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DECLARATION

OF

CONDOMINIUM

11111111111111111111111111111111111111111111111111111111111111111111111111111111

Doc 10: 002743380049 Tvee: GLR FLIed: 03/29/2006 at 12:04:09 PM Fee Amt: $106.00 Page 1 of 49 Forsvth County. GA

Doualas Sorrells Clerk SuperIor Ct

BK4212 PG586-634

FOR BALLANTRAE AT CREEKS TONE

TABLE OF CONTENTS

ARTICLE I 1

Section 1.1 General 1

ARTICLE II 2

Section 2.1 General Description 2

Section 2.2 Description ofUnits 2

Section 2.3 Alterations Within Units 2

Section 2.4 Relocation of Boundaries Between Units .2

Section 2.5 Subdivision of Units 2

Section 2.6 Description of Common Elements .2

Section 2.7 Allocation of Undivided Interests in Common Elements 2

Section 2.8 Assignment of Common Elements as Limited Common Elements .2

Section 2.9 Upkeep ofthe Condominium 2

Section 2.10 Easements and Permits .4

ARTICLE 111 5

Section 3.1 General 5

Section 3.2 Declarant Control 5

Section 3.3 Control by Unit Owners 5

Section 3.4 Allocation of Votes in the Association 6

Section 3.5 Rights of Action 6

Section 3.6 Liability of Officers and Directors 6

ARTICLE IV 7

Section 4.1 General 7

Section 4.2 Specially Assessed Common Expenses 7

Section 4.3 Other Common Expense 7

Section 4.4 Commencement of Assessments and Allocation of Liability for

Common Expenses 8

Section 4.5 Payment of Assessments 8

Section 4.6 Non-Payment of Assessments 9

Section 4.7 Disposition of Surplus Common Profits 9

Section 4.8 Working Capital Fund 9

ARTICLE V 10

Section 5.1 Insurance 10

Section 5.2 Handling of Casualty Insurance Proceeds 12

Section 5.3 Damage andDestruction 12

Section 5.4 Assessments 13

Section 5.5 Allocation of Deductible Amounts 14

ARTICLE VI 14

Section 6.1 General 14

Section 6.2 Notice to Mortgagees 14

ARTICLE VII 14

Section 7.1 Permitted Improvements and Alterations 14

Section 7.2 Residential Purposes 15

Section 7.3 Peaceful Possession 16

Section 7.4 Signs and Exterior Appearance 16

Section 7.5 Legal Requirements 16

Section 7.6 Conduits 17

Section 7.7 Equipment 1 7

Section 7.8 Conduct Affecting Insurance 17

Section 7.9 Animals and Pets 17

Section 7.10 Common Elements 18

Section 7.11 Right of Entry 18

Section 7.12 Leasing ofUnits 19

Section 7.13 Security 24

Section 7.14 Motor Vehicles, Trailers, Boats, etc .24

ARTICLE VIII 25

Section 8.1 Amendments 25

Section 8.2 Termination of Condominium 25

Section 8.3 Withdrawal of Submitted Property 25

Section 8.4 Rights of First Mortgagees 25

Section 8.5 Priority of First Mortgagees 27

Section 8.6 Professional Management 27

Section 8.7 Rules and Regulations 27

Section 8.8 Duration and Perpetuities 28

Section 8.9 Enforcement : 28

Section 8.10 Equal Treatment. 29

Section 8.11 Interpretation , 29

Section 8.12 Gender and Grammar 30

Section 8.13 Rights of Third Parties .30

Section 8.14 Notice of Sale or Lease .30

Section 8.15 Severability 30

Section 8.16 Heating of Dwellings in Colder Months .30

Section 8.17 Preparer 31

ARTICLE IX , 31

Section 9.1 Reservation ofOption 31

Section 9.2 Exercise of Option 31

Section 9.3 Expiration of Option 31

Section 9.4 Improvements on Additional Property 31

Section 9.5 Reallocations and Amendment 32

ARTICLE X 33

Section 10.1 Declarant's Reserved Easements 33

Section 10.2 Declarant's Easements for Additional Property 33

Section 10.3 Easement for Encroachments .33

Section 10.4 Easements Benefiting Additional Property .33

Section 10.5 Easement for Service Providers 34

DECLARATION

FOR BALLANTRAEATCREEKSTONE

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KNOWN ALL MEN BY THESE PRESENTS, that this Declaration for Ballantrae at Creekstone (this "Declaration"), made on this 20th day of March, 2006 by Ballantrae, LLC, a Georgia limited liability company (hereinafter called the "Declarant");

WITNESSETH:

WHEREAS, Declarant is the fee simple owner of all that tract or parcel of land located in Land Lot 810, 2nd District, I" Section, Forsyth County, Georgia, being more particularly described in Exhibit A, attached hereto and incorporated herein by this reference, together with all improvements situated thereon, (the land and improvements being sometimes referred to collectively, as the "Land") and desires to submit same to the provisions of the Georgia Condominium Act, O.C.G.A. Title 44, Chapter 3, (hereinafter sometimes called the "Act"); and

WHEREAS, said land and improvements are shown on that certain Plat of Ballantrae at Creekstone, a Condominium, prepared by McWhorter, Anderson & Gilbert, dated October 19, 2005 (hereinafter called the l1Plat"), recorded at Condominium Plat Book L Q! _, page 2 4_1-_.;Z5 '1, in the Office of the Clerk of the Superior Court of Forsyth County, Georgia; and

WHEREAS, the individual condominium units within said improvements are shown on those certain Plans of Ballantrae at Creekstone, a Condominium, by SDH Design Solutions (hereinafter called the "Plans "), recorde;h at Condominium Floor Plan Cabinet No. t? 1 ~'l2 - 21'S, Folder X in the Office of the Clerk of the

Superior rt of Forsyth County, Georgia.

NOW, THEREFORE, the Declarant, evidenced by the execution of this Declaration by Declarant, does hereby make, declare, and publish its intention and desire to submit, and does hereby submit, the Land to the provisions of the Act (said land and improvements are sometimes referred to herein as the "Condominium").

ARTICLE I

DEFINITIONS

Section 1.1 General. The terms used in this Declaration, unless otherwise specified or unless the context otherwise requires, shall have the meanings specified in O.C.G.A. §44-3-71. Statutory references shall be construed as meaning the referenced statute, or portion thereof, as the same may exist from time to time.

ARTICLE II

THE CONDOMINIUM

Section 2.5 Subdivision of Units. There shall be no subdivision of any of the Units.

Section 2.1 General Description. The name of the Condominium located on the real property in Forsyth County, Georgia, and more particularly described in Exhibit "A" hereto is "Ballantrae at Creekstone, a Condominium " . The Condominium shall include 12 residential condominium units (each such condominium unit is referred to herein as a "Unit" or collectively as the "Units"). The Condominium also includes paved parking areas, driveways, road, utility systems, and other improvements serving the Units as shown on the Plat and in the Plans.

Section 2.2 Description of Units. Each Unit is depicted on the Plans and is constructed substantially in accordance with the Plans as evidenced by the certification attached hereto as Exhibit "B," said certification being that which is required by O.C.G.A. §44-3-83(b)(2). Subject to the provisions ofO.C.G.A. §44-3-75, the boundaries of each Unit shall be the boundaries shown on Exhibit "e" attached hereto and incorporated herein by this reference. Identifying numbers and further description of the Units are set forth in Exhibit "D," attached hereto and incorporated herein by this reference.

Section 2.3 Alterations Within Units. Alterations within Units may be made pursuant to the provisions ofO.C.G.A. §44-3-90.

Section 2.4 Relocation of Boundaries Between Units. The relocation of boundaries between Units may be made pursuant to the provisions ofO.e.G.A. §44-3-91.

Section 2.6 Description of Common Elements. The common elements consist of all portions of the Condominium other than the Units.

Section 2.9 Upkeep of the Condominium. (a) Upkeep of the Condominium shall be governed by the provisions of O.C.G.A. §44-3-105, except as otherwise provided in this Section

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Section 2.7 Allocation of Undivided Interests in Common Elements. Pursuant to the provisions of O.C.G.A §44-3-78, undivided interests in the common elements are hereby allocated to each Unit as shown on Exhibit "E" attached hereto and made a part hereof by reference. The undivided interest in the common elements hereby allocated to each Unit shall not be altered except to the extent provided in Section 2.8 hereof or otherwise expressly provided by the Act.

Section 2.8 Assignment of Common Elements as Limited Common Elements. The doorsteps, porches, patios and any arbors, awnings, fences, screening and decks located adjacent to and serving each Unit as shown on the Plans are hereby assigned as limited common elements to the Unit to which they are adjacent and from which there is direct access. Any other assignment of common elements as limited common elements or reassignment of limited common elements shall be effected only by means of an amendment to this Declaration duly executed and recorded pursuant to the provisions of O.C.G.A. §44-3-82.

2.9. The Association (described in Article III below) shall maintain and keep in good repair all portions of the common elements, including the limited common elements. In particular, the Association shall be responsible for providing the following exterior maintenance to all common elements and limited common elements located in the Condominium: (i) paint, stain, repair, replace, and care for, as the case may be, all foundations, all exterior portions of the buildings and improvements that are part of the common elements including limited common elements so long as same are not part of the Units, provided that the Association will not be responsible for routine cleaning and maintenance thereof; (ii) maintain, repair and replace all gutters and downspouts, and all other exterior building surfaces, with the exception of all or any part or component of the doors, door frames, glass, windows, window frames, window screens and attached exterior light fixtures, the repair, replacement and maintenance of all of which are the responsibility of the Unit owners of the Units to which they are attached or appurtenant; and (iii) maintain, repair and replace all utility facilities serving more than one Unit and all utility facilities located in the common elements.

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The Association shall not be liable for injury or damage to any person or property (i) caused by the elements or by any Unit owner or any other person, (ii) resulting from any rain, snow, or ice which may leak or flow from any portion of the common elements, or (iii) caused by any pipe, plumbing, drain, conduit, appliance, equipment, or utility lines or facility, the responsibility for the maintenance of which belongs to the Association, becoming out of repair. The Association shall not be liable to any Unit owner for loss or damage, by theft or otherwise, of any property of such owner which may be stored in or upon any portion of the common elements, including the limited common elements. No diminution or abatement of assessments shall be claimed or allowed by reason of any alleged failure of the Association to take some action or perform some function required to be taken or performed by the Association under this Declaration, or for inconvenience or discomfort arising from the making of improvements or repairs which are the responsibility of the Association, or from any action taken by the Association to comply with any law or ordinance, or with any order or directive of any municipal or other governmental authority, the obligation to pay such assessments being a separate and independent covenant on the part of each Unit owner.

(b) Each Unit owner shall be responsible for keeping the limited common elements assigned to his Unit pursuant to Section 2.8 above in a neat, clean, and sanitary condition, including, without limitation, the watering and proper maintenance of any potted plants permitted within or on such limited common elements. Each Unit owner shall be responsible for the maintenance, repair, and replacement of such owner's Unit, including, but not limited to, all fixtures, equipment, and appliances (including, without limitation, the heating and air conditioning system) in or serving his Unit, and of all or any part or component of the doors, door frames, glass, windows, window frames, window screens, and light fixtures (interior and attached exterior) which are a part of the Unit or of the limited common elements assigned thereto. Each Unit owner shall be responsible for caring for, landscaping, repairing, replacing and maintaining the patios and landscaped areas and the gates, walls or wood fences enclosing same and which serve a particular Unit. Each Unit owner shall promptly report to the Association any defect or need for repairs, the responsibility for which belongs to the Association. No owner shall decorate, change, or otherwise alter the appearance of any portion of the exterior of his Unit or the limited common elements assigned thereto unless such decoration, change, or alteration is first approved, in writing, by the Board of Directors of the Association.

(c) In the event that the Board of Directors of the Association determines that any Unit owner has failed or refused to discharge properly his obligations with respect to the maintenance, cleaning, repair, or replacement of items for which he is responsible under this Declaration, then, in that event, the Association, except in the event of an emergency situation, shall give such owner written notice of the Association's intent to provide such necessary maintenance, cleaning, repair, or replacement at such owner's sale cost and expense, and setting forth with reasonable particularity the maintenance, cleaning, repair, or replacement deemed necessary. Except in the event of emergency situations, such owner shall have seven (7) days in which to complete said maintenance, cleaning, repair, or replacement in a good and workmanlike manner, or in the event that such maintenance, cleaning, repair, or replacement is not capable of completion within said seven (7) -day period, to commence said maintenance, cleaning, repair, or replacement and diligently proceed to complete said maintenance, cleaning, repair, or replacement in a good and workmanlike manner. In the event of emergency situations or the failure of any owner to comply with the provisions hereof after such notice, the Association may provide any such maintenance, cleaning, repair, or replacement at such owner's sale cost and expense, and said cost shall be added to and become a part of the assessment to which such owner and his Unit are subject and shall become a lien against such Unit as provided herein.

Section 2.10 Easements and Permits, The Association and the Declarant for so long as Declarant owns any Unit for purposes of sale or has the right to expand the Condominium pursuant to this Declaration shall have the right, privilege, power, and authority to grant permits, licenses, and easements upon, over, across, above, and under the common elements for utilities, roads, and other purposes reasonably necessary or useful for the proper maintenance or operation of the Condominium. In addition, there shall be a general easement in favor of the Association and the Declarant for so long as Declarant owns any Unit for purposes of sale or has the right to expand the Condominium pursuant to this Declaration upon, over, across, above, and under all of the property and improvements submitted herein, and expressly including the Units, for ingress, egress, installation, replacing, repairing, and maintaining all utilities, including, but not limited to, gas, water, sanitary sewer, storm sewer, telephone, and electricity, or other community services if and when installed, such as, but not limited to, a master television antenna, cable television system, or security system should the Association or Declarant determine to have such a system or systems installed. By virtue of this utility easement, the Association and Declarant shall be expressly permitted to erect and maintain the necessary poles and other necessary equipment on the common elements of the Condominium, and to affix and maintain wires, conduits, cables, and the like on, above, over, across, under and through the roofs and exterior walls of the improvements in the Condominium, including the Units. Should any person furnishing any such utility service request a specific easement by separate recordable documents, the Association or Declarant for so long as Declarant owns any Unit for purposes of sale or has the right to expand the Condominium pursuant to this Declaration shall have the right to grant such an easement.

