General Purposes of this Declaration

 The Property is subjected to the Covenants hereby declared to insure the proper use and appropriate development of the Property and every part thereof; to protect the Owners of the Property; to guard against the erection thereon of buildings built of improper or unsuitable materials; to insure adequate and reasonable development of the Property; to encourage and secure the construction of attractive improvements thereon, with appropriate locations thereof; to prevent haphazard and inharmonious improvements, and in general to provide adequately for a residential subdivision of the highest quality and character and the preservation of natural resources and environment.

General Restrictions

Section 1. The Lots at Tall Oaks shall be used for private residence purposes only, except as specifically authorized in this Declaration. Each private residence built on the Property shall be designed, constructed, equipped, maintained, reconstructed, altered and permitted to remain only as a single-family dwelling, designed by a licensed architect and completed to professional standards in accordance with the building codes of the Village of Kildeer and with the specific written approval of the Tall Oaks Architectural Review Committee (hereinafter the “Review Committee”), and the recommendations, if any, of the Architecture Committee of the Village of Kildeer.

Section 2. No more than one private residence shall be maintained on any Lot at the same time.

Section 3. A single-family dwelling is defined as a house occupied by one or more persons, each related to the other by blood, marriage or legal adoption; or a group of not more than three persons not all related, together with their domestic servants maintaining a common household, but not including sororities, fraternities or other similar organizations.

Section 4. The private residence shall be designed and build with a garage for the storage of vehicles. Except as specifically approved by the Review Committee, the garage for each single-family dwelling shall be designed, built and maintained for the storage of three vehicles and the entry into the garage for these vehicles shall not be from the front of the house.

Section 5. Any additional storage areas, facilities and buildings shall be subject to the restrictions and approval of the Review Committee, and shall conform with the Village of Kildeer’s setback provisions. Additionally, a building permit shall be obtained from the Village of Kildeer for said improvements.

Section 6. In order to provide for a residential community of the highest quality and character, the Owners of the Lots at Tall Oaks and their contractors are responsible for minimizing the negative impact on the environment and for the overall preservation of the natural beauty. To assist in the accomplishment of this objective , the Review Committee shall publish from time to time Architectural Design and Home Building Standards (hereinafter “Standards”) and distribute the same to the Owners of the Lots. Said Standards shall provide the guidelines for the design, construction, reconstruction, and alteration of the private residence (including the garage) and for the design, construction, reconstruction and alteration of additions and other improvements (including but not limited to decks, patios and porches) on the Lots.

If brought before the membership of the Association in accordance with this Declaration and the By-Laws of the Association, the Standards are subject to the review and approval of the membership at an Annual or Special Meeting of the Association. Changes made to the Standards are subject to the prior approval of the Village of Kildeer.

Section 7. Prior to the start of construction of a private residence, addition or other improvement on the Lot (specifically including prior to the “clearing” of any portion of a Lot), the Owner or his authorized contractor shall submit a Lot Development Plan to the Review Committee for the Review Committee’s approval. The Standards shall detail the Lot Development Plan requirements. The word “clearing” includes the removal of trees and any other preparation of the Lot for excavation and/or construction.

For home construction, in addition to other items that may be included in the Standards, the Review Committee shall approve: the location of the private residence (including the garage), and other improvements on the Lot; the top of foundation elevations(s); the proposed final grading of the Lot to assure proper drainage and minimize the impact on the environment; the construction envelope (and the proper cordoning off of the construction envelope); the proper procedures for the Lot Owner and his authorized contractor to follow with regard to clearing, excavation, pouring of the foundation, backfilling, grading, material storage, vehicle parking, installation of utility services, site maintenance and other pertinent items. The Review Committee shall be rational and reasonably consistent in the setting of Standards and in the approval process.

The Lot Development Plan shall also be subject to the Village of Kildeer’s approval.

Section 8. Air conditioners and other equipment shall be screened from view from the street fronting the Lot. Said screening to be approved in writing by the Review Committee. Roof antennas are not permitted. Communication antennas including but not limited to satellite antennas require the approval of the Review Committee and a permit from the Village of Kildeer.

Section 9. Other than a driveway, walk and landscaping, no improvements are permitted within the front setback of the Lot unless said improvements are approved in writing by the Review Committee and the Village of Kildeer. This limitation also applies to the Corner Side Yard setback area for corner Lots.

Section 10. It shall be the responsibility of each Lot Owner to properly landscape and maintain the Lot, including the parkway area adjoining the Lot, in accordance with the following requirements:

• A. Subsequent to the Closing of the purchase of the Lot, noxious weeds (as defined by the Illinois Noxious Weed Law (505 ILCS 100/1 et seq. as amended from time to time) to include: Ragweed, Canadian Thistle, etc.) shall be removed from the Lot by the Lot Owner.

