Brookville Lake Resort        Liberty, Indiana

THIS DECLARATION, made this 15th day of June, 1985 by Brookville Lake Resort Property Owners Association, an Indiana Association, hereinafter referred to as “Property Owners Association”.

WITNESSETH:

WHEREAS, the Property Owners Association is a recreationally oriented Subdivision on the land described in Exhibit A hereto known as Property Owners Association to consist of campsites, roads, parks and common areas as shown and described on the plats of the Subdivision recorded with the Recorder of Deeds for Union County, Indiana, and

WHEREAS, the Property Owners Association desires to subject and impose upon the lands within the Subdivision and the campsite lots and parcels located therein, certain mutual and beneficial restrictions, covenants, conditions, easements, liens and charges (hereinafter referred to as the “Restrictions”) for the mutual benefit and compliment of the various lots and parcels in the Subdivision and the future owners thereof:

NOW THEREFORE, the Property Owners Association hereby declares that all of the lots located on the lands described in Exhibit A attached hereto within the Subdivision that are designated by the Subdivision either on the recorded plats of said Property Owners Association or otherwise, as recreational in character, are held and shall be held, conveyed, hypothecate or encumbered, leased, rented, used, occupied and improved, subject to the following restrictions, all of which are declared and agreed to be in furtherance of a plan for the Subdivision, improvement and sale of said lots and are established and agreed upon for the purpose of enhancing and protecting the value, desirability and attractiveness of the Subdivision as a whole and of each of said lots situated therein. All of the restrictions shall run with the land and shall be binding upon the Members and upon all parties having or acquiring any right, title or interest in and to the real property or any part of parts thereof, subject to such restrictions. (Such persons, being sometimes hereinafter referred to as “Owners”).

1. Camping Character of the Subdivision

A. In General. Every numbered lot shown on the Subdivision Plat unless otherwise designated by the Property Owners Association for other uses, is a campsite lot and shall be used exclusively for such purposes as for parking tent-type folding trailers, self-propelled motor homes and other similar types of Mobile and movable camping equipment not over 400 square feet, Free standing tents that are erected on the ground are permitted. Converted buses or other vehicles not factory manufactured as recreational vehicles are prohibited from entering Brookville lake Resort campground. Converted Mobile Homes titled as travel trailers are prohibited after 10/8/85

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(I) In no event shall any lot be used as permanent residence, it being the express intention of the Property Owners Association that all recreational vehicles or campsite lots within the subdivision are intended for use and occupancy for recreational purposes only, and are never to be used for primary or permanent residential purposes. (Seasonal Camping is permitted April 1 through October 30) This restriction will be enforced by the Property Owners Association, or in its discretion by the County of Union, Indiana. (Revised 5-1990.)

B. No permanent or semi-permanent structure may be placed or erected on any lot designated as a campsite lot nor any trailer which is designed for permanent living quarters may be parked or placed on any campsite lot in the Subdivision, it being the intent of this Declaration to exclude Mobil homes and limit any and all types of trailers over forty (40) feet in length and to maintain the area in as open and unused condition as possible for the benefit of leisure time campers. Tables, benches, fireplaces and grills and storage sheds may be installed on the lots. Periphere open to another. Any other fence construction will be subject to the approval of the Environmental Control Committee. Temporary type skirting is permitted and will be subject to the approval of the Environmental Control Committee. (Revised 5-1990)

C. Maintenance of Lots. The owner of each lot in the Subdivision shall at all times maintain said lot in such a manner so as to prevent said lot from becoming unsightly, and specifically, such owner shall:

(1) Mow said lot at such time as may be reasonably required in order to prevent the unsightly growth of vegetation and noxious weed thereon.

(2) Remove all debris or rubbish from said lot. Abandoned vehicles or unused equipment may not be permanently stored on any of the lots. (Revised 5-1990)

(3) Prevent all existence of any other conditions that reasonably tends to detract from or diminish the aesthetic appearance of said lot.

(4) Cut down and remove dead trees from said lot.

(5) Where applicable, prevent debris or foreign materials from entering Brookville Lake.

D. Property Owners Association’s Right to Perform Certain Maintenance. In the event that the owner of any lot in the Subdivision shall fail to maintain said lot and any improvements situated thereon in accordance with the provisions of these restrictions, and any By-Laws of the Property Owners Association. (as it is hereinafter described), which from time to time may be in effect and which may be relevant to these restrictions, said Property Owners Associations shall have the right, by and through is agents or employees or contractors to enter upon said lot and repair, clean, mow or perform such other acts as may be reasonably necessary to make such lot and improvements situated thereon (if any) conform to the requirements of these restrictions.