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ARTICLE III

THE CONDOMINIUM ASSOCIATION

Section 3.1 General. The condominium association, "Ballantrae at Creekstone

Condominium Association, Inc." (referred to herein as the "Association"), has been incorporated as a nonprofit membership corporation under the Georgia Nonprofit Corporation Code. The organization of the Association has been duly effectuated including appointment of the first Board of Directors and election of its initial officers. Except to the extent otherwise required by the Georgia Nonprofit Corporation Code, the Georgia Condominium Act, this Declaration, or the Bylaws or the Articles of Incorporation of the Association, the powers herein or otherwise granted may be exercised by the Board of Directors, acting through the officers of the Association, without any further consent or action on the part of the Unit owners. All officers and directors of the Association shall be Unit owners or shall be the spouse of a Unit owner if, and only if, both such spouses reside in the Unit. No limitations or restrictions on the powers of the Association or its Board of Directors are provided herein. The Association, upon written request and during normal business hours, shall make available for inspection by Unit owners and lenders and by holders, insurers, or guarantors of any first mortgage encumbering a Unit, current copies of this Declarant (together with any amendments thereto), the Bylaws, any rules and regulations promulgated by the Association as provided for herein, and the books, records and fmancial statements of the Association but only to the extent same are required to be provided for inspection by the Unit owners by the Georgia Condominium Act.

Section 3.2 Declarant Control. Declarant shall have the right to appoint or remove any

member or members of the Board of Directors or any officer or officers of the Association until such time as the first of the following events occur:

(a) Unless Declarant at that time has an unexpired option to submit Additional

Property to this Declaration, the date as of which eighty (80%) percent of the Units have been conveyed by Declarant to Unit owners other than a person or persons constituting the Declarant; or

(b) Unless Declarant at that time has an unexpired option to submit Additional

Property to this Declaration, the date which is four months after the conveyance by Declarant of 75% of the Units to Unit owners other than a person or persons constituting Declarant; or

(c) The expiration of seven (7) years after the recording of this Declaration; or

(d) The surrender by Declarant of the authority to appoint and remove members

of the Board of Directors and officers of the Association by an amendment to this Declaration executed and recorded by Declarant.

Section 3.3 Control by Unit owners. Pursuant to the provisions of Section 44-3-101 of the Act, the right to appoint or remove directors and officers of the Association shall automatically pass to the Unit owner, including Declarant if Declarant owns a Unit, upon the expiration of such right.

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Section 3.4 Allocation of Votes in the Association. Each Unit owner shall automatically be a member of the Association, which membership shall continue during the period of ownership by such Unit owner. Membership shall be appurtenant to and may not be separated from the ownership of each Unit, and ownership of each Unit shall be the sole qualification for such membership. The foregoing is not intended to include mortgagees or any other persons who hold an interest merely as security for the performance of an obligation, and the giving of a security interest shall not terminate or otherwise affect a Unit owner's membership. Pursuant to the provisions of D.C.O.A. §44-3-79, the number of votes in the Association hereby allocated to each Unit is one (1), so that each Unit has an equal vote. Said votes shall be cast under such rules and procedures as may be prescribed in the Bylaws of the Association, as amended from time to time, or by law.

Section 3.5 Rights of Action. In the event of any violation of the provisions of the Act, this Declaration, the Bylaws, or any rules and regulations promulgated by the Association, the Association and any aggrieved Unit owner shall have all of the rights and remedies which may be provided for in the Act, this Declaration, the Bylaws, or said rules and regulations, or which may be provided or permitted in law or in equity.

Section 3.6 Liability of Officers and Directors. The officers and directors of the Association shall not be liable for any mistake or judgment, whether negligent or otherwise, except for their own individual willful misfeasance or malfeasance, misconduct, or bad faith. Such officers and directors shall have no personal liability with respect to any contract or other commitment made by them, in good faith, on behalf of the Association (except to the extent that such officers or directors may also be members of the Association), and the Association, as a common expense, shall indemnify and hold each such officer and director free from and harmless against any and all liability to others on account of any such contract or commitment. In addition, each director and each officer of the Association shall be indemnified and held harmless by the Association, as a common expense, from any expense, loss, or liability by reason of having served as such director or as such officer and against all expenses and liability, including court costs and reasonable attorneys' fees, incurred by or imposed upon such director or officer in connection with any proceeding to which he may be a party or have become involved by reason of being such director or officer, whether or not he is a director or officer at the time such expenses are incurred, except in cases wherein the expenses and liability arise from a proceeding in which such director or such officer is adjudicated guilty of willful misfeasance or malfeasance, misconduct, or bad faith. In the event of a settlement of any such proceeding, the indemnification provided hereby shall apply only when the Board of Directors approves such settlement and reimbursement as being in the best interest of the Association. Any right to indemnification provided for herein shall not be exclusive of any other rights to which any officer or director, or former officer or director, may be titled. To the extent available, the Association shall as a common expense maintain general liability and officers' and directors' liability insurance to fund these obligations.

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ARTICLE IV

ASSESSMENT OF COMMON EXPENSES

Section 4.1 General. The owner of each Unit in the Condominium shall pay to the Association assessments regarding common expenses of the Condominium, including, without limitation those described in O.C.G.A. §44-3-80(b), such assessments to be fixed, established, and collected from time to time as hereinafter provided. The assessments shall constitute a lien on the Unit or Units against which each such assessment is made pursuant to O.C.G.A. §44-3-109, which lien shall include late charges, interest, costs of collection, and fair rental value in accordance with and to the maximum extent permitted by O.C.G.A.§44-3-109(b). Any lien for such assessments shall not be affected by any sale or transfer of a Unit, except that said lien shall be subordinate to the lien of a first priority mortgage on a Unit and such other rights and liens as provided in O.C.G.A. §44-3-109(a), and a sale or transfer of a Unit pursuant to a foreclosure of a first mortgage shall extinguish a subordinate lien for assessments which became due and payable prior to such sale or transfer. However, any such delinquent assessments which were extinguished pursuant to the foregoing provisions may be reallocated and assessed among all of the Units (including the foreclosed Unit) as a common expense. Any such sale or transfer of a Unit pursuant to a foreclosure shall not relieve the purchaser or transferee of a Unit from liability for, nor the Unit from the lien of, any assessments made thereafter. The Association may, in its discretion, require payment of a fee not exceeding Ten Dollars ($10.00) as a prerequisite to the issuance of each statement setting forth the amount of assessments past due and unpaid which the Association is obligated to provide pursuant to O.C.G.A. §44-3-109(d).

Section 4.2 Specially Assessed Common Expenses. Each owner of a Unit shall be liable for, and shall pay a share of, the common expenses incurred by the Association (i) which benefit less than all of the Units, if such expenses benefit such owner's Unit, with such expenses to be assessed equitably among all of the Units so benefited; (ii) which are occasioned by the conduct of less than all of those entitled to occupy all of the Units or by the licensees or invitees of the occupants thereof, if the conduct of any occupant, licensee, or invitee of such owner or occupant of such Unit occasioned such expense; or (iii) which significantly disproportionately benefit all of the Units, with such expenses to be assessed equitably among all of the Units. Except as provided in O.C.G.A. § 44-3-80(a) and (b) and by O.C.G.A. § 44-3-109(a) and (b), special assessment fees shall be limited as provided in O.C.G.A. § 44-3-80(g).

Section 4.3 Other Common Expense. Each owner of a Unit shall be liable for and hereby covenants to pay a share of, on the basis of the allocation made as provided in Section 4.4(b), the common expenses not specially assessed which shall include, but not be limited to: all charges for taxes (except ad valorem taxes and other such taxes assessed separately on each Unit or on the property or any other interest of the Unit owner); utility charges for utilities serving the common elements, and other charges for common services for the Condominium, including trash collection and security services, if provided as a common expense; charges for water, sewer, and other utility services to the Units (unless such water, sewer, or other utility charges are separately metered or allocated); insurance (including fire and other casualty and liability insurance); wages of

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Association employees, accounting fees, legal fees, management fees, and other expenses of upkeep and administration of the Condominium, and of maintenance, improvement, management, and operation of the common elements actually incurred by the Association; and the costs of a reserve for periodic maintenance, repair, and replacement of the common elements (including those limited common elements for which the Association is responsible) and for unforseen operating deficiencies or contingencies, which reserve shall be replaced on a periodic basis payable in regular ' installments out of regular assessments rather than by special assessments. In the event that such reserve for maintenance, repair, and replacement and for operating deficiencies is not sufficient for expenses or capital improvements for a particular year, the Association may levy a special assessment applicable to that year only for the purpose of defraying the cost of any such expenses or construction, reconstruction, repair, or replacement of capital improvements, provided that any such assessment shall have the assent of two-thirds (2/3) of the Unit owners in the Condominium entitled to vote on same, and approved by Declarant while Declarant owns any Unit primarily for the purpose of sale or has the option to expand the Condominium pursuant to this Declaration.

Section 4.4 Commencement of Assessments and Allocation of Liability for Common Expenses.

(a) For the purpose of determining the assessments to be made as hereinabove provided, the Association shall determine for each year, not less than thirty (30) days prior to the beginning of each fiscal year , the estimated aggregate amount of the common expenses for such year. For purposes of such determination, each year shall be the calendar year, except that the first year shall begin on the date of execution hereof and shall end on the 31 st day of December of said year. Assessments as provided herein shall commence and be due and payable on said date of execution hereof. The Board of Directors of the Association may, from time to time during each year, make reasonable adjustments in said estimated amounts on the basis of actual costs incurred.

(b) Assessments for the estimated amount of common expenses for each year, as determined by the Association, shall be allocated and assessed by the Association as follows:

(i) The estimated common expenses to be specially assessed (as described in Section 4.2 hereof) shall be allocated to and assessed equitably among the Units in proportion to the benefits of the related services provided to such Units, as may be determined by the Board of Directors of the Association or such person or persons as may be selected by the Association for such purpose; and

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(ii) The estimated common expenses not specially assessed shall be equally allocated and assessed among the Units as shown on Exhibit "E" attached hereto and made a part hereof by reference; provided, however, except as otherwise provided in D.C.G.A. 44-3-80(g), a monthly assessment per Unit in excess of a percentage equal to the annual rate of inflation as measured by the Consumer Price Index for All Urban Consumers for the immediately preceding twelve month period shall have the assent of at least a majority of the Unit owners.

Section 4.5 Payment of Assessments. The assessments provided for herein shall be established on a calendar year basis and, unless otherwise provided by the Association, shall be

payable by the Unit owners in equal monthly installments in advance on or before the first (1st) day of each month, unless otherwise determined by the Association. Any omission or delay in determining and allocating said expenses or in levying assessments therefor shall not relieve the Unit owners therefrom. In such event, the Unit owners, pending such determination, allocation and levy, shall pay monthly installments of common expenses in accordance with the last determination and allocation of such expenses for the preceding year, and shall pay the deficiency, if any, upon the proper determination and allocation of the estimated expenses and within ten (10) days after notice thereof. At all times, the most recent determination in relation to the allocation of said expenses shall be effective and shall govern all allocations of said expenses until another such determination shall be made. Amounts allocated and assessed to any Unit of which payment shall not have become due, shall be subject to reallocation and reassessment in accordance with a later determination in relation to such allocation and assessment.

Section 4.6 Non-Payment of Assessments. Any assessment or installment thereof not paid within ten (10) days after the due date shall be delinquent and shall: (i) entitle the Association to impose against the delinquent Unit owner a late charge in such amount as determined from time to time by the Board of Directors of the Association, provided that such late charge is not in excess of the greater of Ten Dollars ($10.00) or ten percent (10%) of each assessment or installment thereof not paid when due, (ii) together with any late charge relating thereto, bear interest from the date the same was first due and payable at the annual rate of interest of ten percent (10%) per annum, (iii) entitle the Association to collect from the delinquent Unit owner all costs of collection, including, without limitation, court costs, expenses of sale, expenses required for the protection and preservation of the delinquent owner's Unit, and reasonable attorney's fees actually incurred, and (iv) entitle the Association to collect from the delinquent Unit owner the fair rental value of such owner's Unit from the time of the institution of suit until the sale of such Unit at foreclosure or until the judgment rendered in such suit is otherwise satisfied. If a Unit owner shall be in default in payment of an installment of an assessment, including, but not limited to, the monthly installments of an annual budget, the Board of Directors may accelerate the remaining installments upon ten (10) days' written notice to such Unit .owner, whereupon the entire unpaid balance of such installment shall become due and payable in full.

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Section 4.7 Disposition of Surplus Common Profits. Common profits of the Association shall first be applied to the payment of common expenses, and any surplus remaining shan be added to the reserve for the maintenance, repair, and replacement of the common elements or other reserves of the Association as may from time to time be determined by the Board of Directors of the Association in the exercise of its sole discretion.

Section 4.8 Working Capital Fund. The Association shall have a working capital fund to meet unforeseen expenditures or to purchase additional equipment or services. The initial working capital fund shall be equal to two months of the estimated assessment for common expenses for each Unit and shall be collected either at the time the sale of a Unit by Declarant is closed or when control of the Association is transferred by Declarant to the Unit owner, whichever first occurs. The amounts paid into the working capital fund shall not be an advance payment of regular assessments, and shall be maintained by the Association as a separate fund. Declarant shall not use the working capital fund to defray its expenses, reserve contributions, construction costs or to fund

budget deficits while Declarant is in control of the Association. Declarant may require any purchaser of a Unit from Declarant to reimburse Declarant for contribution to the working capital fund made by Declarant for such Unit.

