. As part of the approval process, the DRC reserves

the right during construction to enter into the Lot to inspect the construction to assure Lot Ownercompliance with the approved plans and specifications and this Second Restated and AmendedDeclaration.

6.5.1 If construction begins without the approval of the DRC, or are not incompliance with the approved plans and specifications and this Second Restated andAmended Declaration, then the Lot Owner shall, upon written notice and demand,cause the construction to be removed within ten (10) days from the date of the writtendemand to their original conditions, and such Lot Owner shall bear all costs andexpenses of such restoration or removal, including costs, reasonable attorney's fees,inspector, and architecture fees incurred by the Association in order to ensurecompliance.

6.5.2 If the Lot Owner has not removed or restored or commenced to remove

or restore the unapproved construction within the period set forth above, the DRCshall have the right, with approval of the Board of Directors and with ten (10) dayswritten notice to the Lot Owner, to (i) levy an Individual Assessment against the LotOwner in a reasonable amount, dependent on the nature of the noncompliance, (ii)

16

institute an action to recover sums due for damages or (iii) seek injunctive relief to

require the owner to cease, remove or restore the unapproved construction. Any

Individual Assessment levied under this section shall accrue prejudgment interest at

eight (8%) per annum, plus costs and reasonable attorneys' fees, and shall be subject

to the same method of collection as the Regular Assessment. The Board of Directors

shall have the right to enforce the requirements herein and pursue any and all

remedies, at law or in equity, available under applicable Indiana law, with or without

proving any actual damages, including the right to secure injunctive relief or secure

removal by due process of any structure.

6.5.3 All the remedies set forth herein are cumulative. No delay, failure or

omission on the part of the Board of Directors or the DRC in exercising any right,

power, or remedy herein provided shall be construed as an acquiescence thereto or a

waiver of the right to enforce its rights, powers or remedies. No right of action shallaccrue, nor shall any action be brought or maintained by anyone whatsoever against

the Board of Directors, Managing Agent or the DRC, the Association or any owner on

account of any failure to bring any action on account of any violation or breach of theprovisions of the Design Guidelines.

6.5.4 In all enforcement actions, the prevailing party shall be entitled to be

reimbursed for its attorney's fees, prior to or at trial or on appeal and all reasonablecourt costs.

Section 6.6 DRC Committee Membership. The DRC shall consist of three (3)

members designated by the Board. One member of the Committee will be one of the current

members of the Board of Directors. Membership on the DRC may be changed, and vacanciesshall be filled from time to time upon the written approval of the Board of Directors. A Design

Committee Member may be removed by a vote of a majority of the Board of Directors.

SECTION 7. ROSEWOOD DESIGN GUIDELINES.

Section 7.1 Exterior Facade. The exterior trim, building materials and colors are to

be approved prior to construction. Acceptable exterior materials are limestone, wood and

Craneboard vinyl siding. Attached to this document are photographs of existing homes at

Rosewood with the approved colors and materials. These are the homes that set the standard forconstruction and materials and will be the determinant of what is approved for new construction.

Exposed foundation walls greater than 16 inches above grade must be covered with an approvedfacade material down to grade.

Section 7.2 Porches. Porches are to be consistent with those homes illustrated in

attached (Exhibit "D"). They must have finished ceilings, and railings must be ornamental ironor aluminum painted or coated black or dark bronze. Porch floors and stairs must be stampeddecorative concrete finished on all exposed sides. The length of the front sidewalk to the

driveway must also be stamped decorative concrete in a color consistent with its porch and the

17

existing homes.

Section 7.3 Entrances and Doors. Entrances will be of the style and dimensions of

the homes illustrated within these guidelines. Doors may be either single or double, and may beof wood, embossed steel or fiberglass with wood veneer. They must be painted to match thedoors illustrated in Exhibit "D." Storm and screen doors shall be of full view (single light or

opening) without decorative trim. Front stoops shall be stamped decorative concrete. All exposededges to be finished. Side and rear stoop/steps are permitted to be detailed in wood but must bepainted to match the siding Side and rear stoop/steps are permitted to be detailed in wood butmust be painted to match the siding color or, if they lead to an attached, stained deck, they shallbe stained, that same color.

Section 7.4 Garage. Garage doors must be automatic, consistent in style, hardwareand color with the homes illustrated within. The doors exterior frames are to be constructed of

wood along their entire border and painted to match the required paint color for the door itself.

Section 7.5 Windows. A critical feature of any architectural style is the window design.

First floor windows facing the street must be casement style. All windows must have mullions thatare similar to the homes illustrated. Snap in mullions that exist only on the interior of the windoware not acceptable. Windows shall be built of wood or vinyl. Glass shall be clear (free of color).Glass block is not permitted. Tinted glass may be used in solariums if not visible from the publicrealm. Black screening material is not permitted on windows that have outside facing screens.Screens mounted on the inside face of windows may be any color. Bay windows are to be of astyle illustrated in attached Exhibits "E" and "F," and trim for the Bay window shall of materialand color found on the homes as illustrated. Window style shall consist casement with mullionsthat must exist on the exterior of the window. Stucco or other non-consistent building material

may not be used.

Section 7.6 Exterior Wood Trim. All exterior wood trim must be consistent with the

homes pictured within. Trim color must match the Craneboard vinyl siding.

Section 7.7 Roofs. The pitch, shape and mass of the roof must be the same as thehomes illustrated within. Roof shingles are to be Certainteed Presidential Shingles. The colormust be "Weathered Wood." All roof penetrations (except chimneys) must be painted to matchroof color. Metal gutters and down spouts are to be pre-fmished or painted to match adjacentbuilding materials. The color must match the homes illustrated within. Gutter downspouts shallempty into hidden, below grade extensions for rainwater elimination.

Section 7.8 Chimneys. Chimneys must be placed appropriately as illustrated thehomes depicted on attached Exhibit "G." Exposed surfaces of all chimneys to be Craneboardwith the same color as the existing Craneboard siding. Flues to be metal or tile with appropriatechimney caps.

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Section 7.9 Shutters. Shutters are to be of plastic material and of the same color as

existing homes in Rosewood as illustrated in attached Exhibit "H."

SECTION 8. MEMBERSHIP.

Section 8.1 Membership. Each Owner will become a member of the Association as to

the respective Lot acquired at the time of becoming an Owner within the meaning of this Second

Restated and Amended Declaration . Each Owner will remain a member until ceasing to be an

Owner, at which time the membership will terminate and be transferred automatically to the

successor Owner. Any Person who holds an interest in a Lot merely as security for the performance

of an obligation will not be a member unless and until the Person realizes upon such security, at

which time the Person will become an Owner and a member of the Association automatically.

Section 8.2 Management. The business and affairs of the Association will be governed

and managed by the Board of Directors. No person will be eligible to serve as a member of theBoard of Directors unless that person is a Member in good standing, a Person within the meaning

of this Second Restated and Amended Declaration .

SECTION 9. ASSESSMENTS.

Regular and Special Assessments shall be determined and collected as follows:

Section 9.1 Regular Assessments. The annual budget as adopted shall, based on the estimated

cash requirement for the Common Area Expenses in the ensuing year as set forth in said budget,contain a proposed assessment against each Lot based on the total amount of said budget dividedby the total number of Lots. The Regular Assessment against each Lot shall be paid in twelve (12)equal monthly installments on the first day of each month beginning in January following adoptionof the budget. In addition to the monthly Regular Assessment, there will be an annual RegularAssessment for insurance. Payment of the monthly installments of the Regular Assessment andthe annual Regular Assessment for insurance shall be made to the Board of Directors or theManaging Agent, as directed by the Board of Directors. Any Owner may elect to pay any RegularAssessment in advance. The Regular Assessment and annual Regular insurance Assessment foreach year shall become a lien on each separate Paired Patio Residence or Single Residence as ofthe date of the adoption of the annual budget.