• B. The Lot Owner is required to keeps the Lot clear of refuse and debris at all times including, without limitation, before, during and after the construction of the private residence on the Lot.

• C. Prior to the construction of a private residence on the Lot, the Lot shall be maintained by the Lot Owner as follows:

  • i. areas planted with lawn grass mixes (Kentucky Blue Grass, Ryes, etc.) shall be maintained to a height of 4” to 6” (with the first and last cutting of the season at 2” to 3”) and the bare spots replanted; and

  • ii. areas planted with Native Prairie Grasses and Wildflowers shall be maintained in accordance with the recognized guidelines for the maintenance of native prairie. Any burning shall be done in the late fall or early spring and shall only be done with provisions for the adequate protection of improvements and other vegetation on the Property and with the authorization of the governmental agency having jurisdiction.

  • iii. Other open area with natural vegetation shall have noxious weeds removed (see Article II. Section 10.A.) and shall be mowed a minimum of three times each year.

  • iv. Woodland vegetation shall be kept in its natural condition or managed in accordance with a plan approved by the Village of Kildeer.

• D. After the constriction of a private residence on the Lot, the Lot Owner is required to: landscape the Lot and the adjoining parkway as soon as reasonably possible after a certificate of occupancy has been issued; and maintain the landscaping on the Lot and in the adjoining parkway including the parkway trees to the recognized standards for the respective plantings.

  • i. In no event shall seeding of disturbed areas be delayed beyond the first growing season after issuance of a certificate of occupancy.

  • ii. In accordance with the Standards, the Review Committee may require an Owner to prepare and submit a Landscaper Plan and Landscaper Schedule as part of the Complete Submission Package to the Review Committee. If required, said Landscape Plan and Schedule are subject to the approval of the Review Committee.
    The Landscaper Plan, as approved, shall be completed by the Owner in accordance with the approved Landscaper Schedule and in accordance with the approved grading on the Lot as provided for on the approved Lot Development Plan.

If the Board of Directors of the Association determines that a Lot Owner is not complying with the maintenance requirements of this Section of the Declaration, then upon ten (10) days written notice to that Lot Owner, the Association, its employees or agents may enter onto the Lot to perform the required maintenance as specified herein. In this event, the Association shall bill the Lot Owner at 110% of the costs to complete the required maintenance and the Lot Owner shall remit this amount to the Association within thirty days. In the event the Association does not receive full payment within said thirty day period, the Association may pursue its remedies under Article VIII, Sections 14 and 15 hereof.

Section 11. No lines, wires or equipment for communication or the transmission of electric current or power shall be constructed, placed or permitted to be placed anywhere on the Property, other than within building or structure or attached to their walls in a manner approved by the Review Committee, unless the same shall be contained in conduits or cables and installed and maintained underground. Temporary electric service lines may be placed above ground during the construction of the private residence on the Lot, but must be removed within three (3) months of occupancy.

Section 12. Except as provided herein, no signs of any kind shall be displayed on any Lot except for one (1) sign not to exceed four (4) square feet to advertise the Lot and private residence thereon for sale (“For Sale Sign”). If the Village of Kildeer’s sign ordinance allows, the Review Committee may consider larger For Sale Signs on the Lots or other identification sign consistent with the character of the Property.

The Declarant may grant specific exceptions as are permitted by the Village of Kildeer to builders of homes at Tall Oaks. Said exceptions shall be in writing and shall specify the size and design of the sign and the time period during which the sign shall be displayed on the specific Lot.

During such time as the Declarant maintains a sales office at Tall Oaks, the Declarant shall be authorized to display such signs as are permitted by Chapter 20 of the Village code of the Village of Kildeer.

All signs within the Property shall be maintained in a “like new” condition and in appropriate locations as determined by the Review Committee, and shall be removed at such time as their primary purpose has been satisfied.

Section 13. No boat, airplane, trailer, commercial truck, house trailer, snowmobile, recreational vehicle, motor home, commercial vehicle, or similar vehicle (“Non-Conforming Vehicle(s)”) shall be stored permanently or temporarily on any Lot except within an enclosed garage. Owners may request that the Review Committee grant an exception. All exceptions must be in writing and shall set out the specific Non-Conforming Vehicle for which the exception is granted, the time period of the exception, the condition that shall be maintained by the Owner for the Non-Conforming Vehicle, and the required screening provisions that the Owner is to adopt. No exception may be granted for a period exceeding six (6) months without a formal review and renewal process by the Review Committee.

No more than three conforming vehicles may be parked on the driveway of a Lot on a regular basis and all vehicles parked must be licensed and operating. No vehicles may be parked on the Lot other than on the driveway or in the garage. The driveway from the front of the home to the street (“Front Yard”) may not exceed two (2) lanes in width and parking areas may not extend outward beyond the driveway in the Front Yard.