ARTICLE V

INSURANCE AND CASUALTY LOSSES

Section 5.1 Insurance. The Association shall obtain and maintain at all time insurance for all of the insurable buildings, structures and improvements within the Condominium, subject to the exclusions to such coverage provided in O.C.G.A. §44-3-107(1), but including, without limitation, buildings, fixtures, building service equipment, common personal property and supplies belonging to the Association, against loss or damage by fire, lightning, standard extended coverage, vandalism, malicious mischief, and all other perils customarily covered for similar types of projects, including those covered under the standard "all risk" policy or endorsements, in an amount sufficient to cover one hundred percent (100%) of the full replacement cost (without depreciation), minus ordinary deductible amounts, of any repair or reconstruction in the event of damage or destruction from any such hazard. The Association shall also obtain and maintain at all times a public liability policy covering all common elements and all damage or injury caused by the negligence of the Association, its officers, directors, agents, employees, all Unit owners, and other persons entitled to occupy any Unit or other portion of the Condominium, with a cross liability endorsement to the extent reasonably feasible to cover liability of the Unit owners as a group to a Unit owner, which public liability policy shall be in amounts authorized from time to time by the Association but not less than $1,000,000.00 for injury, including death, to a single person, $2,000,000.00 for injury or injuries, including death, arising out of a single occurrence, and $50,000.00 for property damage. Such liability insurance shall provide coverage for (i) bodily injury and property damage that results from the operation, maintenance, or use of the common elements and (ii) any legal liability that results from lawsuits related to employment contracts to which the Association is a party. Premiums for all such insurance shall be common expenses ofthe Association. All such insurance coverage obtained by the Association shall be written in the name of the Association, for the use and benefit of each of the Unit owners in their respective percentages of undivided interest in and to the common elements. Such insurance shall be governed by the provisions hereinafter set forth:

(a) All policies shall be written with a company or companies licensed to do business in the State of Georgia and holding a rating of "A-Xll" or better by Best's Insurance Reports, unless such coverage is not reasonably obtainable from a company holding a rating of "A-Xll" or better.

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(b) All policies shall be for the benefit of the Unit owners and their mortgagees as their interests may appear. All "loss payable" clauses shall show the Association as a trustee for each Unit owner and the holder of each Unit's mortgage. Such policies must also contain a standard mortgage clause, and, if Federal National Mortgage Association has purchased any mortgages encumbering any of the Units, then either Federal National Mortgage Association or the servicers for such mortgages must be named as mortgagees in said standard mortgage clauses. Whenever a

servicer for mortgages is named in a policy as the mortgagee, its name shall be followed by the phrase "its successors and assigns."

(c) Provision shall be made for the issuance of a certificate of insurance to each Unit owner and his mortgagee, if any.

(d) Exclusive authority to adjust losses under policies hereafter in force on the property shall be vested in the Board of Directors of the Association; provided, however, that no mortgagee may be prohibited from participating in the settlement negotiations, if any, related thereto.

(e) In no event shall the insurance coverage obtained and maintained by the Association hereunder be brought into contribution with insurance purchased by individual Unit owners or their mortgagees.

(f) Each Unit owner may obtain additional insurance at his own expense; provided, however, that no Unit owner shall be entitled to exercise his right to maintain insurance coverage in such a way as to decrease the amount which the Association, on behalf of all of the Unit owners and their mortgagees, may realize under any insurance policy which the Association may have in force on the property at any particular time. In the event an owner carries insurance individually upon any portion of his interest in the Condominium, which in the case of loss results in proration of insurance proceeds between the policy carried by the Association and any such policy carried by such owner, the proceeds available under such owner's policy shall be payable to the Association as trustee for such owner for the purposes of reconstruction. Any surplus remaining upon completion of the construction directly affecting any such owner shall thereupon be paid by the Association to such owner. Any Unit owner who

obtains an individual insurance policy providing such additional coverage shall file a copy of each such individual policy with the Association within thirty (30) days after purchase of such insurance.

(g) The Association shall conduct an annual insurance review, without respect to depreciation, of all insurable improvements within the Condominium by one or more qualified persons, at least one of whom must be in the real estate industry and familiar with housing construction in the Atlanta, Georgia, area.

(h) The Association shall secure insurance policies that will provide for the following: (1) agreed amount and inflation guard endorsements; (2) construction code endorsements, if there are applicable construction code provisions that require changes to undamaged portions of buildings even when only part of the Condominium is destroyed by an insured hazard; (3) steam boiler coverage endorsement, if applicable; (4) that any insurance trust agreement will be recognized by the insurer; (5) a waiver of subrogation by the insurer as to any claims against the Association, any officer, director, agent, or employee of the Association, the Unit owners and their tenants, employees, agents, and invitees; (6) that such insurance coverage will not be prejudiced by any acts or omissions of individual Unit owners that are not under the control of the Association; (7) that such coverage and policies shall be primary, even if a Unit owner has other insurance that covers the same loss; (8) a waiver by the insurer of any right to repair and reconstruct

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instead of paying cash; (9) that such policies cannot be cancelled or substantially modified without at least ten (10) days' written notice to the Association and to the holder of each first priority mortgage holder named in the mortgage clause; (10) that such policies cannot be cancelled, invalidated, suspended, or materially modified on account of the conduct of any officer, director, agent, or employee of the Association or of one or more of the individual Unit owners, or their respective tenants, families, and agents without a prior demand in writing delivered to the Association and to any mortgagee or mortgage insurer or guarantor that has previously been named as an insured thereunder, to cure the defect and the allowance of a reasonable time thereafter within which the defect may be cured by the Association, any Unit owner, mortgagee, insurer or guarantor; and (11) that any "other insurance" clause in such policies exclude individual Unit owner's policies from consideration.

(i) The Association shall also obtain fidelity coverage against dishonest acts on the part of all persons handling or responsible for funds belonging to or administered by the Association. Any management agent of the Association that handles funds for the Association shall also be covered by its own fidelity bond. Except for fidelity bonds that a management agent obtains for its own personnel, all such fidelity bonds shall name the Association as an obligee and shall have their premiums paid as a common expense by the Association. Any fidelity bond so obtained shall be written in an amount sufficient to provide protection for the maximum funds that will be in the custody of the Association or its management agent any time when the bond is in force and which is in no event less than the sum of three (3) months' assessments on all Units plus an amount equal to the estimated maximum reserves on hand at any time during the term of the bond. An appropriate endorsement to the bond to cover any persons who service without compensation shall be added if the bond would not otherwise cover volunteers. The fidelity bond shall also provide that it may not be cancelled or substantially modified (including cancellation for non-payment of premiums) without at least ten (10) days! prior written notice to the Association, any servicer that services a mortgage owned by Federal National Mortgage Association, or any mortgage holder, insurer, or guarantor that has previously requested such notice.

Section 5.2 Handling of Casualty Insurance Proceeds. All insurance policies purchased by and in the name of the Association shall provide that proceeds covering property losses shall be paid to the Association. The Association shall receive such proceeds as are paid and delivered to it and hold same in trust for the benefit of the Unit owners and their mortgagees in accordance with the respective undivided interests of the Unit owners in and to the common elements. Such proceeds, or such portion thereof as may be required for such purpose, shall be disbursed by the Association in payment of repairs or reconstruction as hereinafter provided. Any proceeds remaining after defraying all costs of repairs or reconstruction shall be disbursed to the Unit owners of the damaged Units in proportion to the costs of repairing the damage suffered by the Unit of each such owner as determined by the Association, remittances to Unit owners and their mortgagees being payable jointly to them. Notwithstanding the foregoing, in the event of a determination that the damage or destruction for which the proceeds are paid shall not be repaired or reconstructed, such proceeds shall be disbursed to such persons as hereinafter provided.

Section 5.3 Damage and Destruction. (a) Immediately after any damage or destruction by fire or other casualty to the property covered by insurance written in the name of the Association,

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the Association shall proceed with the filing and adjustment of all claims arising under such insurance and shall obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed property. Repair or reconstruction, as used in this Section, means repairing or restoring the property to substantially the same condition in which it existed prior to the fire or other casualty, with each Unit and the common elements having the same boundaries and location as before and all construction or reconstruction to be in substantial conformity with that which existed prior to the damage or destruction. Each Unit owner hereby appoints the Association as its attorney-in-fact for the purpose of and with respect to the filing of adjustment of all claims, the collection and appropriate disposition of the proceeds thereof, the negotiation of losses and execution of releases of liability, and the execution of all documents and performances of all acts necessary to carry out the duties set forth in this Article V.

(b) Immediately after substantial damage or destruction by fire or other casualty to any part of the Condominium, the Association shall provide written notice of same to each mortgage holder, insurer, or guarantor having an interest therein whose name and address together with the address or identifying number of the mortgage Unit have theretofore been furnished to the Association together with a written request for such notice.

(c) Any damage or destruction shall be repaired or reconstructed unless (1) the Condominium is terminated pursuant to the provisions of D.C.G.A. §44-3-98, (2) the damaged or destroyed portion of the property is withdrawn from the Condominium pursuant to the provisions of D.C.G.A. §44-3-99, or (3) the Unit owners of the damaged or destroyed Units, together with the owners of Units to which two-thirds (2/3) of the votes in the Association appertain, agree not to repair or reconstruct such damage or destruction, pursuant to the provision of D.C.G.A. §44-3-94. Any such determination shall be conclusively made within a period of time which shall in no event exceed sixty (60) days after the casualty. Should a determination be made to terminate the Condominium, withdraw from the Condominium the damaged portion of the property, or not to repair or reconstruct the damage or destruction as provided above, then the insurance proceeds shall be disbursed by the Association to the beneficial Unit owners, remittances to the Unit owners and their mortgagees being payable jointly to them; provided, however, should the determination be made not to repair or reconstruct the damage as provided above, then the insurance proceeds shall first be used to restore the damaged portions of the property as near as is practicable to its natural state, the owners thereof shall quitclaim same to the Association as trustee for the other Unit owners, and such parcels shall be maintained by the Association in a neat and attractive condition as part of the common elements, as set forth in O.C.G.A. §44-3-94.

Section 5.4 Assessments. If the damage or destruction for which the insurance proceeds are paid is to be repaired or reconstructed and such proceeds are not sufficient to defray the cost thereof, the Association may levy a special assessment against the Unit owners of the damaged or destroyed Units and the limited common elements appurtenant thereto, and against all Unit owners in the case of damage to the common elements (other than the limited common elements), in sufficient amounts to provide funds to pay such excess cost of repair or reconstruction. Additional assessments may be made in like manner at any time during or following the completion of any repair or reconstruction. Such assessments, if any, against Unit owners for damage to Units or the appurtenant limited common elements shall be levied in proportion to the cost of repair and

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reconstruction of their respective Units. Such assessments, if any, against Unit owners for damage to the common elements (other than limited common elements) shall be levied in proportion to the Unit owners' share of liability for common expenses not specially assessed. The proceeds from insurance and assessments, if any, received by the Association hereunder when the damage or destruction is to be repaired or reconstructed shall be disbursed as provided for in Section 5.2.

Section 5.5 Allocation of Deductible Amounts. The Association may allocate equitably the payment of a reasonable insurance deductible between the Association and the Unit or Units affected by a casualty against which the Association is required by the Georgia Condominium Act to insure; provided, however, the amount of deductible which can be allocated to anyone Unit shall not exceed $1,000.00 per casualty loss; provided, further, however, that the Association may allocate to anyone Unit an amount in excess of $1,000.00 for any casualty loss resulting from a casualty not required to be insured by the Association under the Georgia Condominium Act.

ARTICLE VI

EMINENT DOMAIN

_ Section 6.1 General. Whenever all or any part of the Condominium shall be taken by any authority having the power of condemnation or eminent domain, such taking shall be governed by the provisions ofO.C.G.A. §44-3-97.

ARTICLE VII

Section 6.2 Notice to Mortgagees. The Association, immediately upon having knowledge of the institution, or threat of institution, of any proceedings or other action with respect to the taking of Units, the common elements, or any portion of any Unit or common element in condemnation, eminent domain, or other proceedings or actions involving any governmental entity or any other person having the power of eminent domain, shall so notify all Unit owners and all mortgagees and mortgage insurers and guarantors having an interest therein whose name and address have theretofore been furnished to the Association together with a written request for such notice. Any such interested party may, if permitted by law, participate in any such proceedings or actions or, in any event, may participate in negotiations in connection therewith, but shall have no obligation to do so.

USE RESTRICTIONS

Section 7.1 Permitted Improvements and Alterations. Subject to the terms of Sections 2.12 and 7.14, hereof, no improvements or alterations of any nature whatsoever other than routine maintenance, repair, and replacement of existing improvements as provided herein shall be permitted to the common elements or the limited common elements assigned to any Unit without the written prior approval of the Board of Directors of the Association and Declarant as long as Declarant owns any Unit for purposes of sale or has the right to expand the Condominium pursuant to this Declaration. Application shall be in writing and shall provide such information as the Board of Directors may reasonably require. The Board of Directors may publish written architectural

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standards for exterior alterations or additions, and any request in substantial compliance with any such published standards shall be approved. In the event that the Board. of Directors fails to approve or to disapprove such application within ninety (90) days after it has been submitted, the application shall be deemed approved; provided that even if the requirements of this section are satisfied, nothing herein shall authorize anyone to construct or maintain any structure or improvement that is otherwise in violation of this Declaration or the Bylaws or any building code or zoning ordinance or any other applicable law, ordinance or regulation. As a condition of approval for a requested architectural change, modification, addition, or alteration of the grounds or landscape affected to facilitate an architectural change, modification, addition, or alteration, an owner, on behalf of himself and his successors-in-interest, shall assume all responsibility for maintenance, repair, replacement and insurance to or on such change, modification, addition, or alteration. In the discretion of the Board of Directors, an owner may be made to verify such condition of approval by written instrument acknowledged by such owner on behalf of himself and his successors-in-interest. The provision of this Section 7.1 shall not apply to the initial construction of any improvements by Declarant or to any exterior changes, alteration, or additions or any construction, erection, placing or posting of any sign, object, light or thing on the exterior of any buildings or any common element by Declarant. Subject to the approval of the Board of Directors as to the location, color and manner of installation, an owner may install a satellite reception dish on the exterior of the owner's Unit (but not on the roof or exterior or finish surface of a Unit) if the satellite dish does not exceed twenty-four (24) inches in diameter.