Section 9.2 Special Assessments. In addition to the Regular Assessments authorizedabove, the Association may levy such Special Assessments as may be necessary for the purpose

of defraying, in whole or in part: (1) the cost of any construction, reconstruction, repair or

replacement of a capital improvement, including fixtures and personal property related thereto,and (2) the expense of any other contingencies or events not provided for in the annual budget orthe reserves and the working capital of the Association; provided that no Special Assessmentsshall be levied without the assent of two-thirds (2/3) of the Owners at a meeting duly called for

this purpose, in which a quorum is present. Each Owner shall pay the Association a SpecialAssessment based on the total sum approved to meet the costs and expenses as heretofore

19

provided, divided by the total number of Lots. The Association may, in connection with the levy

of any Special Assessment, specify that the same shall be payable in installments and specify thedue dates thereof.

Section 9.3 Adjustments. In the event that the approved budget and Regular

Assessments plus the reserves and working capital of the Association provide insufficient funds

to meet the Association's actual expenses in any year, such deficiencies may be corrected

through one or more Special Assessments. In the event the approved Regular Assessments

exceed actual expenses in any year, such surplus shall be retained and used to offset expenses in

the next year(s) or deposited in the Reserve Account as determined by the Board of Directors.

Section 9.4 Temporary Budget and Assessments. If for any reason an annual

budget and the Regular Assessments for any year have not been determined as of January 1 of

any such year, the budget and Regular Assessments in effect during the preceding year shall

continue in effect until such time as the annual budget and annual Assessments are determined in

accordance with this Second Restated and Amended Declaration and the Bylaws; provided,

however, that said preceding budget and Regular Assessments may be increased by up to ten

percent (10%) as the Board of Directors, by majority vote, may deem necessary in said

temporary budget and Regular Assessments.

Section 9.5 Reserve Funds. The Association shall be obligated to establish a reserve

fund for the repair of the Common Area based upon good faith estimates of the useful life andreplacement cost of such Common Area made or obtained by the Association. The reserve fundshall be fijnded through payments by the Owners as budgeted within their Regular Assessments

and not by a Special Assessment. All amounts held by the Association pursuant to this Sectionshall be maintained in a separate federally insured account and any interest thereon shall beadded to and deemed a part of such fund. The reserve fund shall be used for capital expendituresand removal and replacement of the Common Area (to the extent such capital expenditures,

repair and replacement are the obligation of the Association), and not for usual and ordinaryrepair and expenses of the Common Area.

Section 9.6 Status of Funds Collected by Association. All funds collected pursuant

to this Section shall be held and expended by the Association solely for the purposes designedherein, and, except for such adjustments as may be required to reflect delinquent or prepaidRegular or Special Assessments, shall be deemed to be held for the use, benefit and account ofthe Owners for the payment of Common Expenses.

Section 9.7 Accounting Practices of the Association. The annual budget, the

Regular Assessment and all sums assessed by the Association shall be established by using amodified cash basis system, which recognizes revenues when collected and expenditures whenpaid. The Managing Agent will proactively and routinely inform Owners of debits from pre-paidadvance payment of Regular Assessments to avoid inappropriate delinquencies fees fromoccurring. The annual budget and the Regular Assessment shall, in addition, include theestablishment and maintenance of a Reserve Fund for capital expenditures.

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Section 9.8 Collection of Assessments. Each Assessment shall be due and payable on

the due date thereof as specified in this Second Restated and Amended Declaration or the

Bylaws, or if not so specified, then on any due date(s) determined by the Board of Directors. Any

Assessment which is not paid in full by the Delinquency Date shall be deemed delinquent

without further notice or demand to the defaulting Owner. A late fee shall be imposed on

monthly assessments made thirty (30) days after the due date. The late fee shall be ten percent

(10%) of the amount due and shall be assessed each month for which there is a delinquency on

the full amount of the delinquency. In the event that any costs or expenses, including attorney'sfees and fees from the Managing Agent, are incurred by or on behalf of the Association withrespect to the recovery or collection of any delinquent Assessment, all such costs and fees shallbe due and payable immediately by such delinquent Owner and shall bear interest from the dateincurred until paid in full, at a rate of interest equal to eighteen percent (18%) per annum. Allinterest and all costs and expenses payable hereunder with respect to a delinquent Assessment

shall be added to and deemed a part of such delinquent Assessment and shall constitute a lien onthe delinquent Owner's Lot and Residence as of the date on which such delinquent Assessmentfirst became a lien. The Board of Directors may at its option, bring suit to recover a money

judgment for any unpaid Assessment without foreclosing or waiving the lien securing the sameand the Association may foreclose its lien against the Unit- Lot and Residence of any Ownerwho does not pay in a timely manner.

Section 9.9 Subordination of Assessment Lien to Mortgage. Notwithstanding

anything contained in this Second Restated and Amended Declaration , the Articles ofIncorporation of the Association or the Bylaws, any sale or transfer of a Lot or Residence to aMortgagee pursuant to a foreclosure on its mortgage or conveyance in lieu of, or a conveyance toany person at a public sale in a manner provided by law with respect to mortgage foreclosureshall extinguish the lien of any unpaid installment of any Regular Assessment or SpecialAssessment as to such installment which became due prior to such sale, transfer or conveyance;

provided, however, that the extinguishment of such lien cannot relieve the prior Owner frompersonal liability.

SECTION 10. INSURANCE.

Section 10.1 Association Insurance. Each Residence will be insured with the same

insurance company chosen by the Board of Directors. The limit of insurance for each Residencewill be equal to the full replacement value (i.e., 100% of current 'replacement cost' exclusive ofland) thereof and each Owner will be responsible for the annual premium for their individualResidence. Such insurance coverage shall be for the benefit of each Owner, the Association andthe Owner's mortgagee, if applicable. In the event of damage or destruction of any Residence,the Owner thereof shall cause such Residence to be promptly repaired and restored. Theproceeds of insurance carried for the benefit of the Owner and Mortgagee for such purpose shallbe applied to the cost of such restoration. If the insurance proceeds are inadequate to cover thecosts of reconstruction or if there are no proceeds, the Owners of the Residences directly affected

21

by the damage shall pay the cost for restoring the Residence. A Unit shall be deemed directly

affected if and only if a part of such Residence is damaged or destroyed. If any Owner fails or

refuses to reconstruct his Residence when required, the Association may pursue whatever legal

means are available to cause such restoration, including but not limited to the Association

completing the restoration and paying the cost thereof, with the cost attributable to the Owner or

Owners who refuse or fail to make the restoration when required becoming a lien on suchdefaulting Owner's Residence and subject to foreclosure in the same manner as provided for

Regular Assessments.

