THIS DECLARATION made this ____ day of _____, 2001, by FREIGHT, INC., an Indiana Corporation, hereinafter sometimes referred to as the "Declarant".

WITNESSETH:

Lots Numbered One (1) through Sixty-nine (69) inclusive as shown on the recorded Plat of Edge of the Woods Subdivision recorded, 2001 as Document Number in the Office of the Recorder of St. Joseph County, Indiana; and

Declarant, by execution of this Declaration, states that all homesites which are part of the Property shall be conveyed subject to the terms and conditions of this Declaration which shall run with the land and be binding upon all parties having any right, title or interest in the Property or any part thereof, their heirs, successors and assigns and shall inure to

the benefit of each owner.

NOW, THEREFORE, Declarant hereby makes this Declaration as follows:

1. DEFINITIONS. The following terms as used in this Declaration, unless the context clearly requires otherwise, shall mean the following:

1. "Plat" means the plat of the Property prepared by Robert Palm & Associates recorded ____, 2001 as Document Number _____ in the Office of the Recorder of St. Joseph County, Indiana.

B. "Homesite" means any plot of ground designated as a lot upon the recorded Plat of the Property. When Homesite is used, it shall be deemed to include the lot and the dwelling unit, if any, located thereon.

C. "Owner" means any person, firm, corporation, partnership, association, trust, Limited Liability Company or other legal entity or any combination thereof which owns the fee simple title to a Homesite.

D. "Dwelling Unit" means the structure used as a residential living unit located upon a Homesite, including the garage and any appurtenances.

2. DECLARATION. Declarant hereby expressly declares that the Property shall be held, conveyed and transferred in accordance with the provisions of this Declaration.

3. DESCRIPTION OF THE PROPERTY. The Property consists of sixty-nine (69) Homesites Numbered 1 through 69 inclusive. The sites of the Homesites are designated on the Plat.

4 .LAND AND USE AND BUILDING TYPE.

1. Lots Restricted to Private Residential Use. All Homesites or lots in said Subdivision are restricted to private residences and shall not be improved, used or occupied for other than private one family residence purposes, except that if a person(s) owns more than one (1) lot in said Subdivision, nothing contained herein shall require that person(s) to place a residence on the second or other Homesite. The requirement that each Homesite shall be used solely for residential purposes shall not apply during the time that the Homesite is being used by the Declarant or any home builder in the promotion, development or improvement of said Subdivision during which time the lot may be used as an office or modeled for sales and promotion purposes.
2. Building Location. No building shall be erected nor located on any lot nearer to the right of way line than the minimum building setback lines as shown on the recorded Plat, however, the Declarant reserves the right to determine if a minimum setback of forty (40) feet would apply. Each structure shall be located no nearer than eight (8) feet from any side lot line, but shall have a total combined width for the two side yards of not less than twenty (20) feet. No structure shall be located closer than forty (40) feet to any rear lot line. These minimum setback line restrictions shall also apply to the garage. If the Owner of one lot, however, shall purchase a second lot, and the second lot purchased adjoins the first, the setbacks for the side lot line may be waived by the Owner and said Owner may construct a dwelling house on both said lots, subject to the front lot line and rear lot line setback requirements, and these restrictive covenants herein set out shall govern both said lots as one unit, and the lot Owner may not thereafter sell either lot as one unit, and the lot Owner may not thereafter sell either lot or any part thereof separately, but the lot Owner must sell the two (2) lots as one track or parcel of land. For purposes of this section, eaves, steps and open porches shall not be considered as a part of the structure; provided, however, that this shall not be construed so as to prevent any portion of a structure on a lot be located nearer than eight (8) feet from any side lot line or twenty (20) feet from any structure on an adjacent lot, whichever is greater. All dwellings are to be staked by a registered land surveyor prior to the start of construction. Declarant reserves the right to approve the site plan prior to the home staking.
3. Completion Date. Construction of a dwelling shall begin within a period of two (2) years from the date on which a Homesite is conveyed by the Declarant to the purchaser thereof, unless such two (2) year period is extended by a written instrument duly executed by the Declarant. During the period before construction, following conveyance by Declarant and during the period prior to construction, the Homesite/lot shall be mowed and maintained by the Homesite owner. Construction of a dwelling shall be by a duly licensed contractor(s) or by the lot Owner(s). Construction of any dwelling shall be completed within one (1) year from the date of beginning, or thereafter be completely removed, unless a waiver from the required completion date shall have been approved in writing by the Architectural Control Committee. Residency in any dwelling shall not be permitted until the exterior of the dwelling has been One Hundred (100%) percent completed. Occupying a motor home as a residence in this Subdivision is not permitted.
4. Single Family Dwelling. No Dwelling Unit shall be erected, altered, placed or permitted to remain on any Homesite other than one (1) single family dwelling not to exceed Two and One-half (2½) stories in height and attached connected garage of sufficient size to house at least two (2) automobiles, but not to exceed space for three (3) automobiles unless otherwise approved, in writing, by the Architectural Control Committee.
5. Dwelling Unit Size. No Dwelling Unit shall be permitted on any Homesite with a living floor area of the main structure, exclusive of porches, whether one or two story or whether screened or not, basements, walk out basements and lower level and garages, of less than the following number of square feet for the following types of Dwelling Units. The minimum square footage for Dwelling Units on the Property shall be the following:

i. On Lots 2, 3, 7, 8, 9, 10, 11, 12, 13, 63, 64, 65, and 66, if a single story dwelling, then no less than 1,400 square feet; if a two story dwelling, then no less than 1,600 square feet;

ii. On Lots 1, 4, 5, 6, 14, 15, 16, 17, 18, 21, 22, 23, 24, 25, 39, 50, 51, 52, 53, 54, 55, 56, 57, 58, 59, 60, 61, 62, 67, 68, and 69, if a single story dwelling no less than 1,600 square feet; or a two story dwelling no less than 1,850 square feet;

iii. On Lots 19, 20, 26, 27, 28, 29, 30, 31, 32, 33, 34, 35, 36, 37, 38, 40, 41, 42, 43, 44, 45, 46, 47, 48, and 49, if a single story dwelling, no less than 1,800 square feet; or a two-story dwelling no less than 2,200 square feet.

Exceptions may be made to this Section E only if the Architectural Control Committee unanimously approves them in writing. When a multi-level, one and one half story dwelling, is being constructed, walk out lower level finished living areas can be used to partially attain square footage requirements, up to 150 square feet can be allocated towards achieving the square footage requirements, subject to review and approval, in writing, by the Architectural Control Committee.

1. Materials. All buildings shall be constructed of new materials only. Structures with cement block exteriors, including structures with cement block foundations above grade, shall be prohibited, unless expressly approved in writing by the Architectural Control Committee. Roll roofing is expressly prohibited. The exterior siding material of all structures shall be aluminum, vinyl and brick, redwood or cedar lap; no vertical Masonite nor metal siding is permitted. All residences must be faced with brick or stone, or a minimum of partial brick or stone front, or brick or stone accents as approved by the Architectural Control Committee. Exceptions to this Section F can be only by unanimous written consent of the Architectural Control Committee. The roof pitch of all residences shall be in compliance with the requirements of the St. Joseph County, Indiana building code or not less than six (6) inches/twelve (12) inches, whichever is more restrictive, and shall maintain a minimum of a one (1) foot overhang. Prior to construction and installation, the Architectural Control Committee must approve, in writing, any solar panel installation and the location of said installation. All sides of dwelling units shall have at least one (1) window unless the Architectural Control Committee grants an exception to this requirement in writing.
2. Home Occupations. No Homesite shall be used for any purpose other than as a single-family residence, except that a home occupation, defined as follows, may be permitted: any use conducted entirely within the Dwelling Unit and participated in solely by a member of the immediate family residing in said residence, which use is clearly incidental and secondary to the use of the Dwelling Unit for dwelling purposes and does not change the character thereof and in connection with which there is: (a) No sign nor display that will indicate from the exterior that the building is being utilized in whole or in part for any purpose other than that of a Dwelling Unit; (b) No commodity is sold upon the Homesite; (c) No person is employed other than a member of the immediate family residing in the Homesite; and (d) No mechanical or electrical equipment is used, provided that, in no event shall a barber shop, styling salon, beauty parlor, tea room, fortune telling parlor, animal hospital, or any form of animal care or treatment such as dog trimming, be construed as a home occupation.