As used herein the term “commercial vehicle” shall include without limitation all automobiles, station wagons, vans, trucks, trailers or vehicular equipment bearing signs or which have printed thereon a reference to any commercial activity or which contain commercial equipment open to public view.

Section 14. No “off-the-road vehicles”, snowmobiles and ATVs (all terrain vehicles) are permitted to be operated on the Property except as approved by the Board of Directors of the Association and the Village of Kildeer.

Section 15. Decorative fencing incorporated into the Landscape Plan for the Lot (as approved by the Review Committee) may be permitted with the approval of the Village of Kildeer. Perimeter privacy fencing and chain link fencing are specifically prohibited. All other fencing requires the specific approval of the Village of Kildeer and the Review Committee for the Property.

Section 16. No Lot shall be used or maintained as a dumping ground for rubbish or other materials:

• A. except that the Declarant may designate specific locations for the deposit of surplus soil generated during the excavation for the construction of private residences at the Property or from the installation of other improvements at the Property, and

• B. building and landscape materials may be stored on the Lot in a neat and orderly manner for brief and appropriate periods during the construction of improvements on the Lot and in accordance with the Standards and the Lot Development Plan.

Section 17. Residual construction materials (ie. Scraps and wrappings) shall be stored:

• A. inside the enclosed structure that is under construction; or

• B. within an approved waste container which is to be removed from the Lot when filled.

Other waste (including yard waste), recycling, garbage or other refuse shall not be kept except in sanitary containers which shall be emptied weekly (or as provided by the Village of Kildeer). All locations, containers, equipment or enclosures for the storage or disposal of garbage, waste, recycling or other refuse shall be kept and maintained in a clean and sanitary condition, and except during a twenty-four (24) hour period on pick-up days (or for a lesser period as provided by the Village of Kildeer), shall be kept hidden or screened from view from the street fronting the Lot and generally screened from neighbors’ view.

Except as provided in Article II, Section 10.C.ii, within the Property, there shall be no open burning or burning of yard waste, construction materials, garbage or other refuse.

Section 18. All construction equipment which is not rubber tired shall be loaded or unloaded within the boundaries of the Lot on which it is to be used.

Any damage to public improvements and landscaping arising from construction on a Lot or from the construction workers, their equipment and vehicles for work performed on a Lot shall be the responsibility of the Lot Owner for whom said work is being performed.

Section 19. Unless otherwise restricted by the Village of Kildeer, an Owner may use a portion of the private residence for personal business or for work connected with employment for so long as these activities do not interfere with the other Owners’ reasonable, peaceful enjoyment of the Property.

Section 20. No temporary structure of any type shall be permitted except the Declarant may authorize a temporary Sales Office/Trailer for a time period not to exceed two (2) years. Said authorization must be in writing by the Declarant and approved by the Village of Kildeer.

The Declarant may allow one or more Sales Offices/Model Homes for the purpose of selling Lots and/or homes at the Property. Said authorization must be in writing by the Declarant and is subject to the requirements of the Village of Kildeer.

Authorizations for a Sales Office/Trailer or a Sales Office/Model Home shall be subject to those terms, conditions and restrictions deemed necessary by the Declarant, in its sole discretion.

Section 21. No noxious or offensive activity shall be permitted on any Lot; nor shall anything be done thereon which may be or may become an annoyance or nuisance to the Owners.

Section 22. Subject to the ordinances or the Village of Kildeer and the provisions of this Declaration, the Declarant and Owners shall be entitled to conduct on the Property all activities normally associated with and convenient to the development of the Property, and the construction and sale of the private residences and Lots at the Property.

Section 23. Without the express written authorization of the Board of Directors of the Association, household pets totaling more than three in number may not be kept on any Lot. Animals, including household pets, may not be bred or maintained for commercial purposes.

Tall Oaks Architectural Review Committee

Section 1. Declarant hereby appoints St. Paul Financial Development Corporation, an Illinois corporation, its successors and assigns as the Tall Oaks Architectural Review Committee (the “Review Committee”) until such time as private residence has been constructed on each of the seventy-one (71) Lots at the Property (the “Declarant’s Term”).

Said appointment of St. Paul Financial Development Corporation as the Review Committee shall commence on the date of recording of this Declaration.

St. Paul Financial Development Corporation shall appoint two or more individuals (to serve on the Review Committee and make decisions on behalf of the Review Committee) for terms not to exceed the Declarant’s Term, and at least one of said individuals shall be a Licensed Architect.

Section 2. A Lot Owner or an Owner’s authorized contractor (“Applicant”) shall submit, to the Review Committee for its review in accordance with this Declaration, building plans and specifications and a Lot Development Plan (and, if appropriate and required, a Landscaper Plan and Landscaper Schedule) in the form and with the content required by the Review Committee (a “Complete Submission Package” or an “Application”) as provided for in the current Standards.