The restoration referred to in this Section shall include the costs of construction incurred

rebuilding the Residence, as existed immediately prior to the destruction or damage and with thesame type of architecture. Association insurance coverage shall include: footings and foundations,chimney, roof decks and shingles, windows and exterior doors, guttering and soffiting, fascia,exterior wallboard, siding and exterior brick, framing, sub flooring, original decks and patio slabs,common area fences, retaining walls and mailboxes. Coverage is intended to the bare exterior walls'out' of the original construction, thus leaving the Owner the responsibility for the bare walls 'in'.Notwithstanding any other provisions in this Declaration, all Residences which are destroyed ordamaged shall be restored pursuant to the provisions of this Section of this Declaration, unless amajority vote of the Owners decide that such restoration is not necessary, and all improvements inthe Common Area which are damaged or destroyed shall be restored by the Association unlesstwo thirds of the Owners and two-thirds of all first Mortgagees decide not to make such restorationor to make such restoration in a different manner.

Section 10.2 Additional Insurance. The Association shall also obtain comprehensive

public liability insurance in such limits as the Board of Directors shall deem appropriate togetherwith workman's compensation necessary to meet the requirements of law and other liabilityinsurance if deemed necessary and appropriate by the Board of Directors. Such insurance shallalso cover any liability claims of any member of the Association. Such comprehensive publicliability insurance policy shall cover all of the Easement areas and shall insure the Association, theBoard of Directors, Officers, any committee or organ of the Board of Directors, any ManagingAgent appointed or employed by the Association, and all persons acting or who may come to actas agents or employees of any of the foregoing with respect to the rosewood at Hyde Park RealEstate, all Owners and all other persons entitled to occupy any Lot. Such public liability insurancepolicy shall contain a "severability of interest" clause or endorsement which shall preclude theinsurer from denying the claim of an Owner because of negligent acts of the Association or otherOwners.

Section 10.3 Minimum Fidelity Requirement. The Association shall be required to

maintain adequate fidelity coverage to protect against dishonest acts on the part of officers,directors. Managing Agent and employees of the Association and all others who handle, or areresponsible for handling funds of the Association. Such fidelity coverage shall provide coveragein the amount of 150% of the estimated annual operating expenses of the Association, including

22

reserves. Such fidelity coverage shall contain waivers of any defense based upon the exclusion of

persons who serve without compensation from any definition of "employee" or similar expression.

Section 10.4 Insurance on Lots. Each Owner shall maintain personal property, contents

of the unit and liability insurance. It shall include coverage for external modifications to the

original unit, of interior improvements, finishes, betterments and permanent additions of the unitincluding without limitation: all mechanicals (air conditioners, furnaces, etc.), electrical wiring

and outlet box, interior drywall and wall boards, plumbing, insulation, ceilings, flooring, floor

coverings, wall finishes, fireplace(s), counter tops, cabinets, appliances. The amount of coverageshould be for 100% of the replacement value.at least Five Hundred Thousand Dollars ($500,000).Each Owner shall have the right to purchase at his own expense any additional insurance he/shemay deem necessary. All insurance obtained, whether obtained by the Association or the Owners,including, but not limited to, insurance on the individual Residences, insurance on improvementsin the Common Area and liability insurance, shall provide that the insurance company providingsuch insurance waives its right of subrogation, if any, against the Owners, the Association andtheir agents.

Section 10.5 Restrictions. Nothing shall be done or kept in any Residence or in theCommon Area which will cause an increase in the rate of insurance on any other Residence or the

contents thereof. No Owner shall permit anything to be done or kept in his Residence or in theCommon Area which will result in the cancellation of insurance on any other Residence or contents

thereof, or which would be in violation of any law or ordinance.

Section 10.6 General Provisions. The deductibles for all property that is the

Association's responsibility shall be paid by the Association. However, in cases where the Boardof Directors determines that the Owner was responsible for the loss, the Owner shall deposit withthe Board of Directors as insurance trustee the amount of the deductible.

SECTION 11. GENERAL PROVISIONS.

Section 11.1 Amendment of Declaration. Except as otherwise provided hereinamendments to this Second Restated and Amended Declaration shall be proposed and adopted in

the following manner: Notice of the subject matter of the proposed amendment shall be given toeach Owner. Any proposed amendment to this Second Restated and Amended Declaration mustbe approved by not less than sixty-six and two-thirds percent (66 2/3%) of the Owners. Eachamendment to this Second Restated and Amended Declaration shall be executed by the Owners

casting votes in favor of the amendment and shall be recorded in the office of the Recorder ofMonroe County, Indiana, and such amendment shall not become effective until so recorded.

Section 11.2 Notice. Any notice required to be sent to any Owner under the provisionsof this Second Restated and Amended Declaration and the Bylaws shall be deemed to have beenproperly sent, and notice thereby given, when emailed or mailed to the Owner at the Owner'saddress as it appears in the records of the Association. Valid notice may also be given to anOwner by (i) personal delivery to any occupant of the Residence over fourteen (14) years of age;

23

(ii) by affixing said notice to or sliding same under the front door of the Residence. All notices to

the Association or the Board of Directors shall be delivered to the office of the Managing Agent,

or, if there is no Managing Agent, to the office of the Association, or to such other address as the

Board of Directors may designate. All notices shall be deemed to have been given when mailed,

or emailed, except notices of changes of address, which shall be deemed to have been given

when received.

Section 11.3 Venue and Jurisdiction. In case any legal action is brought, it is

stipulated and agreed that the action is governed by the laws of the State of Indiana, with the

courts of Monroe County having sole and exclusive jurisdiction.

Section 11.4 Severabilitv. Should any covenant or restriction herein contained, or any

article, section, subsection, sentence, clause, phrase or term of this Second Restated and

Amended Declaration be declared to be void, invalid, illegal or unenforceable, for any reason,

by the adjudication of any court or other tribunal having Jurisdiction over the parties hereto andthe subject matter hereof, such Judgment shall not in any manner affect the other provisionshereof, which are hereby declared to be severable and which shall remain in full force and effect.

Section 11.5 Rule against Perpetuities. If any provision of this Second Restated and

Amended Declaration shall be interpreted to constitute a violation of the rule against

perpetuities, then such provisions shall be deemed to remain in effect until the death of the lastsurvivor of the now living descendants of the persons signing the Original Declaration plustwenty-one (21) years thereafter.

Section 11.6 Gender and Number. Whenever the context of this Second Restated and

Amended Declaration so requires, the use of the masculine gender shall be deemed to refer to thefeminine or neuter gender and the use of the singular shall be deemed to refer to the plural andvice versa. No pronoun usage shall be deemed to exclude a reference to an institutional,corporate, partnership, or any other type of business entity. The underlined titles are forconvenience of reference only and shall not be used as an aid in construing the provisions hereof.

IN WITNESS WHEREOF, the Rosewood at Hyde Park Owners acting by and throughthe Rosewood at Hyde Park Homeowners Association, Inc., have executed this Second Restatedand Amended Declaration of Covenants, Conditions and Restrictions of Rosewood at Hyde

Park, on the date and year first above written.

{The remainder of this page is intentionally left blank}

24

ROSEWOOD AT HYDE PARK HOMEOWNERS ASSOCIATION, INC.