5. STRUCTURE AND POWERS OF ARCHITECTURAL CONTROL COMMITTEE: There is hereby created the Edge of the Woods Subdivision Architectural Control Committee ("Committee") which shall consist of three (3) persons appointed by Freight, Inc. or its successors and assigns who shall serve until they are removed or have resigned. This Committee may designate any one of its members to act on its behalf. In the event of a vacancy on the Committee, Freight, Inc. shall have the authority to appoint a replacement. The Committee shall have the authority and power to approve all plans and specifications for all structures to be erected in the Subdivision. Said Committee may act as a representative of the Owners of the lots in the Subdivision and may act to enforce the covenants and restrictions herein by due process of law, which authority and power in the Committee shall not exist to the exclusion of the authority and power vested in said lot owners.

6. APPROVAL BY ARCHITECTURAL CONTROL COMMITTEE. No building or other structure shall be erected, constructed, placed, maintained or altered on any Homesite in this Subdivision until the building plans (including floor plans, external design, location with respect to lot lines, topography and finished grade elevations), specifications and site plan showing the location of such building, have been approved in writing by the Architectural Control Committee. Three (3) sets of complete plans must be furnished, two (2) of which will be retained in the office of the Declarant and one (1) will be returned to the builder. The Committee's approval or disapproval, as required in this Declaration shall be in writing. No structure of any kind which does not fully comply with such approved plan shall be erected, constructed, placed or maintained upon any Homesite, and no changes or deviations in or from such plans as approved shall be made without the Committee's prior written consent. In the event the committee, or its designated representative, fails to approve or disapprove such design or location within thirty (30) days after said plans and specifications have been submitted to them and if no suit to enjoin the erection of such building or the making of such alterations has been commenced prior to completion thereof, such approval will not be required and this covenant shall be deemed fully complied with. The plans must show floor plan, quality of construction, materials, outside colors to be used and harmony of external design with existing structures and location with respect to lot lines, topography and finish grade elevations. In addition, the site plans must show placement of driveways. Lot Owners warrant maintaining the wooded integrity of the Subdivision and therefore agree to make all diligent efforts to save as many trees as possible. No tree of more than sixteen (16) inches in diameter shall be removed unless actually necessary for construction purposes. The Declarant represents that it has made a diligent effort to maintain and save all trees during the Subdivision construction process, however, lot Owners warrant to not hold Declarant liable for any future dead trees. The Architectural Control Committee's approval or disapproval of the plans shall be in writing. No structure of any kind which does not fully comply with the approved plans shall be erected, constructed, placed or maintained upon any lot and no changes or deviations in or from such plans as approved shall be made without the Architectural Control Committee's prior written consent.

7. LIABILITY OF DECLARANT AND COMMITTEE MEMBERS. Neither Declarant nor the Architectural Control Committee nor any member thereof nor any of their respective heirs, personal representatives, successors or assigns, shall be liable to anyone by reason of any mistake in judgment, negligence or non-feasance arising out of or relating to the approval or disapproval or failure to approve any plans so submitted, nor shall they, or any of them, be responsible or liable for any structural defects in such plans or in any structure erected according to such plans or any drainage, well or septic system problems resulting therefrom. Every person and entity which submits plans to the Committee agrees, by submission of such plans, that the party making the submissions will not bring any action or suit against the Committee, the Declarant or either of them to recover any damages or require the Committee or its representative to take or refrain from taking any action. Neither the submission of any complete set of plans to the Declarant or to the Committee for review by the Committee, nor the approval thereof by the Committee, shall be deemed to guarantee or require the actual construction of the building or structure therein described, and no adjacent lot owner may claim any reliance upon the submission and/or approval of any such plans or the buildings or structures described therein.