Section 7.2 Residential Purposes. All Units shall be restricted exclusively to residential use by their respective owners, tenants of owners, and invited guests. Notwithstanding the foregoing, a professional or quasi-professional person using a Unit as a residence may also use that Unit as an ancillary or secondary facility to an office established elsewhere, so long as customers, clients or invitees do not come to the Unit or the real property on which the Condominium is located, and the business activity does not constitute a nuisance, hazardous or offensive activity in the sole and absolute discretion of the Board of Directors of the Association. The foregoing restrictions as to residential use shall not, however, be construed in such manner as to prohibit an owner or his tenant, if any, from (i) keeping his personal business or professional records or accounts, or (ii) handling telephone calls or correspondence relating to his personal business or profession. Such uses are expressly declared customarily incidental to the principal residential use and not in violation of said restrictions.

No unit shall be occupied by more than a single family. As used herein, the term "single family" shall mean one or more persons, provided, all persons occupying the Unit are interrelated by blood, adoption, or marriage, or, if persons occupying a Unit are not all interrelated by blood, adoption, or marriage, then the occupancy of that Unit shall be limited to a maximum of three (3) persons. The words "by blood" shall be deemed to encompass only children, grandchildren, grandparents, brothers, sisters, nieces, nephews, parents, aunts, uncles and first cousins, and no other degree of kinship. "Occupied" or "occupancy" for purposes of this Declaration shall mean staying overnight in a Unit for a total of more than thirty (30) days, either consecutively or nonconsecutively, in any calendar year.

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Section 7.3 Peaceful Posse~sion. No Unit owner shall do, suffer, or permit to be done, anything in his Unit which would impair the soundness or safety of the Condominium, or which would be noxious or offensive or an interference with the peaceful possession and proper use of other Units, or which would require any alteration of or addition to any of the common elements to be in compliance with any applicable law or regulation, or which would otherwise be in violation of law.

Section 7.4 Signs and Exterior Appearance. Subject to the terms of Sections 2.12 and 7.14 hereof, no Unit owner shall, without the prior written consent of the Board of Directors of the Association, place or suffer to be placed or maintained (i) on any exterior door, wall, or window of the Unit, or upon any door, wall or window of the common elements, any sign, awning, canopy, window box, or advertising matter or other thing of any kind, (ii) any decoration, lettering, advertising matter, or any other improvement, material or addition, including, but not limited to, burglar bars, on, near or visible from, the glass of any window or door of the Unit, or (iii) any advertising matter within the Unit which shall be visible from the exterior thereof. The approval of any signs or posters, including, without limitation, name and address signs, shall be upon such conditions as maybe from time to time determined by the Board of Directors of the Association and may be arbitrarily withheld. The Association shall have the right to erect reasonable signage on any portion of the common elements. Further, no foil or other reflective material shall be used on any windows for sun screens, blinds, shades, or any other purpose, nor shall window-mounted air-conditioning or heating units be permitted. All shades, blinds, drapery linings, interior shutters, and other window treatments visible from the exterior of a Unit on any window or door shall be white or off-white. Outside clotheslines and other outside facilities for drying or airing clothes are specifically prohibited and shall not be erected, placed or maintained on any portion of the Condominium, nor shall any clothing, rugs, or any other item be hung on or from any window, balcony, or patio railing.

Section 7.5 Legal Requirements. No unlawful use shall be made of the Condominium or any part thereof, and all valid laws, orders, rules, and regulations of all governmental agencies having jurisdiction thereof shall be strictly complied with. Compliance with said legal requirements shall be accomplished by and at the sole expense of the Unit owner or owners or the Association, as the case may be, whichever shall have the obligation hereunder to maintain and repair the portion of the Condominium affected by any such legal requirement. Each Unit owner shall give prompt notice to the Association of any written notice received by such Unit owner of the violation of any legal requirement affecting the Condominium. Notwithstanding the foregoing provisions, any Unit owner may, at his expense, defer compliance with and contest, by appropriate proceedings prosecuted diligently and in good faith, the validity or applicability of any legal requirement affecting any portion of the Condominium which such Unit owner is obligated to maintain and repair, and the Association shall cooperate with such Unit owner in such proceedings; provided, however, that (i) such Unit owner shall pay and shall defend, save harmless; and indemnify the Association and each other Unit owner against all liability, loss, or damage which any of them respectively shall suffer by reason of such contest and/or noncompliance with such legal requirements, including reasonable attorneys' fees and other expenses reasonably incurred; and (ii) such Unit owner shall keep the Association advised as to the status of such proceedings. The

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Association may also contest any such legal requirement without being subject to the foregoing conditions as to contest and may also defer compliance with any such legal requirement, but only subject to the foregoing conditions as to deferral of compliance, and the costs and expenses of any such contest by the Association shall be a common expense.

Section 7.6 Conduits. No Unit owner or occupant shall discharge or permit to be discharged anything into waste lines, vents, or flues of the buildings in the Condominium which might reasonably be anticipated to cause damage thereto, spread odors, or otherwise be offensive.

Section 7.7 Equipment. Equipment which is or may be installed in any Unit shall be designed, installed, maintained, and used by the Unit owner or occupant of such Unit so as to minimize, insofar as reasonably practicable and in any event reduce to a reasonably acceptable level, the transmission of noise, vibration, odors, and other objectionable transmissions from such Unit to any other portion of the Condominium.

Section 7.8 Conduct Affecting Insurance. No Unit owner or occupant shall commit or permit any violation of any insurance policy obtained and maintained by the Association pursuant to the provisions of Article V hereof, or do or permit anything to be done, or keep or permit anything to be kept, or permit any condition to exist, which might reasonably (i) result in termination of such policy, (ii) adversely affect the right of recovery thereunder. (iii) result in reputable insurance companies refusing to provide insurance as required by Article V hereof, or (iv) result in an increase in the insurance rate or premium unless, in the case of such increase, the owner responsible therefor shall pay the same. If the rate of premium payable with respect to policies of insurance obtained and maintained by the Association or with respect to any insurance policy carried independently by any Unit owner shall be increased or shall otherwise reflect the imposition of a higher rate by reason of anything that is done or kept in a particular Unit, or as a result of the failure of any Unit owner or occupant to comply with the requirements of insurance policies obtained and maintained by the Association, or as a result of the failure of any such Unit owner or occupant to comply with any of the terms and provisions of the condominium instruments, the owner of that particular Unit shall reimburse the Association and such other Unit owners respectively for the resulting additional premiums which shall be payable by the Association or such other Unit owners, as the case may be. The amount of such reimbursement due the Association may, without prejudice to any other remedy to the Association, be enforced by assessing same to that particular Unit as a common expense specially assessed under Article IV hereof.

Section.7.9 Animals and Pets. No animals, livestock, birds, or poultry of any kind shall be raised, bred, or kept within any part of the Condominium, except that no more than a total of two (2) generally recognized house pets may be kept in Units by individual Unit occupants, as house pets and not for breeding purposes and subject to reasonable rules and regulations promulgated by the Association. The Board of Directors of the Association shall have the right, exercisable in its sole discretion, to require the removal of any such pet which is deemed either a threat to the safety of or causes annoyance or inconvenience to other Unit occupants. No structure for the care, housing, or confinement of any pet shall be constructed or maintained in the common elements, including the limited common elements. Notwithstanding the foregoing, the Board of Directors of

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the Association retains the absolute discretion to prohibit any pets of any type from being kept within the Condominium.

Section 7.10 Common Elements. All occupants of Units and their guests shall have a nonexclusive right to use and enjoy the common elements for the purposes for which they are intended (including, without limitation; the right of vehicular parking and vehicular and pedestrian access, ingress and egress to and from his Unit over those portions of the common elements from time to time designated for such purposes) subject, however, to the following provisions: (i) no such use shall enter or encroach upon the lawful rights of other persons; (ii) the rights of the Association to restrict the use and govern the operation of the common elements by promulgating reasonable rules and regulations with respect thereto as set forth in Section 8.7 hereof, including the right to charge reasonable admission and other fees for any recreational facility located thereon and to impose reasonable limitations on the number of guests who may use such facilities; (iii) as set forth in Section 8.9 hereof, the right of the Association to suspend a Unit owner's rights to use the common elements during the period that an assessment of the Association remains unpaid or for any other infraction of this Declaration, or of the Articles of Incorporation, Bylaws or rules and regulations of the Association; and (iv) the rights to grant easements, permits and licenses reserved for the Association in the Bylaws and in Section 2.10 hereof. No planting or gardening shall be done by owners in the common elements (except for well-maintained potted plants in terra cotta or unfinished concrete containers' or pots placed within or on limited common elements), and no railings, fences, hedges, or walls shall be erected or maintained within the common elements except with the prior written permission of the Board of Directors of the Association except for those existing on the date of execution hereof which shall be repaired and maintained in accordance with this Declaration. No rubbish or debris of any kind shall be dumped, placed, or permitted to accumulate upon any portion of the Condominium, nor shall any nuisance or odors be permitted to exist or operate upon or arise from any part of the Condominium, so as to render any portion thereof unsanitary, unsightly, offensive, or detrimental to persons using or occupying any other portions of the Condominium. Noxious or offensive activities shall not be carried on in any Unit or in the common elements, and all Unit occupants shall refrain from any act or use of a Unit or the common elements which would cause disorderly, unsightly, or unkempt conditions, or which would cause embarrassment, discomfort, annoyance, or nuisance to the Unit occupants. Without limiting the generality of the foregoing, no exterior speakers, horns, whistles, bells, or other sound devices, except security devices used exclusively for security purposes and which are approved by the Board of Directors, shall be placed or used with the Condominium.' Any Unit occupant, or his family, guest, or agents, who dumps or places any trash or debris upon any portion of the Condominium shall be liable to the Association for the actual costs of removal thereof or the sum of $25.00, whichever is greater, and such sum shall be added to the assessment next becoming due for such Unit.

Section 7.11 Right of Entry. In case of any emergency originating in or threatening any Unit, regardless of whether the owner or his tenant, if any, is present at the time of such emergency, the Association's Board of Directors and all managerial personnel shall have the right to enter such Unit for the purpose of remedying or abating the cause of such emergency, and such right of entry shall be immediate. In addition, the Board of Directors and all managerial personnel shall have the right upon reasonable notice to the Unit owner, to enter any Unit in order to perform any work or

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make any inspections reasonably necessary for the proper maintenance and operation of the Condominium. To facilitate entry in the event of any such emergency, the owner of each Unit, if required by the Association, shall deposit under the control of the Association a key to such Unit

Section 7.12. Leasing of Units. In order (1) to protect the equity of the individual property owners at Condominium; (2) to carry out the purpose for which the community was formed by preserving the character of the Condominium as a homogeneous residential community of predominantly owner-occupied homes and by preventing the Condominium from assuming the character of a renter-occupied apartment complex; and (3) to comply with the eligibility requirements for financing in the secondary mortgagee market in so far as such criteria provide that the project be substantially owner-occupied, leasing of units shall be governed by the restrictions imposed by this Section.

(a) Definitions .

. (i) "Leasing,tI for purposes of this Declaration, is defined as regular,

exclusive occupancy of a Unit by any person or persons other than the owner for which the owner receives any consideration or benefit, including, but not limited to, a fee, service, gratuity, or other compensation.

(ii) Open Leasing Status may only be conferred upon a Unit as provided

in subsection (b) below by authorization of the Board of Directors after application is made thereto by the Unit owner.

(iii) Restricted Leasing Status shall subject a Unit to the restrictions on leasing contained in subsection (b) below. All units shall be in Restricted Leasing Status unless converted to Open Leasing Status as provided in subsection (b) below.

(b) General. No owner of a Unit in Restricted Leasing Status may lease his

dwelling if ten (10%) percent or more of the Units in the Condominium (excluding those owned by the Declarant) are in Open Leasing Status, except as provided in subsection (c) below for cases of undue hardship. Any owner of a Unit in Restricted Leasing Status may apply in writing to the Board of Directors for conversion to Open Leasing Status in accordance with rules and regulations promulgated by the Board of Directors. Upon receipt of such written application, the Unit shall be placed at the end of a waiting list for conversion to Open Leasing Status. At such time as less than ten (10%) percent of the Units (excluding those owned by the Declarant) are in Open Leasing Status, the Board of Directors shall notify the owner of the Unit at the top of the waiting list of its conversion to Open Leasing Status, and such owner shall have sixty (60) days within which to lease the dwelling or it shall automatically revert to Restricted Leasing Status. Any Unit in Open Leasing Status shall automatically be converted to Restricted Leasing Status if, for sixty (60) or more consecutive days, the Unit is not subject to an approved lease, in which case the owner of such Unit must apply to the Board of Directors as provided above for Open Leasing Status,

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(c) Undue Hardship. Notwithstanding the provision of subsection (b) above,

the Board of Directors shall be empowered to allow reasonable leasing of Units upon written

application if, in the sole discretion of the Board of Directors, it is determined that leasing of the Unit is necessary in order to avoid undue hardship. The following factors may be considered by the Board of Directors with respect to undue hardship: (a) the nature, degree and probable duration of the hardship; (b) the Unit owner's ability to cure the hardship; (c) the harm, if any, to the Condominium if the Unit is allowed to be leased; (d) the number of hardship exceptions previously granted; and (e) whether the same Unit owner has previously applied for or received a hardship exception. Undue hardship may include, but need not be limited to situations in which (a) a Unit owner must relocate his or her residence and cannot, within ninety (90) days from the date that the Unit was advertised for sale, sell the Unit at a price reasonably approximating the current appraised market value, after having made a good faith and reasonable efforts to do so; (b) the owner dies and the Unit is being administered by his or her estate; or (c) the owner takes a leave of absence or temporarily relocates and intends to return to reside at his or her Unit. Notwithstanding the provisions of this section restricting leasing, those owners who have demonstrated that the inability to lease their Unit would result in undue hardship and have obtained the requisite approval of the Board of Directors may lease their Units for such duration as the Board of Directors reasonably determines is necessary to prevent undue hardship.