By:

By:

Robert Klemkosky

Demse Shockley

Vice President

. Board Member

STATC OF INDIANA

COUNTY OF MONROE

))SS:

)

LAUREN MARY LAFFERTYNOTARY PUBLIC

SEALMONROE COUNTY, STATE OF INDIANACOMMISSION NUMBER NP0716019MY COMMISSION EXPIRES 09/24/2026

Robert Klemknskv known to me to be the Vice President of the Rosewood at Hyde PwkHomeowners Association, Inc. personally appgi^ before me, a Notary Public, in and for saidCounty and State on the .SiSStoy of 2020, and acknowledged the executionof the foregoing Second Restated and Amended Declaration of CovenajUs, Conditions andRestrictions of Rosewood at Hyde Park Homeowners Association, IncJ) |) I

—

My Commission Expires:

My County of Residence: ^Acvivd^

STATE OF INDIANA ) KajserLYNNCHMcv(CC NOmRYRJBUC) SEAL

COUNTY OF MONROE ) moni«)ecoumty.stoibofinihanaMYGGtyMSSiON etPHlBBAUQUr a,ttS8

Denise Shocklev known to me member of the Board of die Rosewood at Hyde ParkHomeowners Association, Inc. personally s^pear^ before me, a Notary Public, in and for saidCounty and State on the /CfU day of 2020, and acknowledged the executionof the foregoing Second Restated and Amended Declaration ofCovenants, Conditions andRestrictions ofRosewood at Hyde Park Homeowners Association, ^

Notary Public

My Commission Expires: r.hn,A( V^ Stod T

My County of Residence: lAcm/gc

EXHIBIT «A"

Articles of Incorporation for Rosewood at Hyde Park Homeowners Association, Inc.

27

ARTICLES OF INCORPORATION / NONPftOFrT CORjSljto Faw < 102 p?B /W-97) Corpont Fvn No. JM-I (OdolM: 1W)Apprevod Dy Bc»i4 ofAccounU tsaS ^

Indiana Coclo23-17-3-?

2. Filing Fee made payable (o Irnpana Soaetafyd Slate3.Ai^l^^^miaiboa}mi^Btedappreptia\oly. PSaesosee (l) above.

■ articles OF INCORPORATION

Theundorslgnadlncor^otiuiPorl^lfcralore.desiringloform8corporaUon {herefnafterreferred 10as 1^®prlavlslons of the !nd!^^ Corporation Act of 1991 (herelnaHer referred lo as Iha 'Acl oxeculo Ihe followlrvg Articles ofIncorporation. , '

ARUCLIT i ♦ .inJ fiincuMt OHiu?tr777iCTiiir.?iu..-jaName of the Cotpotallott fl/io namo must Inckida the hot

ROSEWOOD AT HYDE PARK KOMEOWNEUS ASSOCIATION. INC.

Principal Offlwt The addresa of the princes! office of the Corpomtlon is: .Post office addrau

1205 North Walnut St. Dloomlngcon

lAaabOraviaiions

IZIPcode

Indiana A7A0A

niiiici f-: II • PufpuM! (ujiiiviui)

The purpotea for which the Corpc ration is formed are;

SEE ATTACHED.

AKIICt f III • fypc ol CMipif.mun fclioch only niif;

TheCoiporoUonlsa:

□ puUic benefil corpor^ton, which Is organtied for a public or charHable purpow;Q religious corporBUon, which Is organized primarlt/ or exclusively for raflglcua purposes; or

I ^nuilucl benefit corporation (aWoUiersl

AKTICl E <V • Ki-[liMRtoil/\Mont anil Ki'<|isk'«u<t Olla-o

RoalilsredAoMl: Th» nwrw and sifwl addrett of LhBCpfpofallon'g RtolHafadApint and Rdobtcred Office for sarvtca of ptocg»» are:Name of PogUtered Aoont

St;avcn A. Newsom

Address of BogfslaredOfncs (sumarOuHoSngj3816 Popper Chase Court Bloomtngton

ARnCLEV. McmUursliip

Indlcato If Corporation will have mambers;^Yes D No

ARTICI-f Vl'ini;oipiiial(in>)Name^ts) and addreutes) ofthe hcotporakrfs) s/iafa as folloHc.

Ninta I Number and Slreel or Build ZIP coda

Steven At Neusom 3816 Pepper Chase Ct. 47401Bloominston

nUIICtr Uh. [Usltiliiidtinof A^^l■l^ullths^uluUl>ll nr I

SignaftirB

SlffisOse

Sijnaturs

THIS DOCUMENT MUST SE SIGNED BT AL11NC01{PORATORS.

penelUos of potjuty, thai (ho bds conlalned herein are fnu. (HdvUaCion not noccssary)Printed name

Scuvun A. NewsomPftnled name

This tnstrumont vai prepared Oy: (ns/ns)Frank A, Barnkart, attorney at law

AddressP.O. Dox 1234 Bloomlngcon

ARTICLES OP INCORPORATION OP• * t ^

ROSEWOOD ATHYDB PARK HOMEOWNERS ASSOCIATION Wc.

The undersigned iocoiporator or incoiporetors, desiring to form a corporation (licrcinaflerreferred to as the "Corporation") pursuant to the provisions of the Indiana Not-Kor-ProfitCoiporatlon Act of 1971 (herehu^er referred to as the "Act"), executed the following Articles ofIncorporation.

ARTICLE I

Nome

The name of the Corporation is Rose Wood at Hyde Park Homeowners' /Usocimion, Inc.

ARTICLE ir

Purposes

J. For the acquisitioD, construction, management, maintenance, and carc of"association property," as defined In Section S28(c) of the Internal Revenue Code of 1986. u.samended ("Inteinal Revenue Code"), which association property includes, but is not limited to.the Basement Area vnthin that cortmn real property describ^ in the Declaration of Cownants.Conditions and Restrictions ofllie Gobies at Brighton Point recorded in the Ofllcc of theRecorder of Monroe County, Indiana ("Declaration").

2. To excrdse all powers, rights and privileges and to perfomt the dutie.s andobligations Imposed upon the Corporation by Utc Pint Declaration and By-Law.s and anyamendments thereto as recorded in theofiloe ofthe Recorder of Monroe County. Indiana, and tofix, levy, collect and enforce assessments pursuant to sucli Declaration and any amcndmeiu.Hthereto.

3. Subject to the limitations or restrictions imposed by law, or these Articlc.s ofIncorporation, or any amendment thereto, this Corporation shall, in addition to the ahnvc. havethe following generd rights, privileges and powers:

(a) To continue as a Corporation under its corporate name perpcuiiiy:

(b) To sue and be sued In its corporate name;

(c) To have a corporate seal and to alter the same at plco.sure; pnividvil.however, that the use of n corporate scat or an impression thereof sluill mu he requiredupon, and shall not affect the validity of any instrument whatsoever;

(d) To acquire, own, hold, use, lease, mortgage, pledge, sell, oouvcn itrotherwise dispose of praperty, real or personal, tangible or inuuigible:

(e) To bojTow mosey and to issue; sell or pledge its obligations and evidencesof indebt^ness, and to mortgage its property and ftancliises to secure the paytneiuthereof, provided, however, that a vote of two-thirds (2/3) oftlic vote of the members isrequired before any such a^ion to encumber the common area(s) is undertaken;

(i) To cany out its purposes in this state and elsewhere;

(g) To acquire, hold, own and vote and to sell, assign, transfer, mortgage,pledge or otherwise ̂ pose of tfie capital stock, bonds, securities, or evidences ofindebtedness of any other corporadon, domestic or foreign, Insofar as the same shall beconsistent with the purposes of the Corporation;

(h) To appoint such ofticers and agents as the affairs of the Corporation mayrequire and to define their duties and fix their compensation;

(i) To make by-laws for the govcminem and regulation of its nlTairs:

(I) To cease its activities and to dissolve and surrender its coqroratc IranchiHc.provided, however, that a vote of two-thirds (2/3) of tlte vote of the members is requiredbefore any such action is undertaken;

(k) To do all acts and things necessary, convenient or expedient to caiT\' outthe purposes for which it is formed; provided, however, that tlie Corporation shall not. byimplication or construction be deemed to possess the power of engaging in any activitiesfor tlic purpose of or resulting In the pecuniary remuneration of its members as such, butthis provision shall not be deemed to prohibit reasonable compensation to members forservices actually rendered: nor shall the Coiporotion be prohibited from engaging in anyundertaking for profit so long as such undcrtaldng docs not inure to the profit of itsmembers,

ARTICLE III

Limitation of Powers

t. Tltc Corporation shall not issue capital stock.