8. COMMITTEE VACANCIES. In the event there is any vacancy created in the Committee, Declarant, its successors and assigns, shall have the right to appoint another person to fill said vacancy. If there be no Declarant nor its successors and assigns, then Eighty (80%) percent of the record title Owners of the lots may elect by a majority vote of said Eighty (80%) percent, the Architectural Control Committee.

9. ARCHITECTURAL CONTROL COMMITTEE EXPIRATION. The authority of the Committee shall expire fifteen (15) years after the date of the recording of the Plat. Declarant may, at any time, relinquish its right to designate a Committee member or to fill any vacancy on the Committee and upon its written relinquishment of the same, any vacancy on the Architectural Control Committee shall be filled by an election of the majority of Eighty (80%) percent of the Homesite Owners in the Subdivision.

10. EASEMENTS. There are strips of ground variable in width, as shown on this Plat, and marked "Easement", reserved for use as roads, or for maintenance/creation of any ponds/lakes or recreational/drainage easements, or signage and landscape easements, and for the use of public utilities for the installation of water and sewer mains, poles, ducts, lines and wires, and overland drainage flows, subject at all times & for the benefit of the proper regulatory authorities, the Declarant, or Homeowners Association, and to the easement herein reserved. The owner(s) of the lot (s) containing said easements, their successors and assigns shall take their titles subject to said use of the easements. Lots (49, 50, 51, 52, 35, 34, 33, 32, 31, 30, 29, 28, 20, 19) have retention easements.

The recreation easements delineated on this subdivision (lots 4,5,) are easements reserved for the use by the Declarant of said subdivision, the property owners contiguous to said easements and the Owners of lots in the Subdivision, and their successors and assigns. The owners of contiguous lots reserve recreational/ drainage easements for the exclusive use, unless otherwise noted. No permanent structures shall be erected or maintained upon said strip of land except as noted in Paragraphs 7 and 8, regarding screening of non-access easements. The Architectural Control Committee shall approve any structures in recreational easement areas in writing. No motorized watercraft shall be allowed in any recreational easement and/or lakes/ponds. No changes shall be made in the grading of any lot areas used as drainage swales as initially provided which would alter the flow of overland storm drainage runoff, but owners of lots in this subdivision shall take their titles subject to the rights of the public utilities. Furthermore, any utility company, in setting utility poles, shall have the right to set anchor poles at any change of direction of their lines. Such anchor poles may be set on any lot line outside the easement and not more than ten (10) feet from the rear line of any lot. All utility pedestals and transformers shall be erected on or within five (5) feet of the nearest corner lot. Location of utility transformers and pedestals is at the utility company's discretion, approx. every 5th lot. Lot Buyer shall grant utility companies additional easement if necessary to service lots. In attempt to preserve trees along the road right of way, utility companies may request a slightly wider easement. Trees located in the utility easement are subject to trimming- or cutting if necessary by the utility companies.

Any pond/lake maintenance/utility easements delineated on this subdivision are easements reserved for the use by the Declarant of said subdivision and the utility companies. The Declarant reserves the right to use said easements for the purpose of right-of-way and easement for construction, operation, use, maintenance, repair, renewal, and removal of facilities necessary to provide for the maintenance of the pond/ lake and its immediate surrounding environs as those limits are defined by said retention/drainage easements. The rights of the utility companies are outlined in the deed of dedication for this subdivision plat.

12. PERIMETER FENCING AND RETAINING MALLS. The only perimeter fencing permitted shall be a rear or side yard split rail (two (2) rails high, not to exceed four (4) feet high) or a privacy fence around an immediate patio of not more than six (6) foot which must conform to present architectural standards as set by the style of home thereon built and be approved by the Architectural Control Committee in writing, unless a variance from this fence requirement shall have been approved in writing by the Architectural Control Committee. This paragraph is not to be construed to prohibit the planting or maintenance of hedges, shrubbery or trees. Black chain link fence may be applied over the split rail when necessary and with prior approval of the committee. No fencing to be installed in easement areas unless approved in writing by the Architectural Control Committee. Retaining walls along a perimeter lot line that poses a significant danger because of the drop off shall utilize a protective landscape screening. The Architectural Control Committee must approve all retaining walls in writing.