(d) Leasing Provisions. Leasing of Units at the Condominium as permitted by

this Section shall be governed by the following provisions:

(i) GeneraL Units may be leased only in their entirety; no fraction or

portion may be leased. There shall be no subleasing of Units or assignment of leases unless prior written approval is obtained from the Board of Directors. No transient tenants may be accommodated in a Unit. No leased Unit shall be occupied by more than two unrelated adults and the children of each adult. All leases must be for an initial term of no less than one (1) year, except with the prior written consent of the Board of Directors. The Unit owner must make available to the lessee copies of the Declaration, Bylaws, and the rules and regulations.

(ii) Lease Form and Approval. All leases shall be in writing and in a

form approved by the Board of Directors. Copies of all leases shall be submitted to the Board of Directors for approval of the form thereof at least twenty (20) days prior to their taking effect. If the Board of Directors fails to take action to approve or disapprove the form of any lease, such lease shall be deemed approved. Failure to submit a lease to the Board of Directors prior to the lessee taking possession of the leased premises may result in a fine against the owner for each day that the lessee occupies the dwelling until a lease is submitted. Upon submission of a lease for approval, the Board of Directors shall notify the owner of any deficiencies in such lease and the owner shall have ten (10) days thereafter within which to submit a lease which complies with this Declaration, the Bylaws, and rules and regulations promulgated thereunder. If the owner fails to submit an acceptable lease within such period and the lessee has taken possession of the leased premises, the Board of Directors may levy fines against the owner each day until an acceptable lease is submitted. This provision shall not be deemed to create any right of first refusal in the Association or any other party. After approval of any lease form by the Board of Directors, the Unit owner shall provide to the Board of Directors a copy of such lease executed by the owner and

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lessee within seven (7) days after the approval by the Board of Directors and if the Unit owner fails to do so, such approval may be revoked.

(iii) Liability for Assessments and Compliance with Declaration, Bylaws, and Rules and Regulations. Any lease of a Unit at the Condominium shall be deemed to contain the following provisions, whether or not expressly therein stated, and each owner covenants and agrees that" any lease of a Unit shall contain the following language and agrees that if such language is not expressly contained therein, then such language shall be incorporated into a lease by existence of this covenant on the Unit. Any lessee, by occupancy in a dwelling, agrees to the applicability of this covenant and incorporation of the following language into the lease:

(1) Liability for Assessments. The lessee agrees to be personally

obligated for the payment of all assessments against the owner which become due during the term of the lease and any other period of occupancy by the lessee or which become due as a consequence of the lessee's activities, including, but not limited to, activities which violate provisions of the Declaration, the Bylaws, or the rules and regulations adopted pursuant thereto. The above provision shall not be construed to release the Unit owner from any obligation, including the obligation for assessments, for which he or she would otherwise be responsible.

Upon request by the Association, the lessee shall pay to the Association all unpaid annual and special assessments, as lawfully determined and made payable during the term of the lease and any other period of occupancy by the lessee; provided, however, the lessee need not make such payments to the Association in excess of or prior to the due dates for monthly rental payments unpaid at the time of the Association's request. All such payments made by the lessee shall reduce, by the same amount, the lessee's obligation to make monthly rental payments to the lessor. If the lessee fails to comply with the Association's request to pay assessments, the lessee shall pay to the Association all late charges, fines, interest, and costs of collection, including, but not limited to, reasonable attorney's fees actually incurred, to the same extent lessee would be required to make such payments to the Association if the lessee were the owner of the premises during the term of the agreement and any other period of occupancy by lessee.

Collection of Assessments and Enforcement of Lien.

(a) If any assessment, interest, cost or other charge is not paid a required by this Declaration, the Association may bring either an action at law against the owner personally obligated to pay the same, or an action to foreclose any lien created by this Declaration against the Unit or Units subject to the lien, or both, for the purpose of collecting such assessment, cost or charge, plus any interest thereon and costs of collection, including reasonable attorney's fees.

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(b) As an additional remedy, but in no way as a limitation on the remedies, if any assessment, interest, cost or other charge is not paid as required by this Declaration, each owner hereby grants to the Association and its assigns the following irrevocable power of attorney: To sell the said Unit or Units subject to the lien at auction, at the usual place for conducting sales at the Courthouse in Forsyth, County, Georgia to the highest bidder for cash, after advertising the time, terms and place of such sale once a week for four weeks immediately preceding such sale (but without regard to the number of days) in the paper in which the Sheriff's advertisements for Forsyth County, Georgia are published, all other notice being hereby waived by each owner, and the Association or any person on behalf of the Association, or assigns, may bid and purchase at such sale and thereupon execute and deliver to the purchaser or purchasers at such sale a conveyance of said property in fee simple, which conveyance shall contain recitals as to the happenings of the default upon which the execution of the power of sale herein granted depends, and each owner hereby constitutes and appoints the Association and assigns, the agent and attorney in fact of each owner to make such recitals, and hereby covenants and agrees that the recitals so to be made by the Association, or assigns, shall be binding and conclusive upon the owner whose property is the subject matter of such sale, and the heirs, executors, administrators and assigns of such owner, and that the conveyance to be made by the Association or assigns, shall be effectual to bar all equity of redemption of such owner, or the successors in interest of such owner, in and to said Unit or Units, and the Association or assigns shall collect the proceeds of such sale, and after reserving therefrom the entire amount of assessment, interest, cost or other charge due, together with aU costs and expenses of sale and fifteen percentum of the aggregate amount due for attorney's fees, shall pay any excess to such owner, or to the heirs or assigns of such owner as provided by law. The power and agency hereby granted are coupled with an interest and are irrevocable by death or otherwise and are granted as cumulative to the remedies for collection of said indebtedness provided by law.

(c) WAIVER. EACH OWNER, BY ACCEPTANCE OF A DEED CONVEYING A UNIT SUBJECT TO THIS DECLARATION, WAIVES ANY RIGHT WHICH OWNER MAY HAVE UNDER THE CONSTITUTION OR THE LAWS OF THE STATE OF GEORGIA OR THE CONSTITUTION OR THE LAWS OF THE UNITED STATES OF AMERICA TO NOTICE OR TO A JUDICIAL HEARING PRIOR TO THE EXERCISE OF ANY RIGHT OR REMEDY PROVIDED BY THIS DECLARATION AND OWNER WAIVES OWNER'S RIGHTS, IF ANY, TO SET ASIDE OR INVALIDATE ANY SALE DULY CONSUMMATED IN ACCORDANCE WITH THE PROVISIONS OF THIS DECLARATION ON THE GROUND (IF SUCH BE THE CASE) THAT THE SALE WAS CONSUMMATED WITHOUT A PRIOR JUDICIAL HEARING. ALL WAIVERS BY OWNER IN THIS PARAGRAPH HAVE BEEN MADE VOLUNTARILY, INTELLIGENTLY AND KNOWINGLY. AFTER OWNER HAS FIRST BEEN ALLOWED THE OPPORTUNITY TO CONSULT

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LEGAL COUNSEL WITH RESPECT TO OWNER'S POSSIBLE RIGHTS.

(2) Compliance with Declaration, Bylaws, and Rwes and

Regulations. The lessee shall abide by and comply with all provisions of the Declaration, Bylaws, and rules and regulations adopted pursuant thereto and shall control the conduct of all other occupants and guests in order to insure compliance with the foregoing. The lessor shall cause all occupants of his or her Unit to comply with the Declaration, Bylaws, and the rules and regulations adopted pursuant thereto, and shall be responsible for all violations and losses caused by such occupants, notwithstanding the fact that such occupants of the Unit are fully liable and may be sanctioned for any violation of the Declaration, Bylaws, and rules and regulations adopted pursuant thereto. In the event that the lessee, or a person living with the lessee, violates the Declaration, Bylaws, or a rule and regulation for which a fine is imposed, such fine shall be assessed against the lessee; provided, however, if the fine is not paid by the lessee within the time period set by the Board of Directors, the owner shall pay the fine upon notice from the Association of the lessee's failure to pay the fine. Unpaid fines shall constitute a lien against the Unit and shall be collected as provided in this Declaration. Any lessee charged with a violation of the Declaration, Bylaws, or rules and regulations adopted pursuant thereto is entitled to the same procedure to which an owner is entitled prior to the imposition of a fine or other sanction.

Any violation of the Declaration, Bylaws, or rules and regu1ations adopted pursuant thereto by lessee, any occupant, or any person living with the lessee is deemed to be a default under the terms of the lease and authorizes the owner to terminate the lease without liability and to evict the lessee in accordance with Georgia law. The owner hereby delegates and assigns to the Association, acting through the Board, the power and authority of enforcement against the lessee for breaches resulting from the violation of the Declaration, Bylaws, and the rules and regu1ations adopted pursuant thereto, including the power and authority to evict the lessee on behalf and for the benefit of the owner, in accordance with the terms thereof. In the event the Association proceeds to evict the lessee, any costs, including attorney's fees and court costs, associated with the eviction shall be specially assessed against the Unit and the owner thereof, such being deemed hereby as an expense which benefits the leased premises and the owner thereof.

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(3) Use of Common Elements. The owner transfers and assigns

to the lessee, for the term of the lease, any and all rights and privileges that the owner has to use the common elements at the Condominium, including, but not limited to, the use of any and all recreational facilities and other amenities.

This Paragraph 7.12 shall not apply to any leasing transaction entered into by the Declarant, the Association, or by the holder of any first Mortgage on a Unit who becomes the owner of a Unit through foreclosure or any other means pursuant to the satisfaction of the indebtedness secured by such mortgage.

Section 7.13 Security. The Association may, but shall not be required to, from time to time, provide measures or take actions which directly or indirectly improve safety on the Condominium; however, each Unit owner, on behalf of such owner and the occupants, guests, licensees and invitees of the Unit acknowledges and agrees that the Association is not a provider of security and shall have no duty to provide security in and to the Condominium. It shall be the responsibility of each Unit owner to protect such owner's person and property and all responsibility to provide to provide security shall lie solely with each Unit owner. The Association shall not be held liable for any bodily injury or loss or damage to property by reason of failure to provide adequate security or ineffectiveness of safety measures undertaken.

Neither the Association nor the Declarant shall in any way be considered insurers or guarantors of security within the Condominium, nor shall any of them be held liable for any bodily injury or loss or damage to property by reason of failure to provide adequate security or ineffectiveness of security measures undertaken. No representation or warranty is made that any security system or measures cannot be compromised or circumvented, or that any such systems of security measures undertaken will in all cases prevent bodily injury or loss or provide the detection or protection for which the system is designed or intended. Each Unit owner acknowledges, understands and covenants to inform its tenants and all occupants of its Unit that the Association, its Board and committees and Declarant are not insurers and that each person using the Condominium assumes all risks of personal injury and loss or damage to property, including Units and the contents of Units, resulting from acts of third parties.

Section 7.14 Motor Vehicles, Trailers, Boats, Etc. There shall be no outside storage or parking upon any portion of the common elements or limited common elements of any automobile, mobile home, trailer (either with or without wheels), motor home, tractor, truck, camper, camper-trailer boat, boat or other water craft, boat trailer, motorcycle, motorized bicycle, motorized go-cart, all-terrain vehicle.tor any other vehicles or transportation device, except (i) within the parking spaces, if any, assigned by the Board of Directors of the Association to and for such storage, and (ii) for guests temporarily parking in spaces designated by the Board of Directors and in accordance with the rules and regulations promulgated from time to time by the Board of Directors. Although not expressly prohibited hereby, the Board of Directors may at any time prohibit commercial vehicles, or any vehicle used for commercial purposes, motor homes, mobile homes, truck campers, tractors, trailers of any kind, motorcycles, motorized bicycles, all-terrain vehicles, motorized go-carts, and other vehicles or transportation devices, or any of them, from being kept, placed, stored, maintained, or operated upon any portion of the Condominium if in the opinion of the Board of Directors of the Association such prohibition shall be in the best interests of the Condominium. No Unit owners or occupants shall repair or restore any vehicle of any kind upon the common elements or upon any portion of the Condominium, including the limited common elements, except for emergency repairs, and then only to the extent necessary to enable the movement thereof to a proper repair facility. The Board of Directors shall have the right from time to time to designate an area of the common elements on which all automobiles and other vehicles may be washed, cleaned, and waxed by Unit owners or occupants, and if the Board of Directors so designated such an area, the Board of Directors shall have the further right to expressly prohibit the washing, cleaning, or waxing of automobiles and other vehicles upon any portion of the

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ARTICLE VIII

Condominium, except within such areas as are expressly designated for such use by the Board of Directors.

GENERAL PROVISIONS

Section 8.1 Amendments. This Declaration may be amended at any time and from time to time by an instrument in writing filed and recorded in the Office of the Clerk of the Superior Court of Forsyth County, Georgia, which has been assented to by Unit owners having at least two-thirds (2/3) of the total vote of the Association and the prior written consent of Declarant for so long as Declarant owns a Unit for purposes of sale or has the right to expand the Condominium in accordance with this Declaration. All Unit owners agree to amend this Declaration in order to effect compliance with the Act or any requirements of any governmental lender, insurer, guarantor, or purchaser of mortgage loans, including, without limitation, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Veterans Administration, or the Federal Housing Administration, and to enable any reputable title insurance company to issue title insurance coverage with respect to any Units subject to this Declaration, as may be necessary from time to time. Any amendment pursuant hereto shall be effective upon recordation or upon such later date specified in the amendment.

Section 8.2 Termination of Condominium. The Condominium may be terminated pursuant to the provisions of O.C.O.A. §44-3-98.

Section 8.3 Withdrawal of Submitted Property. Portions of the Condominium may be withdrawn pursuant to the provisions ofO.C.G.A. §44-3-99.