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The costs, therefore, to the Property Owners Associations shall be added to and become a part of the annual charge to which said lot is subject, and may be collected in the same manner as the annual charge. Neither the Property Owners Association nor any of its agents, employees, or contractors shall be liable for any damage which may result from any maintenance work performed hereunder.

2. Provisions Respecting Disposal of Sanitary Wastes, Etc.

A. No outside toilets shall be permitted, and no sanitary waste or other wastes shall be permitted to enter Brookville Lake Resort, By acceptance of a deed, Purchaser agrees that any violation of this Section constitutes a nuisance which may be abated by the Property Owners Association (as in hereinunder described) in any manner provided in law for in equity. Further, the cost or expense of abatement (including court costs and attorney’s fees where applicable) shall become a charge or lien upon said lot, and may be collected in any manner provided by law or in equity for collection of a liquidated debt.

Neither the Property Owners Association nor any officer, agent, employee or contractor thereon, shall be liable for any damage which may result from enforcement of this section.

B. The Brookville Lake Regional District provides the sewer system for the Property Owners Association. The owner of each lot is directly liable to them for the cost of this sewage service as required by Indiana Law. (By-Laws Comm. 5-13-95)

3. General Prohibitions.

A. In General. No noxious or offensive activities shall be conducted on any lot in the Subdivision nor shall anything be done on any of said lots that shall become or be an unreasonable annoyance or nuisance to any owner of another lot in the Subdivision.

B. Signs. No signs or advertisements shall be displayed on any lot or structure in the Subdivision without the prior written approval of the Environmental Control Committee.

C. Animals. All animals must be registered upon entering the Subdivision, No animal shall be kept or maintained on any lot in the Subdivision, except the usual household pets and, in such case, such household pets shall be kept confined or attached to a tether so as not to become a nuisance.

D. Vehicle Parking. No vehicle shall be parked on any street in the Subdivision, No less than one off street parking space shall be provided by each lot owner.

E. Disposal of Garbage. Trash and Other Like Household Refuse. No owner of any lot(s) in the Subdivision shall burn or permit the burning of doors of garbage, trash or other like household refuse, nor shall allow such refuse on his lot(s), except as may be permitted in Sub-paragraph F. below. (3)

F. Concealment of Trash Receptacles. Every outdoor receptacle for ashes, trash, rubbish or garbage shall be installed or shall be so placed and kept so as not to be visible from any street within the Subdivision at any time. All refuse shall be placed in containers provided.

G. Removal of Trees. No tree over six (6) inches in diameter may be removed from any lot in the Subdivision without having first obtained the written consent thereto of the Environmental Control Committee.

H. Limited Access. There shall be no access on any lot in the perimeter of Brookville Lake Resort, except from designated roads within the Subdivision.

I. Ditches and Swales Shall Not Be Obstructed. It shall be the duty of every owner of every lot in the Subdivision on which any part of any open storm sewage drainage ditch or swale is situated to keep such portion thereof as may be situated upon his lot continuously unobstructed and in good repair.

J. Governmental Regulations. All lot owners will be subject to the regulations of such governing body or bodies, regulating such areas.

4. The Environmental Control Committee.

A. Powers of Committee

(1) Generally. No improvements of any type or kind may be constructed or placed on any lot in the Subdivision without the prior written approval of the Environmental Control Committee. Such approval shall be obtained only after written application has been made to said Committee by the owner of the lot requesting authorization from the Committee. Such written application shall be in the manner and form prescribed from time to time by the Committee, and shall be accompanied by two (2) complete sets of plans and specifications for any such proposed construction or improvement. Such plan shall include plot plan showing the locations of all improvements existing upon said lot and the location of the improvements proposed to be constructed or placed upon said lot, each properly and clearly designated. Such plans and specifications shall set forth the color and composition of all exterior materials proposed to be used, and any proposed landscaping, together with any other materials or information which said Committee may require. All plans, drawings, etc. required to be submitted to said Committee shall be as the Committee may require. There shall also be submitted, where applicable, the permits or reports required under Section 3 of these restrictions. No grading of the lot shall be permitted without approval of the Committee; so as not to inhibit the natural flow of water from rainfall throughout the park. (Revised 5-1990.)