13. NUISANCES. No noxious or offensive activity shall be carried on upon any Homesite, nor shall anything be done thereon which may become an annoyance or nuisance in the neighborhood.

15. TENNIS COURTS, POOLS & PLAYGROUND EQUIPMENT. No above ground pools shall be permitted. No tennis courts shall be permitted unless approved in writing by the Architectural Control Committee. Evergreen screening around playground equipment may be required at the discretion of the Architectural Control Committee.

(1/2) of said lot and match the decor of the present residential dwelling. The placement and construction of the detached structures are to be submitted to the Architectural Control Committee which Architectural Control Committee shall have the authority to approve or disapprove the placement and construction of detached storage structures, and once approved and erected, the Architectural Control Committee shall have the authority to require protective screening around any detached structure. Metal pole barns will not be permitted. Some lots are not conducive to the placement of detached structures and will not be allowed at the discretion of the Architectural Control Committee.

17. DRIVEWAYS, CHIMNEYS AND SIDEWALKS. No stone or cinder driveways shall be permitted. All driveways are to be a minimum of twelve (12) feet wide and must be constructed of asphalt, brick or concrete. If constructed of asphalt, the depth of asphalt shall be at least three (3) inches thick. If constructed of concrete, the driveway shall be at least four (4) inches thick. Circular drives in front of homes (if any) may be a minimum of eight (8) feet wide. The gutter line of the road shall not be filled or "wedged" with asphalt or any material. All fireplace exterior chimneys shall be of masonry construction. Acceptable alternatives to masonry exterior chimneys would be a "direct vent" fireplace with committee approval or an interior chimney with brick veneer above the roof. New 90% high efficient gas furnaces do not require a chimney. The Architectural Control Committee must approve any chimney variance from the above restrictions. Vinyl sided chimneys are not permitted. A four (4) foot wide and at least four (4") inches thick concrete sidewalk shall be constructed by the lot buyer on each

Homesite, along the entire frontage of any through street. Final grade of sidewalks, placement, finish, and design to be approved by the committee. Standard sidewalk design to be 1.) Ten (10) feet behind curb. 2.) Break lines five (5) feet apart with a broom finish. 3.) Sidewalk poured through driveway, not abutting up to driveway. 4.) Sidewalks that meet County right-of-way must be handicap accessible. Homeowners are responsible for keeping their portion of the sidewalk free of ice and snow.

19. ANIMALS, LIVESTOCK AND POULTRY. No animals, livestock or poultry of any kind shall be raised, bred or kept on any lot, except that dogs, cats, or other household pets may be kept, provided that they are not kept, bred or maintained for any commercial purposes and are not permitted to become a neighborhood nuisance or hazard in any manner. No dog or cat may be permitted to run at large.

20. DEBRIS, GARBAGE AND REFUSE DISPOSAL. No lot, or contiguous lot during the construction period, shall be used or maintained as a dumping ground for rubbish or brush. Trash, garbage, or other waste shall not be kept except in sanitary containers. During the construction period for any house, the builder or lot owner shall place a construction dumpster on each Homesite or available for use by each Homesite for the disposal of trash. All incinerators or other equipment for the storage or disposal of such material shall be kept in a clean and sanitary condition. No lot shall be used for the storage of old lumber, cars, materials or debris including grass clippings. Firewood may be stored on a lot, but stored in an orderly and sightly manner and appearance. All vacant lots shall have the weeds and brush mowed so that the foliage does not exceed one (1) foot in height within the first five and one-half (5 1/2) feet from the curb. A lien in favor of the Declarant or Association shall be granted if lot owner fails to comply with keeping vacant lot as required or an improved lot neat in appearance, or if lot owner fails to remove a dead tree from lot in a timely fashion and Declarant or Association is required to do so for public safety or aesthetic reasons.