2. The Corporation must receive sixty percent (60%) or more of it.s gross inci uiicfrom membership dues, fees or assessments from the Owners of Villas.

3. 'lite Coiporalion must make ninety percent (90%) or more of Its expenditures forthe acquisition, construction, nuinagement, maintenance, and earc of Corporation propurt>.

4. Upon dissolution oftbe Coiporalion, no member, director, oiltccr. or any prirutcindividtml will be entitled to share in the distribution of the Corporation's assets. Upondissolution, the Board of Directors shall, after paying or making provision for the payment ol'ai!

liabilities of Corpoxation, diqtosc of all the assets of the Coiponition exclusively for thepurposes of the Coiporation as the Boaid of Directors shall determine. Any such assets not sodisposed of drall be dl^iosed of by a Judge of the Cimiit Court Of Monroe County, Indiana,exclusively for such purposes, or to such oigaidzst!on(s), as said Court shall determine, whichare organized and operated exclusively for such purposes.

ARTICLEIV

Period of Existence

The period during which the Corporation shall continue is perpetual.

ARTICLE V

Resident Agent and Principal Ofllco

1. Resident Acent. The name and address of the Resident Agent in cluirgc of ilwCorporation's principal office is:

Steven A. Newsom

3816 P^per Chase CourtBloomington IN 47401

2. Prindnal Office. The post oflicc address of tlic principal office of theCorporation is:

120S North Walnut StreetBloomington, Indiana 47404

ARnCLBVI

Membershin

1. Classes. There shall be one class ofmembers and the quali lication ofmembership shall be ownership of a home in RoseWood at Hyde Park, a planned unitdevelopment in the City of Bloomington, Monroe County, Indiana.

2. Rights. Preferences. Limitations and Rcstriciions of Classes. All incmlxTs shallhave equal powers.

3. Voting Ritdus of Classes. Each home shall have one vole, the exercise ihercof tobe decided among the owners of the home. No vote shall be cast unless all assessnncnts and due.son said home are current.

ARllGLEVII

Directors

1. Number of Directors. The Initial Board ofDircciors is composed of Uircc (3)members. If the exact number of Directors Is not stated, the minimum number shall be three (3)and the maximum number shall be seven (7). Provided, however, that the exact number o!directors shall be prescribed fiom time to time in the By-Laws of the Corporation: ANDPROVIDED FURTHER THAT UNDER NO CIRCUMSTANCES SHALL IHE MINIMUMNUMBER BE LESS THAN THREE (3).

2. Names and Post Office Addresses of the Directors, lite name and post olllccaddresses of the initial Board of Directors arc:

Name

Steven A. Newsom

FiedetidcD.Byers

Lori A. Newsom

Zip(;iiy State C't>de

Dloomington IN 47401

Bloomington IN 47401

Hloomingtoii IN 47401

Building orNumber and Street

3816 Pepper Cbase Court

2528 Buttonwood Lane

3816 Pepper Chase Court

ARTICLE VIII

Incorporator

Building orNumber and Street

3816 Pepper Chose Court

ARTICLE IX

Statement of Property flf Any)

A statement of the property and an estimate of dm value Utcreof. to be taken over hy thisCorporation at or upon its incorporation arc as follows: The Corporation shall take over certainreal estate located in RoseWood at Hyde Park, a subdivision of the City of Bloomingum. inMonroe County, State of Indiana, which area has been reserved as common area upon the phil orplats of the subdivision of RoseWood at Hyde Pork, tiie estimates value of which is SI .(MID.OO.

Name

Steven A. Newsom

/.ipCity .State <*odc

Bloomington IN 47401

ARTICLE X

Provision for Regulation and Conduct

Of the Affairs of Coraoration

Other provisions, consistent with the laws of this state, for tlic regulation and conduct ofthe afiairs of ̂s Corporation, and creating, defining, limiting or regulating the powers of thisCoiporadon, of tho directors or of the members or any class or classes of members arc usfollows: The regulation and the conduct of the affairs of this Corporation, and the croatinn.definttion, limitation and regulation of the powers ofthe Corporation, other than spccillcally setforth hereinabove, shall be accomplished by the "Qy-laws" of tlic Corporation, which shall headopted by the Board of Directors of the Corporation, pursuant to law.

IN WITNESS WHEREOF, the undersigned, being the Incorporotor designated in ArticleVm, executes these Articles of Incorporation ond ccctifics to the imtli of the facts there .statedthis HhK day of , 2004,

Steven A. Newsom

I afflnn under the penalties for perjury (liat the above and foregoing representations oretrue and correct to the best of my knowledge and belief.

Steven A. Ncwsoin

Ihis Instrument Prepared By:

Frank A. Bambart

BARNHART, S'ltJRGEON & SPENCERP.O. Box 1234

Bloomington IN 47402(812)332-9476

EXHIBIT "B"

Amended and Restated Bylaws for Rosewood at Hyde Park Homeowners Association, Inc.

28

AMENDED AND RESTATED BYLAWS

OF

ROSEWOOD AT HYDE PARK HOMEOWNERS ASSOCIATION, INC.

AN INDIANA NOT-FOR-PROFIT CORPORATION

AWTTcnr.F.mMii'.

Identification and Applfcabilitv

Section 1.1 Identification and Adoption. Tliese Ametided and Restated Bylaws areexecuted simultaneously widi die execution of die Amended and Restated Declaration ofCovenants, Conditions and Restrictions of Rosewood at Hyde Park Homeowners Association,tiic. (hereinafter referred to as die '^Amended Declaration**) to which these Bylaws are attachedand of which diey are made a part Hie Amended Declaration is incorporated herein by referenceand all of die covenants, conditions, rights, restrictions, and liabilities thmein contained shallapply to and govern the interpretation of diese Bylaws. The definitions and terms as defined andused in the Amended Declaration shall have die same meanings in these Bylaws and reference ishereby made to the definitions in Section 1 of die Amended DecIaratioiL The provisions of theseBylaws shall apply to die Rosewood at Hyde Park Real Estate and to die administration andconduct of the af^rs of the Association.

Section 1Jt Individual Applicafion. All of the Owners, tenants, their guests andinvitees, or any odier person who mi^t now or hereafter use or occupy any Lot or any part ofthe Rosewood at Hyde Park Real Estate as provided di^in, shaU be subject to the rules,restrictions, terms and conditions set fordi in the Amended Declaration and these Bylaws, as thesame may be amended jfrom time to time.

ARTICLE TWO

MgetfnffStff Affsociatiftn

Section 2.1 Purpose of Meetings. At least annually and at such other times as may benecessary or appropriate, a meeting of the Owners shall be held for die purpose of electing theBoard of Directors, approving the annual budget, which includes the monthly assessment, andfor such other purposes as may be required by die Amended Declaration and these Bylaws.