(ii) Power of Disapproval. The Committee may refuse to grant permission to make the requested improvement when:

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(aa) The Plans, specifications, drawing or other material submitted are themselves inadequate or incomplete, or show the proposed improvements to be in violation of these restrictions.

(bb) The design or color scheme of a proposed improvement is not in harmony with the general surroundings of said lot.

(cc) The proposed improvement, or any part thereof, would, in the opinion of the Committee, be contrary to the interest, welfare or rights of the owners of other lots in the Subdivision.

(2) Power to Grant Variances. The Board may allow reasonable variances or adjustments of these Restrictions where literal application thereof would result in unnecessary hardship. Provided, however, that any such variance or adjustment is granted in conformity with the general intent and purpose of these Restrictions and, that the granting of a variance or adjustment will not be materially detrimental or injurious to other lots in the Subdivision. Variances are not preserved with the sale of the lot. (Revised 5-1990)

B. Duties of Committee. The Committee shall approve or disapprove of proposed improvements within thirty (30) days after all required information shall have been submitted to it. One copy of submitted material shall be retained by the Committee for its permanent file. All notifications to applicants shall be in writing and, in the event that such notification is one of disapproval, it shall specify the reasons for such refusal.

C. Composition of Committee: The committee shall be composed of three or five members who shall be appointed by the Board of Directors and who will be subject to removal by the Board of Directors at any time. (Revised 9-27-97)

D. Liability of Committee, Etc. Neither the Committee nor any agent thereof, or the Property Owners Association, shall be responsible in any way for any defects in any plans, specifications or other materials submitted to it, nor for any defects in any work done according thereto.

E. Duty of Inspections. To the extent that inspection of improvements constructed is not provided for an appropriate government agencies, it shall be the duty of the Committee to inspect work being performed with its permission to assure compliance with these Restrictions and applicable regulations. Final inspection of improvements by Committee will be mandated. (Revised 5-1990.)

5. Easements.

The Property Owners Association reserves unto itself certain easements along, across, over and upon the real estate that constitutes the Subdivision. The easements so reserved by the Association are described as follows:

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A. There is hereby created a blanket easement upon, across, over and under the Subdivision for ingress, egress, installation, replacing, repairing and maintaining all utility and service lines and systems, including but not limited to, water, sewer and electricity, By virtue of this easement it shall be permissible for the providing utility or service company to install and maintain facilities and equipment on said premises, to excavate for such purposes, and to affix and maintain wires, circuits and conduits on, in and under the roofs and exterior walls of improvements erected thereon providing the utility or service company restores disturbed areas to the condition in which they are found.

This easement shall in no way affect any other recorded easements on said premises. This easement, except as to the right of access for maintenance, shall be limited to improvements as originally constructed.

B. Association Easement to Correct Drainage, The Property Owners Association reserves a blanket easement and right on, over and under the ground within such property to maintain and to correct drainage of surface water in order to maintain reasonable standard of health, safety and appearance. Such rights expressly include the right to cut any trees, bushes or shrubbery, make any gradings of the soil, or to take any other similar action reasonable necessary, following which the Property Owners Association shall restore the affected property as nearly as practical to its original condition. The Property Owners Association shall give reasonable notice of intent to take such action to all affected owners, unless in the opinion of the Property Owners Association an emergency exist which precludes such notice.

C. No owners of any lot in the Subdivision shall have any claim or cause of action against the Property Owners Association, its successors, assignees or licensees, either in law or in equity, and arising out of exercise of any easement reserved hereunder, excepting in cases of willful or wanton negligence.

D. All lots in the Subdivision not bordering directly on a street or roadway will have an easement of necessity across the common area separating said lot from the nearest street or roadway to said lot for the entire width of said lot to the nearest street or roadway.

6. Ownership, Use and Enjoyment.

All streets, parks, recreation facilities or other amenities depicted on the recorded plats of the Subdivision is, and shall remain, private, therefore, no act by the Property Owners Association is, or shall be construed as a dedication to the public of any of the Subdivisions. Ownership of the streets, parks, recreational facilities and other amenities shall remain in the Subdivision of the Association. (Revised1990)

7. In General.

(1) There has been created under the laws of the State of Indiana a Not-for-Profit corporation to be known as Brookville Lake Resort Property Owners Association. Every person

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who acquires title (legal or equitable) to any lot in the Subdivision shall be a member of the Association, except that only one (1) of any number of co-owners of a lot shall be a member, all other co-owners will be associate members, and no person shall acquire such title until he shall have been approved for membership in the Property Owners Association. The real owner of a lot within the Subdivision will be subject to all the requirements and limitations imposed in these Restrictions and By-Laws, including those provisions with respect to alienation and the payment of an annual charge.