21. SIGHT DISTANCE AT INTERSECTIONS. No fence, wall, hedge or shrub planting which obstructs sight lines at elevations between two (2) and six (6) feet above the roadway shall be placed or permitted to remain on any corner lot within the triangular area formed by the street property lines and

a line connecting them at points twenty-five (25) feet from the intersection of the street lines; or, in the case of a rounded property corner, from the intersection of the street property lines extended. The same sight-line limitations shall apply on any lot within ten (10) feet from the intersection of a street property line with the edge of a driveway. No tree shall be permitted to remain within such distances of such intersection unless the foliage line is maintained at sufficient height to prevent obstruction of such sight lines.

23. DECLARANT'S OPTION TO REPURCHASE AND RIGHT OF FIRST REFUSAL. In the event that a residential dwelling meeting the requirements of these restrictions is not completed on any lot within a period of two (2) years from the date on which such lot is conveyed by the Declarant to the purchaser thereof, unless such two (2) year period is extended by a written instrument duly executed by the Declarant, the Declarant shall thereupon have the right during the ensuing twelve (12) month period commencing on the second anniversary date of such conveyance to repurchase such lot from the current

24. FUEL STORAGE TANKS. Fuel storage tanks are not allowed.

25. LOT DIVISION. There shall be no subdivision or sale of any lot by a homeowner for the purpose of building an additional dwelling.

26. LIGHTING. A dusk-to-dawn light (or gas light) of the type approved by the Architectural Control Committee shall be installed by the builder or lot owner on each lot in front of the front building setback line, approximately twenty (20) to forty (40) feet behind curb. If electric, post lights shall be equipped with automatic operators (electric eye) to provide light from sundown to dawn.

27. RECREATIONAL OR COMMERCIAL VEHICLES AND PARKING. No recreational or commercial vehicles, including but not limited to, campers, trailers, trucks, dune buggies, or boats may be used as a temporary residence or kept in open areas in this subdivision, whether such open areas are on or off the lot of any lot owner. No vehicles of any type shall be parked on the street of the subdivision except for the temporary parking of vehicles of guests of owners of lots.

29. UTILITIES AND TELEVISION ANTENNAS. All public utility services, either in the streets or on any lots, including but not limited to electric, gas, telephone service, and cable television, shall be located underground, and shall not be visible. No outside above-ground television, A.M., F.M., or short wave radio antennas of any type, shall be erected or maintained on any lots or structures in this subdivision. Each lot owner may, however, have on his Homesite no more than one (1) satellite dish for electronic signal reception. No satellite dish may be placed in either the front or side yards of a lot. The placement and size of the satellite dishes must be approved by the Architectural Control Committee before placement on any lot. The Architectural Control Committee may also require protective screening. All street or lot lighting shall be situated on posts with no lines visible. To assure the enforcement of this restriction, the Declarant, for itself, its successors, and assigns, does hereby agree:

1. To prohibit the erection and use of overhead wires, poles, and other facilities of any kind, including, but not limited to those associated with electrical, television, cable or telephone service, either electrically or by telephone from poles and overhead wires around the perimeter of the subdivision or development. Nothing herein should be construed to prohibit Declarant from installing street lighting at Declarant's choice of locations if serviced by underground wire or cable;
2. To require that the owner of any building erected on the property install an electric service entrance of sufficient capacity to meet present and future requirements of the occupants in accordance with the engineering standards of the electric utility company;
3. To require owners to assume all landscaping responsibility and restoration of paved or planted areas made necessary by maintenance, replacement or expansion of the underground service facilities. Owner to assume all responsibilities and cost if owner chooses to substantially alter the grade in the utility easement, which would result in the utility company relocating their lines to provide adequate protection for said line.
4. To require accessibility to all strips in which underground service is located for operation, maintenance, or replacement of facilities; and
5. To require that the owner of any building erected on the property must pay any cost differential for underground service laterals.