Section 2.2 Annual Meetings. Annual meetings shall be held in the month of Octoberor November of each calendar year. At each annual meeting, the Owners shall elect the Board ofDirectors of the Association based on alternating three-year terms in accordance with theprovisions of these Bylaws and transact such other business as may properly come before diemeeting.

Section 2.3 Special Meetings. A special meeting of the Association may be called by

resolution of die Board of Directors or upon a mitten petition of the Owners who have not lessthan ten percent (10%) of the unit membership votes. A written request shall be presented to thePresident or Secretaiy of the Association and shall state the purpose for which the meeting is tobe called. No business shall be transacted at a special meeting except as stated in the writtenrequest

Section 2*4 Notice and Place of Meetings. A meeting of the members of theAssociation shall be held at any suitable place in Monroe County, Indiana, as may be designatedby die Board of Directors. Notice stating the date, time, place of any meeting, and in the case ofa special me^ng the puipose(s) for which die meeting is called, shall be delivered, mailed oremailed by die Secretary of the Association to each Owner, not less than fourteen (14) days priorto die date of such meeting. The notice shall be delivered, mailed or emailed to the Owner attheir address as it appears upon the records of the Association. Attendance at any meeting inperson or by proxy shall constitute a waiver of notice of such meeting. All electronic mailnotices to a registered electronic mail address with die Secretary shall suffice for any noticerequired to be given to an Owner by these Bylaws.

Section 2.5 Substitute Annual Meeting. If the annual meeting shall not be held in amonth designated by the Bylaws, a substitute annual meeting may be called in accordance withthe provisions of Section 2.4 of fois Article. A meeting so called shall be designated and treatedfor all purposes as the annual meeting.

Section 2.6 Voting. For the purposes of the conducting of meetings and voting atmeeting, each Owner shall be entided to one vote for each Lot owned. All persons holding aninterest in any Lot shall be members provided; however, each Lot r^resented shall have onlyone vote as foe Owner may determine.

2.6.1. Multiple Owner. Where foe Owner constitutes more than one person, or isa partnership, there shall be only one voting representative entided to foe vote allocable tothat Lot At the time of acquisition of title to a Lot by a multiple owner or a partnership,those persons constituting such Owner or foe partoers shall file with foe Secretary of theAssociation a proxy appointing one of *such persons or partners as the voting representativefor such Lot which shall remain in effect until such appointed representative relinquishessuch appointment in writing, becomes incompetent, dies, or such appointment is otherwiserescinded by order of a court of competent jurisdiction, or foe subject Lot which forms foebasis of foe vote is conveyed.

2.6.2. Voting bv Corporation or Trost Where a corporation or trust is an Owneror otherwise entitled to vote, foe trustees may cast foe vote on behalf of foe trust, and foeagent or other representative of foe corporation duly empowered by foe board of directorsof such corporation shall cast foe vote to which the corporation is entitled.

2.6.3. Proxy. At all meetings of members, each member may vote in person or byproxy. All proxies shall be in writing and filed with foe Secretary of foe Association beforethe appointed time of each meeting. Every proxy shall be revocable and shall automaticallycease upon conveyance by foe member of his or her Lot; or, upon receipt of a notice by foe

Secretary or the Board of Directors of the deadi or judicially declared incompetence of amember, or, upon the expiration of eleven (11) months fiom the date of the proxy. A formof proxy or writtm ballot may provide an opportunity to specify approval or disapprovalwi& respect to any proposal.

2.6.4. Quorum. Except where otherwise expressly provided in the AmendedDeclaration or these Bylaws, the Lot Owners representing fiffy-one percent (51%) of allthe Lots taken together, shall constitute a quorum at all meetings. The term majority of LotOwners or majority of vote, as used in these Bylaws, shall mean the Lot Owners entitledto not less than fifty percent (50%) of the votes in accordance with the AmendedDeclaration as such may be amended fiom time to time and shall mean a majority ofthe persons or votes present or represented at such meeting.

2.6.5. Conduct of Annual Meeting. The Chairman of the meeting shall be the

President of die Association. The President shall call the meeting to order at the dulydesignated time, and business will be conducted in the following order

Prior Meeting Minutes. The Secretary shall present the minutes of the lastannual meeting and the minutes of any special meeting held subsequentthereto.

Treasurers Report The Treasurer shall report to the Members concerningthe financial condition of die Association and to answer relevant questionsof the Members concerning the Common Area Expenses and financialreport for the prior year and die proposed budget for the current year.

Budget The proposed budget for the next calendar year shall be presentedto the Owners for approval

Election of Board of Directors. Nominations for die Board ofDirectors maybe made by any Owner fiom those persons who are eligible to serve. Suchnominations must be in writing and presented to the Secretary of theAssociation not less than twenty (20) days prior to the annual meeting.Voting for the Board of Directors can be made by paper ballot or a show ofhands. Each Owner may cast his or her vote for each of as many nomineesas are to be elected; however, he or she shall not be entitled to accumulate

. his or her votes. Those persons receiving the highest number of votes shallbe elected.

Other Business. OUier business requiring a vote of the Owners may bebrought before the meeting only upon a written request submitted to theSecretary of the Association not less than twenty (20) days prior to the dateof the meeting; provided, however, that such a written request may bewaived at the meetiag if agreed by a majority of the Owners.

Ad|niiinment- Upon completion of all business before die Association, the

President; iq)on die motion of any Owner, may adjourn the meeting;provided, however, that no annual meeting with a quorum shell beadjourned until a budget is ̂ proved by the Lot Owners for the upcomingyear.

ARTICLE THREE

Board of Directors

Section 3*1 Board of Directors.

3.1.1. The affoirs of the Association shall be governed and managed by die Boardof Directors. The Board of Directors shall be composed of five (5) persons, or by suchCommittees as the Board may establish pursuant to die Bylaws.

3.1.2. Directors shall be elected at die annual meeting ofdie Association and diosepasons who receive the highest number of votes shall be deemed to have been elected.The size of the Board ofDirectors may be inoteased fixjm time to time upon (he afSnnativevote ofnot less dian sixty-she and two-thirds percent (66 2/3%) ofall Owners provided thatthe Board of Directors shall not be less than five (5) in number nor more than seven (7).Each Director shall hold office for a period of three (3) years or until his or her death,resignation, retirement removal, disqualification or his or her successor is elected andqualified; provided, however, the Board of Directors will ensure that staggered terms willbe maintained. The term for the Director shall run from January 1 to December 31 thefollowing year. Each Director shall be one of die Owners and must be in compliance at thetime of his or her election with all covenants, terms, conditions and obligations of theseBylaws and die Amended Dilatation. In the event an Owner is a coiporation, partnership,trust or odier legal entity, odier than a natural person, or persons, dien an officer or directorof such corporation, i^rtner of such partnership, beneficiary of such trust or rnanager ofsuch other legal entity, shall be eligible to serve as a member of the Board of Directors.Nothing herein contained shall be construed to prevent the election of a Director to succeedhimself.

3.1.3. The Owners, by an affirmative vote of not less that sixty-six and two-thirdspercent (66 2/3%) of all persons present and entided to vote, at any meeting of theOwners at whidi a quorum is present may remove any member of die Board of Directors,with or without cause.

3.1.4. Vacancies in the Board, including vacancies due to any increase in thenumber of persons on the Board shall be filled by majority vote of the remainingDirectors thereof Any director so elected or appointed to fill a vacancy shall hold officefor a team equal to the uneiqiired term of the Director he or she succeeds.