(2) In addition to the foregoing, the Board of Directors of the Property Owners Association may establish associate memberships in the Property Owners Association. Such membership shall include, but not be limited to persons who may from time to time be tenants or regular occupants of lots within the Subdivision and who are not otherwise entitles to the benefits of Memberships by virtue of being owners or co-owners of lots within the Subdivision. Such associate membership shall cease automatically upon termination of such tenancy or occupancy or upon written notice from the Board of Directors of the Association. Associate members shall have none of the rights of members to vote at Meetings of the Property Owners Association.

B. Purpose of Brookville Lake Resort Property Owners Association.

The General Purpose of the Property Owners Association are:

(1) To promote pleasure, social recreation and sports activities for its members and, their families, and quests, and to develop and maintain a recreationally oriented environment in the Subdivision.

(2) To provide a means whereby the streets, and those areas within the Subdivision designated a recreational area may be operated, maintained, repaired or replaced as needed.

(3) To provide a means for the promulgation and enforcement of all regulations necessary to the governing of the use and enjoyment of such streets, recreational areas and facilities within the Subdivision.

C. Power of Property Owners Association to Levy and Collect Charges and Impose Liens.

(I) The property Owners Association, shall have all of the powers set forth in its Articles of Incorporation, together with all other powers that belong to it by the By-Laws as well as the power to levy a uniform annual charge against members of the Property Owners Association. Such charge shall be no less than the amount approved by the Board per year, however, if the Board of Directors of the Property Owners Association, acting in accordance with the By-Laws of said Property Owners Association, shall after consideration of the financial requirements of the Property Owners Association, so determine, the annual charge may be increased per member per year.

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Only one adult person having a legal or equitable ownership in each lot shall be a member of the Property Owners Association. However, each household represented in such ownership regardless of the number of persons included therein shall be required to pay only one annual charge for each lot owned.

No charge shall ever be levied against the Property Owners Association. A “household” as the term is used herein, shall mean a family group who regularly and customarily reside together in the same house or home as a primary residence. The rights of members of the Property Owners Association as such members shall be set forth in the By-laws of the Association.

(2) The Board of Directors of the Property Owners Association shall fix the amount of the annual charge per member and the due date according to the By-Laws of the Property Owners Association and shall furnish written notice of the charge and payment date so fixed to each member.

(3) POWER OF PROPERTY OWNERS ASSOCIATION TO LEVY AND COLLECT CHARGES to Fines, Charges, and Impose Liens. (Revised 5-1990)

Any charge levied or assessed against any lot subject to these restrictions shall be the personal liability of the owner as well as constituting a lien upon the lot or lots owned by the person owing such charge or charges as of January 1, and July 1, of that year even though the exact amount thereof may not yet be determined and shall remain a lien against said lot or lots until paid. Unpaid dues are subject to payment, fines and lien procedures in a Court of Competent jurisdiction, as specified in the By-Laws.

The owners of the lot or lots subject to the charge, shall in addition to the amount of the charges at the time legal action is instituted, be obligated to pay any expense or costs, including Attorney’s fees, incurred by the Property Owners Association in collecting the same. Every person who shall become the owner of any lot subject to these restrictions, whether such ownership shall be legal or equitable, and any person who may acquire any interest in such lot, whether as an owner or otherwise, is hereby notified and by acquisition of such interest, agrees that any such liens or charges which may be extant upon said lot or lots at the time of the acquisition of such interest are valid liens and shall be paid. Every person who shall become an owner of a lot in the Subdivision is hereby notified that by the act of acquiring such title, such person will be conclusively held to covenanted to pay the Property Owners Association all charges that the Property Owners Association shall make pursuant to this sub-paragraph 7C of the restriction. (Revised 9-27-97),

(4) The Property Owners Association shall upon demand at any time, furnish a certificate in writing signed by the Officer of the Property Owners Association certifying that the assessments on a specified Lot have been paid or that certain assessments against said lot remain

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unpaid, as the case may be. A reasonable charge may be made by the Board of Directors of the

Property Owners Association for the issuance of these certificates. Such certificates shall be conclusive evidence of any assessment therein stated to have been paid.