30. BUILDINGS. The Architectural Control Committee in advance of the construction of any such improvement shall determine the placement of all buildings, including the lot and building elevations. No alterations of location or any improvement prior to construction shall be made and no improvement shall be physically placed in any other position than that located by the Architectural Control Committee without approval of the Architectural Control Committee. All expense with regard to such location placements and the actual physical staking for the location of such physical improvement shall be borne by the lot owner. No other sanitary provision or device for sewage disposal shall be installed or permitted to remain in this tract or any lot. Declarant recommends that concrete trucks use pump systems to minimize the compaction of soils.

31. FIRES. No fire shall be permitted to burn upon any street or roadway in this subdivision.

32. RETENTION PONDS. Certain lots in this subdivision contain all or a portion of a retention pond. Each such retention pond is subject to the jurisdiction and control of the St. Joseph County, Indiana, Drainage Board. The responsibilities of the Homeowners Association with respect to each such retention pond and the owner of any lot containing all or a portion of a retention pond shall be as follows:

(b) To arrange for the mowing of the retention pond portion of such lot, if such mowing is not done by the St. Joseph County, Indiana, Drainage Board;

(c) To maintain with respect to the retention pond portion of such lot a comprehensive public liability insurance policy having a combined single limit of liability of not less than Five Hundred Thousand Dollars ($500,000) and a comprehensive umbrella public liability insurance policy having a combined single limit of liability of not less than Two Million Dollars ($2,000,000) additional to such underlying coverage, which policies shall list the owner as an additional insured thereunder.

(f) Prohibited Activities: At no time may the pond / lake be used for recreational purposes, including but not limited to the following.: swimming, power boating, snowmobiling and ice-skating or any activity on the ice. The lake/ ponds may not be used as a source for landscape irrigation systems. All piers to be approved by the Architectural Control Committee.

33. SWALES AND DITCHES. Roadside standard ditches, or swales, if any, whether adjacent to roads or along or near property lines for drainage purposes shall be constructed in accordance with St. Joseph County, Indiana specifications adopted by the County Commissioners and in effect at the time of said construction, and such ditches or swales shall not be filled in. Where required by the St. Joseph County Highway Department or Declarant, culverts shall be installed and maintained and kept clear by the homeowner on the Homesite where such culverts are installed, so as to allow the free flow of surface water. Builder to verify If County will require culvert under driveway.

34. COMPLIANCE BY BUILDER, LOT OWNER WITH SOIL EROSION PLAN.

(a) The Declarant has established and implemented an erosion control plan pursuant to the requirements and conditions of Rule 5 of 327 lAC 15 relating to Storm Water Run-off Associated with Construction Activity. All land disturbing activity undertaken by Builder or Builder's subcontractors shall comply with the Declarant's general permit under Rule 5 as well as all other applicable state, county, or local erosion control authorities. During the construction of each structure, every reasonable effort shall be made, by the Builder and/or lot owner, to control erosion on the construction site in accordance with recommendations issued by the Soil and Water Conversation Service, United States Department of Agriculture.

38. SEPARABILITY OF COVENANTS. Invalidation of anyone of the covenants or restrictions by judgement of a Court of competent jurisdiction shall in no way affect any of the other covenants or restrictions and all other provisions of these covenants and restrictions shall remain in full force and effect.

40. EFFECTIVE DATE. These Restrictions and Covenants shall be deemed to be effective upon their recording in the Office of the Recorder of St. Joseph County, Indiana.

DECLARANT:

FREIGHT, INC.

By Al Lake, President

STATE OF INDIANA          )      

                                              )  SS:

COUNTY OF ST. JOSEPH  )

Before me, the undersigned, a Notary Public in and for said County and State, this ______day of ________, 2001, personally appeared Al Lake, President of Freight, Inc., an Indiana Corporation, and who acknowledged for and on behalf of the said Corporation the execution of the above and foregoing instrument.

WITNESS my hand and Notarial Seal.

Edward W. Hardig, Notary Public

Residing in St. Joseph County, IN

This instrument was prepared by Al Lake, President of Freight, Inc.