Section 8.4 Rights of First Mortgagees. (a) In addition to the rights of mortgagees and of mortgage insurers and guarantors elsewhere provided, each mortgagee, insurer, and guarantor shall be (i) entitled to attend and observe all meetings of Unit owners, but not meetings of the Association's Board of Directors, (ii) furnished copies of annual financial reports made for the Unit owners, (iii) entitled to inspect the financial books and records of the Association during reasonable business hours, (iv) entitled to timely written notice from the Association of any condemnation or casualty loss that affects either a material portion of the Condominium or the Unit securing its mortgage, (v) entitled to timely written notice from the Association of any default by a Unit owner in the performance of such Unit owner's obligations under the condominium instruments which is not cured within sixty (60) days, (vi) entitled to timely written notice of any lapse, cancellation or material modification of any insurance policy or fidelity bond maintained by the Association, and (vii) entitled to timely written notice from the Association of any proposed action of the Association that requires the consent of a specified percentage of mortgage holders hereunder or under the Act, provided, however, that such mortgagee, insurer, and guarantor shall first file with the Association a written request that any such notices or copies be sent to a named agent' or representative of the mortgagee, insurer, or guarantor at an address stated in such notice.

(b) Unless Unit owners who represent at least two-thirds (2/3) of the total

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allocated votes in the Association and at least fifty-one percent (51 %) of the "Eligible First Mortgagees" (as hereinafter defined) and First Capital Bank (as long as First Capital Bank or its successors-in-title or assigns holds a deed to secure debt encumbering a Unit) have given their consent, the Association shall not be entitled to:

(i) Change the voting rights of Unit owners or a first mortgagee of any

Unit (a "First Mortgagee"), 'provided, however, changing the relative weight of each vote as a result of submitting Additional Property to the Act and this Declaration pursuant to Article XI below shall not require the consent of any First Mortgagee;

(ii) Increase the assessments by more than 25% of the previously

assessed amount, assessment liens, or the priority of assessment liens;

(iii) Reduce the reserves required to be paid by Unit owners as a

component of the assessments for maintenance, repair and replacement of common elements;

(iv) Change the responsibility for maintenance and repairs;

(v) Reallocate interests in the common elements or the limited common

elements or the right to their use, provided, however, the reallocation of interests in the common elements and the assignment of limited common elements in connection with the submitting of Additional Property to the Declaration and the provisions of the Act pursuant to Article IX below shall not require the consent of any First Mortgagee;

(vi) Redefine or change any Unit boundaries;

(vii) Change the convertibility of Units into common elements or vice

versa;

(viii) Change the provisions that govern the expiration or contraction of the Condominium, or the addition, annexation or withdrawal of Property to or from the Condominium;

(ix) Change the provisions that govern hazard insurance or fidelity

Insurance;

(x) Impose any restrictions on the leasing of Units except as otherwise

herein provided;

(xi) Impose any restrictions on a Unit owners right to sell or transfer his

Unit;

(xii) Establish self-management if professional management had been required previously by the Declaration or by a First Mortgagee;

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(xiii) Change the provisions that govern restoration or repair of the Condominium after a hazard damage or partial condemnation in a manner other than that specified; and

(xiv) Change any provisions that expressly benefit First Mortgagees.

(c) The termination of the Condominium for reasons other than substantial

destruction or condemnation of the Property must be agreed to by at least two-thirds (2/3) of the Eligible First Mortgagees.

F or purposes of this Article, an Eligible First Mortgagee is a First Mortgagee who has submitted a written request that the Association notify it of any proposed action requiring the consent of a specified percentage of Eligible First Mortgagees.

For purposes of this Article, when a First Mortgagee who has requested notice as provided above fails to submit a written response to any written proposal for an amendment to the Declaration within thirty (30) days after it receives proper notice of the proposal, provided the notice was delivered by certified or registered mail, with a return receipt requested, then such First Mortgagee shall be deemed to have approved such amendment.

Section 8.5 Priority of First Mortgagees. No provision of the condominium instruments shall be construed to grant to any Unit owner, or to any other party, any priority over any rights of First Mortgagees of the Units pursuant to their first mortgages in the case of a distribution to Unit owners of insurance proceeds or condemnation awards for losses to or a taking of Units andlor the comnion elements or any portions thereof.

Section 8.6 Professional Management. Any agreement for professional management of the Condominium must provide for termination of same by the Association for cause upon thirty (30) days written notice thereof and without cause and without penalty upon not more than ninety (90) days' written notice. The term of any such agreement may not exceed one (1) year, renewable by agreement of the parties for successive periods of no more than one (1) year each.

Section 8.7 Rules and Regulations. Subject to the consent of the Declarant while Declarant owns any Unit primarily for the purpose of sale or has the option to expand the Condominium pursuant to this Declaration, the Board of Directors of the Association may establish reasonable rules and regulations concerning the use of individual Units and of the common elements and facilities located thereon. Copies of such rules and regulations and amendments thereto shall be furnished by the Association to all Unit occupants prior to the effective date of such rules and regulations and amendments. Such rules and regulations shall be binding upon the Unit owners and occupants and their respective families, tenants, guests, invitees, servants, and agents, until and unless such rule or regulation is specifically overruled, cancelled, or modified by the Board of Directors or in a regular or special meeting of the Association by a vote of the Unit owners, in person or by proxy, holding a majority of the total votes in the Association.

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Section 8.8 Duration and Perpetuities.

(a) The provisions of this Declaration shall run with and bind title to the property constituting the Condominium, and shall be binding upon and inure to the benefit of all Unit owners and mortgagees and their respective heirs, executors, legal representatives, successors and assigns. So long as the laws of the State of Georgia limit the period during which covenants restricting lands to certain uses may run, it shall be the duty of the Association to cause such covenants contained herein, as amended from time to time, to be extended when necessary by recording a document bearing the signatures of Unit owners of Units to which a majority of the votes in the Association appertain reaffirming and newly adopting such covenants then existing in order that the same may continue to be covenants running with the land. Adoption by such majority shall be binding on all persons whomsoever, and each Unit owner, by acceptance of a deed therefor or other evidence of title thereto, is deemed to agree that such covenants may be extended and shall run with and bind title to the property as provided herein.

(b) If any of the covenants, conditions, restrictions, or other provisions of this Declaration shall be unlawful, void, or voidable for violation of the rule against perpetuities, then such provisions shall continue only until twenty-one (21) years after the death of the last survivor of the now living descendants of President George Bush.

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Section 8.9 Enforcement. In order to enforce compliance with all lawful provisions of the condominium instruments and the Association's Articles of Incorporation, Bylaws, and rules and regulations by the Unit owners and those persons entitled to occupy Units, and in addition to other rights of and remedies available to the Association, the Association shall be empowered to impose and assess fines and suspend during the period of infraction the right of use of certain of the common elements in such manner and to such extent as the Association may from time to time determine; provided, however, that no such suspensions shall deny any Unit owner or occupant access to the Unit owned or occupied nor cause any hazardous or unsanitary condition to exist. Any such lack of compliance shall also be grounds for an action to recover sums due, for damages or injunctive relief, or for any other remedy available at law or in equity, maintainable by the Association or, in any proper case, by one or more aggrieved Unit owners, on their own behalf or as a class action. In no event shall the Association impose any fine upon Declarant or its agents, representatives or employees to use the common elements while Declarant has the option to expand the Condominium pursuant to this Declaration or owns any Unit primarily for the purpose of sale. The Association shall not impose fines or suspend any rights of a Unit owner or occupant unless and until the following procedure is followed:

(a) Demand. Written demand to cease and desist from an alleged violation shall be served upon the alleged violator specifying: (i) the alleged violation; (ii) the action required to abate the violation, and (iii) a time period, not less than three (3) days, during which the violation may be abated without further sanction if such violation is a continuing one, or a statement that any further violation of the same rule may result in the imposition of sanction after notice and hearing if the violation is not continuing.

(b) Notice. Within twelve (12) months of such demand, if the violation continues past the period allowed in the demand for abatement without penalty, or if the same rule is subsequently violated, the Association shall serve the alleged violator with written notice of a hearing to be held by the Board of Directors in executive session. The notice shall contain: (i) the nature of the alleged violation; (ii) the time and place of the hearing, which time shall be not less than ten (10) days from the giving of the notice; (iii) an invitation to attend the hearing and produce any statement, evidence, and witness on his or her behalf; and (iv) the proposed sanction to be imposed.

(c) Hearing. The hearing shall be held in executive session of the Board of Directors pursuant to the notice and shall afford the alleged violator a reasonable opportunity to be heard. Prior to the effectiveness of any sanction hereunder, proof of notice and the invitation to be heard shall be placed in the minutes of the meeting. Such proof shall be deemed adequate if a copy of the notice together with a statement of the date and manner of the delivery is entered by the officer, director, or agent who delivered such notice. The notice requirement shall be deemed satisfied if the alleged violator appears at the meeting. The minutes shall contain a written statement of the results of the hearing and the sanction, if any, imposed.

Should Declarant or the Association employ legal counsel to enforce any of the foregoing, all costs incurred in such enforcement, including court costs, reasonable attorneys' fees, and such other professional services reasonably obtained by the Association, shall be paid by the violating Unit owner. Inasmuch as the enforcement of the provisions of this Declaration, the Bylaws, and the rules and regulations of the Association are essential for the effectuation of the general plan of condominium contemplated hereby and for the protection of the present and future Unit owners, it is hereby declared that any breach thereof may not be adequately compensated by recovery of damages, and Declarant, the Association, or any aggrieved Unit owner as the proper case, in addition to all other remedies, may require and shall be entitled to the remedy of injunction to restrain any such violation, breach, or any threatened violation or breach. No delay, failure, or omission on the part of Declarant, the Association, or any aggrieved Unit owner in exercising a right, power, or remedy herein provided shall be construed as an acquiescence thereto or shall be deemed a waiver of the right to enforce such right, power, or remedy thereafter as to the same violation or breach, or as to a violation or breach occurring prior or subsequent thereto, and shall not bar or affect its enforcement. No right of action shall occur nor shall any action be brought or maintained by anyone whatsoever against the Association for or on account of any failure to bring any action on account of any violation or breach, or threatened violation or breach, of this Declaration, the Bylaws, or any rules or regulations of the Association, however long continued.

Section 8.10 Equal Treatment. No action shall at any time be taken by the Association or its Board of Directors which in any manner would discriminate against any Unit owner or against any Unit or class or group of Units, unless the Unit owner so affected shall first consent thereto in writing.

Section 8.11 Interpretation. In all cases, the provisions set forth or provided for in this Declaration shall be construed together and given that interpretation or construction which, in the opinion of the Board of Directors of the Association, will best effect the intent of the general plan

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of development. The provisions hereof shall be liberally interpreted within the confines of the Act and, if necessary, they shall be so extended or enlarged by implication as to make then fully effective. The effective date of this Declaration shall be the date of its filing for record in the Office of the Clerk of the Superior Court of Forsyth County, Georgia. The captions of each Article and Section hereof as to the contents of each Article and Section are inserted only for convenience and are to be in no way construed as defining, limiting, extending, or otherwise modifying or adding to the particular Article or Section to which they refer. This Declaration shall be construed under and in accordance with the laws of the State of Georgia.

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Section 8.12 Gender and Grammar. The singular wherever used herein shall be construed to mean plural when applicable, and the necessary grammatical changes required to make the provisions hereof apply either to corporations or other entities or to individuals, men or women, shall in all cases be assumed as though in each case fully expressed.

Section 8.13 Rights of Third Parties. This Declaration shall be recorded for the benefit of the Unit owners, and their mortgagees, as herein provided, and by such recording, no adjoining property owner or third party shall have any right, title, or interest whatsoever in the Condominium, except as provided herein, or in the operation or continuation thereof or in the enforcement of any of the provisions hereof, and, except as specifically provided herein and subject to the rights of mortgagees as herein provided, the Unit owners shall have the right to extend, modify, amend, or otherwise change the provisions of this Declaration without the consent, permission, or approval of any adjoining owner or third party.

Section 8.14 Notice of Sale or Lease. In the event a Unit owner sells, leases, or otherwise disposes of any Unit and/or improvements thereon, such Unit owner must promptly furnish to the Association in writing the name and address of such purchaser, lessee, or transferee. Each respective purchaser or lessee shall also be required to furnish such information within ten (10) days after execution of a lease or closing of a purchase.

Section 8.15 Severability. Invalidation of anyone of the covenants or restrictions contained in this Declaration shall not affect any other provisions which shall remain in full force and effect and shall be enforced to the extent permitted by applicable law.

Section 8.16 . Heating of Dwellings in Colder Months. In order to prevent breakage of water pipes during colder months of the year resulting in damage to any Unit or the common elements, increased common expenses and increased insurance premiums or cancellation of insurance policies due to numerous damage claims, the thermostats within the Units shall be maintained with the heat in an "on" position and at a minimum of fifty-five (55) degrees Fahrenheit (except during power failures or periods when heating equipment is broken) during the months of October, November, December, January, February, March and April whenever the temperature is forecasted to or does reach thirty-two (32) degrees Fahrenheit or below. owner and occupants of Units shall take all steps possible on a timely basis to keep heating equipment, including, but not limited to, the thermostat, in good working order and repair. At any time during the months specified above when the heating equipment is not working properly, the Unit owner or occupant shall immediately inform the Board of Directors of this failure of the equipment and of the time

needed to repair the equipment. Notwithstanding any provision to the contrary, any owner or occupant may be fined up to Five Hundred ($500.00) Dollars for violation of this requirement by the Board of Directors, in addition to any other remedies of the Association, without prior warning, demand or hearing. Any fine imposed pursuant to this paragraph shall be deemed an assessment against the Unit and may be collected in the same manner as provided herein for the collection of assessments.

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Section 8.17 Preparer. This Declaration was prepared by Alex C. Kliros, Esq., Greenfield, Bost & Kliros, P.c., 990 Hammond Drive, Building One, Suite 650, Atlanta, Georgia 30328.