3.1.5. Excqpt as otherwise provided in the Amended Declaration, the CommonArea shall be managed by die Board and the Board shall act by majority vote of thosepresent at its meetings when a quorum exists. Meetings of the Board may be called, held

and conducted in accordance with such regulations as the Board may adopt A majorityof die total number of members of die Board ̂all constitute a quorum.

3.1.6. All meetings of the Board shall be open to attendance by any Owner,exc^t that the President may call the Board into executive session on matters ofpersonnel, motions of the rules and regulations of the Association, and matters ofsimilar sensitivity. Any action taken by die Board in executive session shall be recordedin the minutes.

3.1.7. Any action required or permitted to be taken at any meeting of the Board,whether done betore or after die action is taken, may be taken without a meeting. Suchconsent may be made in writing or throu^ email communication, if such consent isdocumented in the minutes of the next Board meeting.

3.1.8. Any notice required to be given to any Director may be given by electronicmail if die Director has provided an electromc mail address to the Secretary of theAssociation. All notices provided to the Director electronically shall satisfy allrequirements contained in these Bylaws.

Section 3.2 Powers of the Board of Directors. The Board of Directors shall have suchpowers as are reasonably necessary or appropriate to accomplish the performance of their duties.These powers include, but are not limited to, the power:

3.2.1. To enter into contracts and incur liabilities;

3.2.2. To acquire, hold encumber and convey, in die Association's name, anyri^t, title or interest to real estate or personal properQ^

3.2.3. To grant easements for any period of time, including permanent easements,and grant leases, licenses and concessions, throu^ or over the common areas;

3.2.4. To remove a member of the Board of Directors in die event such membershall be absent jfiom three consecutive, regular meetings of the Board of Directors withina fiscal year,

3.2.5. To employ a professional Managing Agent to assist the Board of Directorsin performing its duties;

3.2.6. To purchase for the benefit of the Owners such equipment, materials,labor, and services as may be necessary in the judgment of the Board of Directors;

3.2.7. To procure tor die benefit of the Owners insurance coverage tor allCommon Areas as outlined in the Amended Declaration;

3.2.8. To employ legal counsel, architects, contractors, and others as in thejudgment of the Board of Directors may be necessary or desirable in connection with the

business and affairs of the A^ociation;

3S1.9, To include the costs of all of the above and below as Common AreaExpenses and assessments and to pay all of such resulting costs;

3^.10. To cause additional impiov^ente to be made as part of die CommonAreas

3 J2.11. To consent to amendment of the Amended Declaration as diereln

provided;

3.2.12. To adopt, revise, amend and alter from time to time reasonable rules andregulations widi respect to use, occupancy, operation and enjoyment of Rosewood atHyde Park Real Estate or the Common Ar^;

3.2.13. To open and maintain abank account or accounts in the name of theAssociation.

Section 33 Limitations on Board Action. The authority of die Board of Directors toenter into contracts shall be limited to contracts involving a total expenditure of less than TenThousand Dollars ($10,000.00) widiout obtaining the prior approval of a majority of Owners,except in die following cases:

3.3.1. Contracts for replacing or restoring portions of the Common Area damagedor destroyed by fire or other casualty where the cost diereof is payable out of insuranceproceeds actm^y received;

3.3.2. Proposed contracts and proposed expenditures expressly set forth in theproposed annual budget as approved by the Owners at die annual meeting.

Section 3.4 Compensatioii. No Director shall receive any compensation for any serviceto the Association except to such extent as a Director may be reimbursed for actual eiqiensesincurred in the performance of the Director's dudes.

Section 3.5 Meetings. R^ular meetings of the Board of Directors may be held at suchtime and place as shall be determined fit>m time to time by a majority of Directors. The Presidentor Secret^ shall give notice of regular meeting of the Board to each Director personally, by mailor email, at least five (S) days prior to the date of such meeting. A special meeting of the Board ofDirectors may be called by the President or any two members of die Board of Directors. Theperson or persons calling such meeting shall give written notice diereofto the Secretary, who shalleither posonally, by mail or email, at least th^ (3) days prior to the date of such special meeting,give notice to the Directors. The notice of the meeting shall contain a statement of die purpose forwhich the meeting is called. Such meetmg shall be held at such place as designated in the notice.

Section 3.6 Telephone Commonication in Lieu of Attendance. A Director mayattend a meeting of die Board of Directors by using an electronic, internet or tel^honic

communication method whereby the Director may be heard by the other members and may hearthe deliberation of the other membras on any matter properly brought before the Board ofDirectors. The Director's vote shall be counted and die presence noted, as if that Director werepr^ent in person on that particular matter.

Section 3.7 Waiver of Notice. Before any meeting of the Board of Directors, anyDirector may, in writing or by email, waive notice of such meeting and such waiver shall bedeemed equivalent to the giving of su^ notice. The presence of any Director at a meeting shall,as to such Director, constitute a waiver of notice of the time, place, and purpose thereof. If allDirectors are present at any meeting of the Board of Directors, no notice sh^ be required and anybusiness may be transacted at such meeting.

Section 3.8 Quorum. At all meetings of the Board a majority of the Directors shallconstitute a quorum for die transaction of business and die votes of the majority of the Directorspresent at a meeting at which a quorum is present shall be the decision of the Board.

Section 3.9 Non-Liability of Directors. The Directors shall not be liable to theAssociation for any error or mistake of judgment ex^cised in carrying out their duties andre^nsibilities as Directors, except for their own individual willful misconduct, bad faith or grossnegligence. The Association shall indemnify and hold harmless each of die Directors against anyand all liabilify to any person, firm or corporation arising out of contracts made by die Board ofDirectors on behalf of the Association unless any such contract shall have been made in bad faithor contrary to the provisions of die Amended Declaration or Bylaws. It is intended that theDirectors shall have no personal liability with respect to any contract made by them on behalf ofthe Association. Bvery contract made by the Board shall provide that the Board of Directors, inexecuting such contract, is acting as agent for die Association and shall have no resulting personalliability.

Section 3.10 Additional Indemnity of Directors. The Association shall indemnify anyperson, his or her heirs, agents, assigns, and legal representatives, made a part to any action, suitor proceeding by reason of the foct that die person is or was Director of foe Association, againstthe reasonable eiqienses, including attorney's fees, actually and necessarily incurred by foeDirector in connection with foe defense of such action, suit or proceeding, or in connection withany appeal therein, exc^t as otherwise ̂ cifically provided herein in relation to matters as towhich it shall be adjudg^ in such action, suit or proceeding, if it shall be found by a majority ofthe Owners that such Director was not guilty of gross negligence or misconduct hi making suchfindings and notwithstanding foe adjudication in any action, suit or proceeding against a Director,no Director shall be considered or deemed to be guilty of or liable for negligence or misconduct infoe performance ofhis or her duties where acting in good foifo, such Director relied on foe booksand records of foe Association or statements or advice made by or prepared by foe Managing Agentof the Association or any ofGcer or mnployee thereof, or any accountant attomey or ofoer person,firm or corporation employed by foe Association to render advice or service unless such Directorhad actual knowledge of foe falsity or incoriecmess thereof; nor shall a Director be deemed guiltyof or liable for negligence or misconduct by virtue of foe fact that foe Director foiled or neglectedto attend a meeting or meetings of foe Board of Directors.