FIRST AMENDMENT OF DECLARATION OF COVENANTS AND RESTRICTIONS

OF

EDGE OF THE WOODS SUBDIVISION

            THIS DECLARATION of First Amendment is made this ___ day of October, 2005 by FREIGHT, INC., an Indiana Corporation, which entity is hereinafter referred to as the “Declarant”.

WITNESSETH:

            WHEREAS, a document entitled “Declaration of Covenants and Restrictions of Edge of the Woods Subdivision” was made by Freight, Inc., and Indiana Corporation, and recorded on October 30, 2001 , as Document No. 0154052 in the Office of the Recorded of St. Joseph County, Indiana, which Declaration is sometimes referred to as the “Declaration”; and

            WHEREAS, pursuant to paragraph 35 of the Declaration, Declarant makes this as the First Amendment to the Declaration (“Amendment”), the “Turn Over Date” not having occurred and no consent from any person or entity being required for this Amendment; and

            WHEREAS, Declarant desires to amend said Declaration.

            NOW, THEREFORE, the undersigned Declarant declares that said Declaration of Covenants and Restrictions of Edge of the Woods Subdivision recorded October 30, 2001 as Document No. 0154052 in the Office of the Recorder of St. Joseph County, Indiana, be and it is hereby amended in the following respects:

1.          Paragraph 4 (E) subparagraphs (i), (ii), (iii) and (iv) are amended to read as follows:

i.                     On lots 2, 3, 7 through 13 inclusive and lost 63 through 66 inclusive, if a single story dwelling, then no less than 1,400 square feet and if a two story dwelling, no less than 1,600 square feet;

ii.                   On lots 1, 4 through 6 inclusive, 14 through 18 inclusive, lots 21 through 25 inclusive, and lots 67 through 69 inclusive, if a single story dwelling, then no less than 1,600 square feet and if a two story dwelling, no less than 1,850 square feet;

iii.                  On lots 19 and 20, 26 though 38 inclusive, and on lots 40 though 49 inclusive, if a one story dwelling, no less than 1,800 square feet and if a two story dwelling, no less than 2,200 square feet.

Subparagraph (E) (iv) is deleted

2.          That the following sentence be added to paragraph 4 (F) of the Declaration as follows: “All construction of buildings from and after the date of the recording of this Second Amendment must use and install architectural shingles, and that twenty-five (25%) percent of the front of each residential structure constructed on a home site shall be of brick or stone.”

3.          That the following sentence be added to paragraph 19 of the Declaration, as follows: “No dog houses, dog kennels nor dog runs are permitted on any home site.”

All other covenants and restrictions not in conflict herewith as contained in the original Declaration shall remain in full force and effect and are ratified by the Declarant.

This Amendment to the Declaration shall be deemed to be effective upon its recording in the Office of the Recorder of St. Joseph County, Indiana.

First Amendment – Declaration 10/21/05

IN WITNESS WHEREOF,   Freight, Inc., and Indiana Corporation, has caused this instrument to be executed on the day, month and year first above written by its President, pursuant to Resolution duly and unanimously adopted by its Board of Directors.

                                                                                    DECLARANT:

                                                                                    FREIGHT, INC.

                                                                        by:        __________________________________

                                                                                    Al Lake , President

STATE OF INDIANA             )

                                                )           SS:

            COUNTY OF ST. JOSEPH     )

            Before me the undersigned a Notary Public in and for said County and State aforesaid, on this ____day of October, 2005 personally appeared Al Lake , President of Freight, Inc., and Indiana Corporation, and who acknowledged for an on behalf of said Corporation the execution of the above and foregoing instrument, pursuant to resolution duly adopted

            WITNESS my hand and notarial seal this _____ day of October, 2005.

                                                                        _______________________________________________

My Commission Expires                                   ___________________________________, Notary Public

____________________                                Resident of St. Joseph County , Indiana

This instrument prepared by Edward W. Hardig, 131 South Taylor Street , South Bend , Indiana 46601 .