ARTICLE IX

EXPANSION OF CONDOMINIUM

Section 9.1 Reservation of Option. Declarant hereby expressly retains and reserves the right and option (hereinafter referred to as the "Option"), but no obligation, except as expressly provided herein, to expand the Condominium by submitting all or any portion of the property described on and attached hereto as Exhibit "F" (the "Additional Property"), to the provisions of the Act and this Declaration in the manner provided in Section 44-3-89 of the Act. Prior to being added to the Condominium, if so added, no portion of the Additional Property shall be subject to this Declaration. If any portion of the Additional Property is added to the Condominium, only such

portion added shall be subject to this Declaration. .

Section 9.2 Exercise of Option. Except as otherwise specifically set forth in this Declaration, there shall be no limitations on the Option or the exercise thereof. The Option may be exercised to add all or any portion of the Additional Property to the Condominium at one time or at different times, or the Option may not be exercised. There shall be no limitations to the boundaries of any portion of the Additional Property added to the Condominium. The exercise of the Option as to a portion of the Additional Property shall not prohibit Declarant from, or obligate Declarant to, further exercise of the Option as to any other portion of the Additional Property.

Section 9.3 Expiration of Option. The Option may be exercised by Declarant at any time and from time to time for a period of seven (7) years from the date of this Declaration is recorded by the Clerk of the Superior Court of Forsyth County, Georgia. Upon the expiration of said seven (7) year period, to the extent not exercised or previously terminated by Declarant by express amendment to this Declaration, the Option shall expire and terminate; provided, however, that Declarant may extend said period for the exercise of the Option with the consent of the Unit owners of Units to which two-thirds (2/3) of the votes in the Association appertain, within one (1) year prior to the date upon which the Option would otherwise have expired.

Section 9.4 Improvements on Additional Property. Any and all structures erected on any portion of the Additional Property added to the Condominium will be compatible with the structures on the Property in terms of physical appearance, structure, type, quality of construction, the principal materials to be used and architectural style. The maximum number of Units that may

be created on the Additional Property added to the Condominium is sixty (60)Units, and the maximum average number of Units per acre that may be created on any portion of the Additional Property added to the Condominium is five (5) Units. Except as provided above, there is no requirement that the Units to be constructed on the Additional Property will be similar to the Units submitted with this Declaration. All Units constructed on the Additional Property added to the Condominium shall be restricted exclusively to single-family residential use in accordance with the terms of this Declaration, subject to Declarant's right reserved to use any Unit owned by it in connection with the development, sales and promotional activities relating to the Condominium. Thereare no limitations as to the particular location of any improvements that may be made on any portion of the Additional Property added to the Condominium. Declarant shall construct on any portion of the Additional Property added to the Condominium, such roads and drives, if any, as Declarant shall deem necessary to provide access to the Units within the Additional Property. Declarant shall have the right, but not the obligation, to construct such improvements on the Additional Property, or any portion thereof added to the Condominium as Declarant shall deem advisable for the common use and enjoyment of the Unit owners. No limitations are placed on the right of Declarant reserved hereby to create limited common elements within any portion of the Additional Property or to designate common elements therein which may subsequently be assigned as limited common elements. Except as expressly provide in this Section 9.4, there are no assurances that any Units created on any portion of the Additional Property and added to the Condominium will be substantially identical to the Units submitted with this Declaration and there are no assurances as to what types of Units may be created on the Additional Property. All improvements on the Additional Property will be substantially completed prior to being added to the Condominium.

Section 9.5 Reallocations and Amendment. Upon the addition of any portion of the Additional Property to the Condominium, the share of undivided interest in the common elements and the share of liability for common expenses allocable to all Units then included in the Condominium shall be reallocated so that the undivided interest of each Unit of each type shall be the same as each other Unit of that type, and so that the undivided interest of a Unit of one type to one of another type is in substantially the same ratio as those interests are with respect to the Units initially a part of the Condominium, subject to the right of Declarant to make adjustments, so that the total of all interests equals precisely 100%. The maximum share of undivided interest in the common elements and the maximum share for common expenses allocable to all Units in the Condominium shall be one-fourth (1/4) and the minimum of each such share shall be one sixtyeighth (1/68). Each Unit located upon any portion of the Additional Property added to the Condominium shall be allocated one vote in the Association, which shall be of equal voting power with the vote allocated to each other Unit in the Condominium. To add Additional Property to the Condominium, Declarant alone shall execute and record an amendment to this Declaration submitting such Additional Property to the Act and this Declaration and reallocating the undivided interests in the common elements, the liabilities for common expenses and the votes in the Association.

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ARTICLE X

EASEMENTS

In addition to the easements granted in Section 2.10, and the easements set forth in the Act, there shall exist the following easements or easement rights:

Section 10.1 Declarant's Reserved Easements. Notwithstanding anything to the contrary contained in this Declaration, Declarant and its duly authorized agents, representatives, employees and customers shall have the following easements until six months after the later of (i) the date Declarant no longer owns a Unit primarily for the purpose of sale, or (ii) the date the option to expand the Condominium pursuant to this Declaration expires: to maintain a sales trailer, sales offices, rental offices, model units, a construction trailer, portable.toilets and construction offices on the Condominium or Additional Property, to go on and over the common elements to conduct sales, rental and construction activities and to construct and maintain signs and structures in connection therewith; for the exclusive use (without charge) of the office in the clubhouse for an office and for sales, storage and maintenance activities; to use the bathroom facilities in the clubhouse; and to park vehicles on the paved surfaces of the common elements.

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Section 10.2 Declarant's Easements for Additional Property. Notwithstanding anything to the contrary contained in this Declaration, Declarant and its duly authorized agents, representatives and employees shall have a perpetual, non-exclusive easement over the common elements for the construction and completion of improvements and making repairs on the Condominium and the Additional Property and for parking of vehicles on the paved surfaces in connection therewith.

Section 10.3 Easement for Encroachments. If any portion of the common elements encroaches upon any Unit or any Unit encroaches upon the common elements or another Unit as a result of the construction, reconstruction, repair, shifting, settlement or movement of any portion of the improvements there shall be an easement for such encroachment and for the maintenance of the same for as long as such encroachment shall exist, provided the physical boundaries of the Units after such construction, reconstruction or repairs are in substantial accord with the description of those boundaries set forth in the Plans.

Section 10.4 Easements Benefiting Additional Property.

(a) There shall be a perpetual non-exclusive easement for vehicular and

pedestrian ingress and egress over the driveways of the property submitted to this Declaration for the benefit of the Additional Property.

(b) There shall be a perpetual, non-exclusive easement for the benefit of the

Additional Property for the maintenance and use of all sewage disposal, storm drainage and utility distribution systems and facilities as are presently located on the property submitted to this Declaration, and for the maintenance and use of such sewage disposal, storm drainage and utility

distribution systems and facilities as may be constructed or installed on the Additional Property submitted to this Declaration in the future.

Section 10.5 Easement for Service Providers. There shall be non-exclusive easements for all police, firemen, ambulance operators, mailmen, delivery men, garbage men, and all similar authorized persons, and to the local governmental authorities and the Association, but not the public in general, to enter upon the common elements in the performance of their duties, subject to reasonable rules and regulations as the Board may establish from time to time.

[SIGNATURE ON NEXT PAGE]

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~S! WHEREOF, Declarant has hereunto set its hand and seal this cAt) 1:& day of ~ ~ ,20.t!.k_ .

..........

Signed, sealed, and delivered in the presence of:

BALLANTRAE, LLC, a Georgia limited liability company

By ~f~ (SEAL) Its: ~=z

Exhibit A:

Exhibit B:

Exhibit C:

ExhibitD:

ExhibitE:

Exhibit F:

Property Description Plans Certification Unit Boundaries

Identifying Numbers of Units

Allocation of Interests in Common Elements and Expenses Additional Property

35

EXHIBIT "A"

TRACT ONE

ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Lot 810, 2nd District, 1 st Section, Forsyth County, Georgia, and being more particularly described on a Condominium Plat of Ballantrae at Creekstone, Unit A, prepared by Neil A. Mc'Whorter, Registered Land Surveyor, dated October 19,2005, revised March 15,2006 to be recorded in the condominium plat records, and being more particularly described as follows:

To find the TRUE POINT OF BEGINNING, begin at a crimp top pin found at the point of intersection of Land Lots 809, 810, 847 and 848 of said district, section and county and run thence north 89 degrees 36 minutes 47 seconds west along the southern land lot line of Land Lot 810 a distance of287.30 feet to a rebar found; thence continuing along said land lot line north 89 degrees 36 minutes 47 seconds west a distance of 749.38 feet to the northeast right-of-way line of South Clement Road (50 foot right-of-way); running thence north 25 degrees 19 minutes 25 seconds west along said right-of-way a distance of 128.24 feet to the TRUE POINT OF BEGINNING; running thence north 25 degrees 19 minutes 25 seconds west along said right-ofway a distance of 165.48 feet to a point; running thence northerly and northeasterly along said right-of-way an arc distance of 20.59 feet (said arc being subtended by a chord having a bearing of north 05 degrees 39 minutes 27 seconds west a length of 20.19 feet); running thence north 53 degrees 47 minutes 08 seconds east along the southeastern right-of-way line of Ballantrae Circle a distance of 45.41 feet to a point; thence continuing along the southeastern right-of-way line of Ballantrae Circle north 64 degrees 31 minutes 49 seconds east a distance of 112.88 feet to a point; thence continuing easterly and southeasterly along said right-of-way line an arc distance of 47.12 feet (said arc being subtended by a chord having a bearing of south 70 degrees 28 minutes 11 seconds east and a length of 42.43 feet); thence continuing along the western right-of-way line of Ballantrae Circle south 25 degrees 28 minutes 11 seconds east a distance of 94.61 feet to a point; thence continuing southeasterly along said right-of-way line an arc distance of29.80 feet (said arc being subtended by a chord having a bearing of south 32 degrees 24 minutes 33 seconds east and a length of29.72 feet); thence departing from said right-of-way line south 36 degrees 35 minutes 19 seconds west a distance of 83.54 feet to a point; thence running south 64 degrees 40 minutes 35 seconds west a distance of 124.54 feet to the TRUE POINT OF BEGINNING. Said property contains .822 acres as shown on said survey and also contains Building 1400 located thereon.

TRACT TWO

ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Lot 810, 2nd District, 1 st Section, Forsyth County, Georgia, and being more particularly described on a Condominium Plat of Ballantrae at Creekstone, Unit A, prepared by Neil A. McWhorter, Registered Land Surveyor, dated October 19, 2005, revised March 15,2006 to be recorded in the condominium plat records, and being more particularly described as follows:

O;\Clients\Kliros\BALLANTRAE\CONDO DOCUMENTS\FINAL DOCS\LEGAL - UNIT A -031706.doc

O:\Clients\Kliros\BALLANTRAE\CONDO DOCUMENTS\FINAL DOCS\LEGAL - UNIT A -031706.doc

To find the TRUE POINT OF BEGINNING, begin at a crimp top pin found at the point of intersection of Land Lots 809, 810, 847 and 848 of said district, section and county and run thence north 89 degrees 36 minutes 47 seconds west along the southern land lot line of Land Lot 810 a distance of 287.30 feet to a rebar found; thence continuing along said land lot line north 89 degrees 36 minutes 47 seconds west a distance of 749.38 feet to the northeast right-of-way line of South Clement Road (50 foot right-of-way); running thence north 25 degrees 19 minutes 25 seconds west along said right-of-way a distance of 128.24 feet; running thence north 25 degrees 19 minutes 25 seconds west a distance of 165.48 feet along said right-of-way; thence continuing northerly and northeasterly along said right-of-way an arc distance of 20.59 feet (said arc being subtended by a chord having a bearing of north 05 degrees 39 minutes 27 seconds west and a length of 20.19 feet); thence continuing northerly and northwesterly along said right-of-way line an arc distance of 62.78 feet (said arc being subtended by a chord to the left having a bearing of north 25 degrees 28 minutes 11 seconds west and a length of 60 feet) to the TRUE POINT OF BEGINNING; thence continuing northwesterly along said right-of-way line an arc distance of 9.99 feet (said arc being subtended by a chord to the left having a bearing of north 59 degrees 55 minutes 35 seconds west and a length of 9.98 feet); thence continuing northwesterly along said right-of-way line an arc distance of 20.59 feet (said arc being subtended by a chord to the right having a bearing of north 44 degrees 59 minutes 24 seconds west and a length of 20.19 feet); thence continuing along said right-of-way line north 25 degrees 19 minutes 25 seconds west a distance of287.37 feet to a point; thence departing from said right-of-way line north 64 degrees 40 minutes 35 seconds east a distance of 90.03 feet to a point; running thence north 02 degrees 57 minutes 29 seconds east a distance of 22.10 feet to a point; running thence north 78 degrees 21 minutes 39 seconds east a distance of 105.72 feet to a point; running thence south 45 degrees 47 minutes 53 seconds east a distance of 142.86 feet to a point located on the northwestern rightof-way line of Ballantrae Circle; running thence southwesterly along the right-of-way line of Ballantrae Circle an arc distance of 114.40 feet (said arc being subtended by a chord to the left having a bearing of south 07 degrees 58 minutes 21 seconds west and a length of 108.02 feet) to a point; running thence along said right-of-way line south 25 degrees 28 minutes 11 seconds east a distance of 54.47 feet to a point; running thence southwesterly along said right-of-way line an arc distance of 47.12 feet (said arc being subtended by a chord to the right having a bearing of south 19 degrees 31 minutes 49 seconds west and a distance of 42.43 feet); thence continuing along said right-of-way line south 64 degrees 31 minutes 49 seconds west a distance of 151.64 feet to the TRUE POINT OF BEGINNING. Said property contains 1.552 acres as per survey and contains Building 100 and Building 200 as per said survey.