D. Purpose of the Assessments. The charges of assessments levied by the Property Owners Association shall be used exclusively for the purpose of paying water, and electric assessments and for promoting the recreation, health, social endorsement, safety and welfare of the members of the Property Owners Association, and in particular, for the management, improvement and maintenance of the properties owned or operated by the Property Owners Association. (Word sewer removed 8-12-95 vote)

E. Suspension of the Privileges of Membership, Notwithstanding any other provision contained herein, the Board of Directors of the Property Owners Association shall have the right to suspend the voting rights (if ?? and the right to use the facilities of the Property Owners Association of any Member or Associate Member:

(1) For any period during which any Property Owners Association charge including fines, if any, owned by the Member or Associate Member remains unpaid and all electric, water and recreation at Clubhouse will be discontinued: and

(2) During the period of any continuing violation of the restrictive covenants for the development after the existence of the violation shall have been declared by the Board of Directors of the Property Owners Association: and at the discretion of the Board, Fine Procedure and Policy will be followed. (Revised 5-1990)

(3) For any violation of the By-laws or Rules and Regulations of the Property Owners Association.

8. Speed Limits.

No motor Vehicle shall be driven on any street within the Subdivision at a speed in excess of the limits as posted by the Property Owners Association. Appropriate postings of these speed limits shall be made by the Property Owners Association to which such power shall pass upon conveyance to it of the streets. The Property Owners Association shall have the power to assess fines for the violation of such speed limits in accordance with the schedule of fines promulgated by the Property Owners Association. Every such fine shall be paid promptly upon its being assessed and if it is not, the Property Owners Association may add the amount of the fine to the annual charge made by the Property Owners Association pursuant to the sub-paragraph 7C of the Restriction, and the amount of such fine shall be collectible by the same means as are prescribed in such sub-paragraph for the collection of delinquent annual charges of the Property Owners Association or through the sanctions prescribed in subparagraph 7E of the Restrictions.

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9. Utility Services and Common Facilities.

Buyer agrees that the annual assessment levied by the Property Owners Association will include the charge for water and electrical services to all private lots and common facilities owned, or to be owned, by the Property Owners Association.

10. Effect of Grantee’s Acceptance of Deed, Etc.

A. The Grantee of any lot subject to these restrictions, by acceptance of a deed conveying title thereto or the execution of a contract for the purpose thereof, whether from a developer or a subsequent owner of such lot, shall accept such deed and execute such contract subject to each and every restriction and agreement herein contained. Further, that by acceptance of such deed or execution of such contract, such persons do acknowledge the rights and powers of the Property Owners Association with respect to these restrictions and also, for themselves, their heirs, personal representatives, successors, and assigns, they do convenant and agree and consent to and with the Property Owners Association, and to and with the grantee and subsequent owners of each of the lots affected by these restrictions to keep, observe, comply with and perform such restrictions and agreements.

B. Each person also agrees, by such acceptance of a deed or execution of a contact for the purpose thereof, to assume, as against the Property Owners Association, all the risks and hazards of ownership or occupancy attendant to such lot.

11. Titles, Etc.

The title preceding the various paragraphs and sub-paragraphs of the restrictions are for convenience of reference only, and none of them shall be used as an aid to the construction of any provision of the restrictions. Whenever and wherever applicable, the singular form of any word shall be taken to mean or apply to the plural, and the masculine form shall be taken to mean or apply to the feminine or to the neuter.

12. Duration.

The forgoing covenants and restrictions are to run with the land and shall be binding on all parties and all persons claiming under them unless changed in whole or in part by the affirmative vote of 3/4 of voting members voting. (Revised 8-10-96)

B. Procedure for amending Covenants shall follow the same procedure as stated in the By-Laws Article 8 and 9 for amending By-Laws. (8-10-96)

13. Severability,

Every one of the restrictions is here by declared to be independent of and severable from the rest of the restrictions and of and from every other one of the restrictions, and

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of any from every combination of the restrictions. Therefore, if any of the restrictions shall be held to be invalid or to be unenforceable, or to lack the quality of running with the land, that holding without effect upon the validity, enforceability of “running” quality of any other one of the restrictions.

14. Mailing Address for Notices.

Each owner shall upon acquisition of a lot, provide the Property Owners Association with his current mailing address and shall notify the Property Owners Association promptly in writing of any subsequent change of address. The Property Owners Association shall maintain a file of all such addresses. Distribution of any notices to owner shall be specified in the By-Laws (Revised 8-10-96)

The Brookville Lake Resort Property Owners Association has executed this instrument on the date first written above.

BROOKVILLE LAKE RESORT PROPERTY OWNERS ASSOCIATION