ARTICLE FOTTR

Ollicers

1. til. ^®®"®''''e^®«'a««nHieprincipalofficeisofaieAssociationSMll D® Jteident; Vice President Secretaiyn*reasurer or Secretaiy and Treasurer, all ofwhom shaU be elected by the Board of Directors. TheDirectors may appoint an AssistantTreasurer and an Assistant Secretary and such othw ofScers as in their judgment may benecessaiy. Any two or moio ofiBces ihav he helH hv thA eamo

» erwiw* w ̂w«AX/iAAJiwu vjr iAiw DCXoOBU X5V^«y QTTICgr iVlll SOFVO 10'term of one (1) year except an officer filling the vacancy created by resignation, death orremoval of his or her successor in which case, die officer shall serve for die unexpired term ofhis or her successor.his or her successor.

SMfion4.2 Election of Officers. The officers of die Association shall be elected

^ meeting of each new Boaid. Upon an affiimative vote of a two-thiras (2/3) majority of all members of die Board, any officer may be removed either with orwithout cause and the officer's successor elected at any regular meeting of the Board or at anyspecial meeting of the Board called for such purpose.

Section 4.3 ̂ The President. The President shall be elected fiom among the Directorsand shall be the chief ̂ ecutive officer of the Association. The President shall preside at allmeetings of the ̂ sociation and of the Board of Directors, shall have and discharge all the generalpowere md duties usually vested in die office of the President or chief executive officer of anassociation or a stock corporation organized under the laws of Indiana, including, but not limitedto, tbe power to appoint committees firom among the Owners as (s)he may deem necessary to assistin the af&irs of the Association and to perform such other duties as the Board of Directors mayfiom time to time prescribe.

Section 4.4 The Vice President. The Vice President shall be elected from among theDirectors and shall perform all duties incumbent upon the President during die absence ordisability ofthe President. The Vice President shall also perform such otiier duties as these Bylawsmay prescribe or as shall, fiom tune to tune, be imposed upon him by the Board or by the President

Section 4.5 The Secretary. The Secretary shall be elected firom among die Board ofDirectors. The Secretary shall attend all meetings ofthe Association «ncl of the Board of Directorsand shall keep or cause to be kept a true and complete record of proceeding of such meetings,shall perfiirm all other duties incident to die office of die Secretary, atirf such other duties as firomtime to time o^y be prescribed by die Board. The Secretary shall ̂ ecifically see that all noticesof the Association or the Board are duly given, mailed or delivered, in accordance with theprovision of these Bylaws.

Section 4.5 The Treasurer. The Board shall elect finm amnng the Directors a Treasurerwho shall maintain a correct and complete record of account showing accurately at all times thefinancial condition of the Association and such odier duties incident to die office of Treasurer.The Treasurer shall be tbe legal custodian of all monies, notes, securities anH odier valuables

which may from time to time come into possession of the Association, and shall immediatelydeposit all funds of the Association in some reliable bank or other depository and shall keepbank account in the name of the Association.

Section 4.7 Assistant Officers. The Board of Directors may from time to time designateand elect from among the Owners an Assistant Secretary and Assistant Treasurer, who shall havesuch powers and duties as the officers whom they are elected to assist shall delegate to them andsuch other powers and duties as these Bylaws or the Board of Directors may prescribe.

Secfion 4.8 Agreements, Contracts, Deeds, Checks, etc. Exc^t as provided in theseBylaws, all agreements, contracts, deeds, leases, checks, and other instruments of the Associationshall be executed by the President of the Association or by any other Officer, person or personsdesignated by the Board of Directors.

Section 4.9 Compensation. No ofQcer shall receive compensation from theAssociation for acting as such.

ART[(XEFIYK

Rules and Regulations

The Board of Directors may promulgate such additional mles and regulations regardingthe operation of Rosewood at Hyde Park Real Estate, including but not limited to the use of theCommon Areas, as it may deem necessary from time to time and such rules as are adopted maybe amended by a vote of a majority of the Board, and the Board shall cause copies of such rulesto be delivered, mailed or emailed promptly to all Owners at least fifle^ (15) days prior to theeffective date thereof Any rule or regulation promulgated by the Board of Directors may beenforced by the Board of Directors.

ARTICLE SIX

Amftniimenttnltvlflws

These Bylaws may be amended by a vote of not less than sixty-six and two-thirds percent(66 2/3%) of the vote of the Owners in a duly constituted meeting called for such purpose.

Certified to be the Amended and Restated Bylaws adopted by consent of die Owners ofthe Rosewood Homeowners Association, Inc., dated this of 2019

ASSOCIATION, INC.ROSEWOO

■Ai ^By:

By:

STATE OF INDIANA ))SS:

COUNTY OF MONROE )

President

, Secretary

Dennis Elliott known to me to be the President of the Rosewood at Hyde ParkHomeowners Association, Inc. personally appeared before me, a Notary Public, in and for saidCounty and State on the day of A^if 2019, and acknowledged the executioiof the foregoing Amended and Restated ̂ laws of Rosewood at Hyde Park HomeownersAssociation, Lie.

My Commission Expires: i, iSfVL

My County of Residence: Mcaroe.

Dtzwa WricgyPrinted

DIANA M. WILCOXNotary Public

SEAL

10

STATE OF INDIANA )) SS*

COUNTY OF MONROE )

John Passanisi known to me to be the Seoretaiy die Rosewood at Hyde Park HomeownersAssociation, Inc. personally appeared before me, a Notary Public, in and for said County andState on die Z>|44\ day of Aprtl , 2019, and acknowledged the execution of thefoKgoiagAmended and Restated Bykws of Rosewood at Hyde Park Homeowners Association,Inc.

My County of Residence: Monroe.

My Commission Expires: %j tOZT Diat»io Wi'lcoirPrinted

DIANA M WILCOXNotary Public

SEAL

State of IndianaMy Commission Expires June 8,2022

I aftirm under penalties of perjury, that I have taken reasonable care to redact each socialsecurity number in this document, unless required by law. /s/Pamela J. Hensler

This instrument prepared by Pamela J. Hensler, Mallor Grodner, LLP, 511 Woodscrest Drive,Bloomington, Indiana 47401; (812) 332-5000.

11

EXHIBITS"

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EXHIBIT "E"

Rosewood Design Guideline: Window

EXHIBIT "F"

Rosewood Design Guideline: Window

EXHIBIT "G"

Rosewood Design Guideline: Chimneys

EXHIBIT "H'

Rosewood Design Guideline: Shutters

t?

EXHIBIT "I"

REQUEST FOR ALTEEIATION OR IMPROVEMENT TO PROPERTY

To: Board of Directors / Rosewood at Hyde Park Homeowners Association

From:

Date Name

Street Address Phone

Please include drawing or sketch depicting location and dimensions of the structure, alteration,landscaping, materials to be used, contractor name, insurance, building permit (if required) etc.

Description of Request

Anticipated Start / Completion Dates:

Signature of Homeowner: Date:

If this request is approved, it is based only on the aesthetics and types of materials used. Onceapproval Is granted, no changes can be made without prior approval from the Board. It remainsthe homeowner's responsibility to obtain Structural Approval, If required by Monroe County. Allstructures are subject to local Building Regulations, Codes, and Restrictions of Record. Allalterations of the property are the responsibility of the homeowner to maintain. Current andfuture homeowners must maintain the addition or alteration.

Board of Directors Review and Decision: Approved Disapproved

Approved with the Foilowing Stipulations:

Board President's Signature DateReason for Disapproval if Request is Denied

Please mail this request to the Hallmark Rentals & Management, Inc.1205 North Walnut Street, Bloomington, IN 47404.

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