EXHIBIT "B"

TO DECLARATION OF CONDOMINIUM

FOR BALLANTRAE AT CREEKS TONE CONDOMINIUM

The undersigned is a registered engineer or architect in the State of Georgia and hereby certifies as follows:

1. I have visited the Condominium known as Ballantrae at Creekstone and described in the above-referenced Declaration of Condominium;

2. The exterior walls and roof of each Unit are in place as to the best of my knowledge, Information and belief for the BaIlantrae development stamped by the undersigned and dated November 21,2005; and

3. Such walls, partitions, floors and ceilings, to the extent shown on said plans, as constitute the horizontal boundaries and the vertical boundaries of each Unit, including, convertible space, have been sufficiently constructed so as to establish clearly the physical boundaries of such Unit.

/

Registered chitect Nil. 6897

4

5

EXHIBIT "C"

DECLARATION OF CONDOMINIUM FOR

BALLANTRAE AT CREEKSTONE CONDOMINIUM

Units

Upper and Lower boundaries. The upper boundary of each Unit is the horizontal plane of the unfinished upper interior surface of the ceiling. The upper boundary includes the plaster, drywall or other material forming the finished interior surface of the ceiling. The lower boundary of each Unit is the horizontal plane of the lower unfinished surface of the floor. The lower boundary includes the wood, tile or other material forming the finished flooring. The upper and lower boundaries of each Unit extend to their intersection with each other and the perimetrical boundaries of the Unit.

Perimetrical Boundaries. The perimetrical boundaries of each Unit are the vertical planes of the interior unfinished surface of the walls of the Unit (whether such walls separate the Unit from other Units or the Common Elements) and the vertical planes of the exterior surfaces of the windows and entry doors, including sliding glass doors. The perimetrical boundaries include all doors and windows therein, and all sheetrock, lath, and wallboard. The materials constituting the interior finished surfaces of the walls, including without limitation, the molding, tiles, wallpaper and paint are within the boundaries of each Unit. The perimetrical boundaries of each Unit extend to their intersection with the upper and lower boundaries of the Unit.

GeneraL Window screens and all fixtures, equipment and appliances located within the boundaries of each Unit are deemed to be a part of such Unit. Any heating and/or air conditioning compressors, units, components or other apparatus serving a Unit located beyond the boundaries of the Unit shall be deemed a part of that Unit, but any portions thereof serving more than one Unit or any portion of the common elements shall be deemed a part of the common elements. If any chutes, flues, ducts, conduits, wires, bearing walls, bearing columns, or any other apparatus lie partially inside and partially outside of the designated boundaries of a Unit, any portions thereof serving only that Unit shall be deemed a part of that Unit, but any portions thereof serving more than one Unit or any portion of the common elements shall be deemed a part of the common elements.

Without limiting the generality of the foregoing, or, as appropriate, in addition each Unit shall include:

(1) the decorated surfaces, including paint, lacquer, varnish, wall covering, tile and other finishing material applied to floors, ceilings, and interior and perimeter walls, carpeting, it any, and also the floors and ceilings themselves, and the drywall, paneling and other finishing wall material;

(2) all windows, skylights, if any, and screens and doors, including storm doors and windows, if any, and the frames, sashes and jams, and the hardware therefor;

(3) all fixtures and appliances installed for the exclusive use of that Unit, commencing at the point of disconnection from the structural body of the building and from utility pipes, lines or systems serving the entire building or more than one Unit thereof, including, without limiting the generality thereof, built-in cabinets, dishwashers, garbage disposers, refrigerators, stoves and hoods, television antennas and cables, furnaces, hot water heaters, heat pumps, air conditioning units (even though located outside the bounds of a Unit), and components of the foregoing, if any;

(4) all plumbing, electric, heating, cooling and other utility or service lines, pipes, wires, ducts, conduits and apparatus, wherever located, which serve only that Unit;

(5) all control knobs, switches, thermostats and electrical outlets and connections affixed to or projecting from the walls, floors and ceilings which service either the Unit or the fixtures located therein;

(6) all interior walls that are not necessary for support of the structure, and all components thereof and all space encompassed thereby;

(7) the portion of fireplaces actually within the interior of a Unit, and fireplace vents or chases;

(8) the space in the attached garage;

(9) in the case of a Unit with an attached screened in or glassed in veranda, the veranda; and

(l0) the attic space or storage space above a Unit, to which the Unit has direct and exclusive access;

excluding therefrom, however, all of the following items, whether or not located within the bounds of that Unit:

(1) any supporting element of the building contained in interior walls;

(2) all plumbing, electric, heating, cooling and other utility service lines, pipes, sump pumps and accessories thereto, wires, ducts and conduits which serve any other Unit; and

(3) chimneys.

6

1 2 3 4 49 50 51 52 53 54 55 56

EXHIBIT "D" IDENTIFYING NUMBERS OF UNITS

Street Address

2410 Ballantrae Circle 2412 Ballantrae Circle 2416 Ballantrae Circle 2414 Ballantrae Circle 2540 Ballantrae Circle 2542 Ballantrae Circle 2546 Ballantrae Circle 2544 Ballantrae Circle 2550 Ballantrae Circle 2552 Ballantrae Circle 2556 Ballantrae Circle 2554 Ballantrae Circle

7

EXHIBIT "E"

DECLARATION OF CONDOMINIUM

FOR BALLANTRAE AT CREEKSTONE CONDOMINIUM

Share of Common Elements And Common Expenses Allocated to Each Unit

Share of the common elements and common expenses shall be allocated to each Unit and each Unit owner shall be liable for and shall pay the share of the common expenses as follows, except as otherwise provided in the Declaration:

1 2 3 4 49 50 51 52 53 54 55 56

Morningside Ansley Ansley Morningside Morningside Ansley Ansley Morningside Morningside Ansley Ansley Morningside

1.307 1.634 1.634 1.307 1.307 1.634 1.634 1.307 1.307 1.634 1.634 1.307

Unit Number

Model

Share of Common Elements and Common Expenses as a percentage

If the Additional Property is developed into Units in accordance with the Declaration, each Morningside Unit containing approximately 2,000 square feet shall own 1.307% of the Common Elements and bear the same percentage of Common Expenses, and each Ansley Unit containing approximately 2,500 square feet shall own 1.634% of the Common Elements and bear the same percentage of common expenses.

8

EXHmIT It F "

All that tract or parcel of land lying and being in Land Lot 810, 2nd District, 1 st Section of Forsyth County, Georgia, being more particularly described as follows:

To find the True Point of Beginning, commence at a crimp top pipe found located at the intersection of Land Lots 774, 775, 810 and 811, said District, Section and County, and thence running along the line common to Land Lots 810 and 811 south 00 degrees 43 minutes 18 seconds east a distance of 413.58 feet to a crimp top pipe set, being the True Point of Beginning; from said True Point of Beginning, thus established, thence running south 88 degrees 38 minutes 12 seconds east a distance of 1184.31 feet to a rebar found; thence running south 01 degrees 12 minutes 38 seconds west a distance of 405.91 feet to a rebar found; thence running south 01 degrees 17 minutes 46 seconds west a distance of 440.75 feet to a rebar found located on the line common to Land Lots 810 and 847, said District, Section and County; thence running along the line common to Land Lots 810 and 847 north 89 degrees 36 minutes 47 seconds west a distance of749.38 feet to a crimp top pipe found located on the northeasterly right of way line of Clement Road (50 foot right of way); thence running along said right of way line north 25 degrees 19 minutes 25 seconds west a distance of 506.54 feet to a crimp top pipe set; thence continuing along said right of way line north 25 degrees 19 minutes 25 seconds west a distance of283.16 feet to a point; thence continuing along said right of way line along the arc of a curve to the left (said curve having a radius of 425 feet and being subtended by a chord bearing north 34 degrees 35 minutes 39 seconds west a distance of 136.93 feet) an arc distance of 137.53 feet to a rebar found on the line common to Land Lots 810 and 811, said District, Section and County; thence leaving said right of way line of Clement Road and running along said Land Lot Line north 00 degrees 43 minutes 18 seconds west a distance of 43.04 feet to a crimp top pipe set, being the True Point of Beginning; said property' containing 18.957 acres according to Survey for Ballantrae, L.L.C., Lawyers Title Insurance Company & Chattahoochee National Bank, dated January 20. 2004, revised September 2, 2004, by Mcwhorter Gilbert Anderson Land Surveying & Civil Engineering, Neil A. McWhorter, RLS No. 2644.

Page 1 of 3

LESS AND EXCEPT THE FOLLOWING TRACT ONE AND TRACT TWO:

TRACT ONE

ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Lot 810, 2nd District, 1 st Section, Forsyth County, Georgia, and being more particularly described on a Condominium Plat of Ballantrae at Creekstone, Unit A, prepared by Neil A. McWhorter, Registered Land Surveyor, dated October 19,2005, revised March 15, 2006 to be recorded in the condominium plat records, and being more particularly described as follows:

To find the TRUE POINT OF BEGINNING, begin at a crimp top pin found at the point of intersection of Land Lots 809, 810, 847 and 848 of said district, section and county and run thence north 89 degrees 36 minutes 47 seconds west along the southern land lot line of Land Lot 810 a distance of287.30 feet to a rebar found; thence continuing along said land lot line north 89 degrees 36 minutes 47 seconds west a distance of 749.38 feet to the northeast right-of-way line of South Clement Road (50 foot right-of-way); running thence north 25 degrees 19 minutes 25 seconds west along said right-of-way a distance of 128.24 feet to the TRUE POINT OF BEGINNING; running thence north 25 degrees 19 minutes 25 seconds west along said right-ofway a distance of 165.48 feet to a point; running thence northerly and northeasterly along said right-of-way an arc distance of 20.59 feet (said arc being subtended by a chord having a bearing of north 05 degrees 39 minutes 27 seconds west a length of 20.19 feet); running thence north 53 degrees 47 minutes 08 seconds east along the southeastern right-of-way line of Ballantrae Circle a distance of 45.41 feet to a point; thence continuing along the southeastern right-of-way line of Ballantrae Circle north 64 degrees 31 minutes 49 seconds east a distance of 112.88 feet to a point; thence continuing easterly and southeasterly along said right-of-way line an arc distance of 47.12 feet (said arc being subtended by a chord having a bearing of south 70 degrees 28 minutes 11 seconds east and a length of 42.43 feet); thence continuing along the western right-of-way line of Ballantrae Circle south 25 degrees 28 minutes 11 seconds east a distance of 94.61 feet to a point; thence continuing southeasterly along said right-of-way line an arc distance of29.80 feet (said arc being subtended by a chord having a bearing of south 32 degrees 24 minutes 33 seconds east and a length of29.72 feet); thence departing from said right-of-way line south 36 degrees 35 minutes 19 seconds west a distance of 83.54 feet to a point; thence running south 64 degrees 40 minutes 35 seconds west a distance of 124.54 feet to the TRUE POINT OF BEGINNING. Said property contains .822 acres as shown on said survey and also contains Building 1400 located thereon.

TRACT TWO

ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Lot 810, 2nd District, 1st Section, Forsyth County, Georgia, and being more particularly described on a Condominium Plat of Ballantrae at Creekstone, Unit A, prepared by Neil A. McWhorter, Registered Land Surveyor,

Page 2 of 3

dated October 19, 2005, revised March 15,2006 to be recorded in the condominium plat records, and being more particularly described as follows:

To find the TRUE POINT OF BEGINNING, begin at a crimp top pin found at the point of intersection of Land Lots 809, 810, 847 and 848 of said district, section and county and run thence north 89 degrees 36 minutes 47 seconds west along the southern land lot line of Land Lot 810 a distance of 287.30 feet to a rebar found; thence continuing along said land lot line north 89 degrees 36 minutes 47 seconds west a distance of 749.38 feet to the northeast right-of-way line of South Clement Road (50 foot right-of-way); running thence north 25 degrees 19 minutes 25 seconds west along said right-of-way a distance of 128.24 feet; running thence north 25 degrees 19 minutes 25 seconds west a distance of 165.48 feet along said right-of-way; thence continuing northerly and northeasterly along said right-of-way an arc distance of 20.59 feet (said arc being subtended by a chord having a bearing of north 05 degrees 39 minutes 27 seconds west and a length of 20.19 feet); thence continuing northerly and northwesterly along said right-of-way line an arc distance of 62.78 feet (said arc being subtended by a chord to the left having a bearing of north 25 degrees 28 minutes 11 seconds west and a length of 60 feet) to the TRUE POINT OF BEGINNING; thence continuing northwesterly along said right-of-way line an arc distance of 9.99 feet (said arc being subtended by a chord to the left having a bearing of north 59 degrees 55 minutes 35 seconds west and a length of 9.98 feet); thence continuing northwesterly along said right-of-way line an arc distance of 20.59 feet (said arc being subtended by a chord to the right having a bearing of north 44 degrees 59 minutes 24 seconds west and a length of 20.19 feet); thence continuing along said right-of-way line north 25 degrees 19 minutes 25 seconds west a distance of 287.37 feet to a point; thence departing from said right-of-way line north 64 degrees 40 minutes 35 seconds east a distance of 90.03 feet to a point; running thence north 02 degrees 57 minutes 29 seconds east a distance of 22.10 feet to a point; running thence north 78 degrees 21 minutes 39 seconds east a distance of 105.72 feet to a point; running thence south 45 degrees 47 minutes 53 seconds east a distance of 142.86 feet to a point located on the northwestern rightof-way line of Ballantrae Circle; running thence southwesterly along the right-of-way line of Ballantrae Circle an arc distance of 114.40 feet (said arc being subtended by a chord to the left having a bearing of south 07 degrees 58 minutes 21 seconds west and a length of 108.02 feet) to a point; running thence along said right-of-way line south 25 degrees 28 minutes 11 seconds east a distance of 54.47 feet to a point; running thence southwesterly along said right-of-way line an arc distance of 47.12 feet (said arc being subtended by a chord to the right having a bearing of south 19 degrees 31 minutes 49 seconds west and a distance of 42.43 feet); thence continuing along said right-of-way line south 64 degrees 31 minutes 49 seconds west a distance of 151.64 feet to the TRUE POINT OF BEGINNING. Said property contains 1.552 acres as per survey and contains Building 100 and Building 200 as per said survey.

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