Section 3. At the time of the recording of this Declaration, the mailing address and phone number for St. Paul Financial Development Corporation is:

36W965 Ridgewood Drive, St. Charles, Illinois 60175
630-513-1221

The Review Committee shall provide notice from time to time of the current address and phone number for an Applicant to use in contacting the Review Committee.

Section 4. The Review Committee shall meet as it deems appropriate except that it shall be required to meet within ten (10) business days of an Applicant’s submission of a Complete Submission Package.

Section 5. Prior to the time when a private residence has been constructed on each of the seventy-one (71) Lots at the Property, St. Paul Financial Development Corporation may assign the rights and obligations of the Review Committee to the Village of Kildeer’s (“Village”) Architecture Committee. The Village may charge a Lot Owner for its review of the Application a fee not to exceed the amount set out in Section 7. of this Article III.

Section 6. From and after such time as a private residence has been completed on each of the seventy-one (71) Lots at the Property, the Board of Directors of the Association shall serve as the Review Committee, and :

• A. the Board of Directors of the Association may from time to time appoint one or more Owners to serve with the Directors on the Review Committee and said Owners(s) may serve as a member(s) of the Review Committee with full voting rights or as an adviser(s) to the Review Committee without voting rights, as determined by the Board of Directors, and

• B. the Board of Directors of the Association may from time to time determine that professional assistance is required (ie. An architect or civil engineer) to advise the Review Committee. However, any party assisting the Review Committee who is not a Lot Owner (and not appointed by the Declarant or the Village) may not have voting rights, and

• C. any two members of the Review Committee in attendance at a meeting of the Review Committee shall constitute a quorum.

The President of the Association shall serve as the Chairman of the Review Committee and shall be charged with providing notice to the other Review Committee members and the Applicants as to the date, time and place of the Review Committee meetings.

The decision of the Review Committee shall be determined by the agreement of a majority of the members in attendance at a formal meeting with reasonable notice having been given to the Review Committee members.

Section 7. The Review Committee may charge an Owner for:

• A. out-of-pocket direct expenses, plus

• B. fees to cover consultants charges in an amount not to exceed 1/10th of 1% of the estimated cost of construction of the improvement(s) submitted for approval.

Said payments are to be made to St. Paul Financial Development Corporation during its term as the Review Committee, or to the Village during its term as the Review Committee, and then subsequently to the Association.

Section 8. Nothing herein and no decision of the Review Committee shall relieve any Applicant from the responsibility of determining and complying with all applicable Building and Zoning Codes and Ordinances and other regulations of the Village of Kildeer and other governmental bodies having jurisdiction.

Section 9. The members of the Review Committee shall not be personally liable to the Applicant(s), other Lot Owners(s) or their contractor(s) for any mistake in judgment or any act or omission (not made in bad faith) as Review Committee members or acting as the Review Committee as a whole, and said Review Committee members shall be indemnified and held harmless by all Lot Owners and their contractors.

Section 10. The Complete Submission Package shall be submitted to the Review Committee and the necessary approvals received by the Applicant prior to an application for a building permit from the Village of Kildeer and prior to the clearing of any portion of the Lot.

Section 11. As stated in Section 4. of this Article III, the Review Committee is required to meet within ten (10) business days of an Applicant’s submission of a Complete Submission Package in the form and with the content required by the Review Committee.

Upon the receipt of the Complete Submission Package, the Review Committee shall reply to the Applicant within five (5) business days after the meeting of the Review Committee to review the said Complete Submission Package, and said reply may take the following form:

• A. an unqualified approval; or

• B. an approval with the required modifications noted and agreed to by the Applicant; or

• C. a rejection with a reconsideration provided for when the Applicant provides specified modifications, clarifications or additional details, or

• D. a rejection with a request for a meeting with the Applicant, and/or the Applicant’s architect or engineer for the purpose of resolving issues, for clarifications or additional details; or

• E. a rejection with the right for re-submission – with the Review Committee not specifying the changes required. The Review Committee is required to provide an explanation for a rejection but is not required to provide design assistance to the Applicant.

Section 12. The Review Committee has the right to refuse to approve an Application. However, the Review Committee is required to respond to an Application and is required to be rational and reasonably consistent in its rulings.

Section 13. Subsequent to the term of St. Paul Financial Development Corporation as the Review Committee, if the Review Committee does not reply to the Applicant within the time specified herein, the Lot Owner may send a registered or certified letter (“Notice Letter”) to the Review Committee requesting a reply. In the event, the Lot Owner does not receive a reply within ten (10) days after delivery of the Notice Letter, the Lot Owner may commence the improvements specified in the Complete Submission Package that was previously submitted to the Review Committee as if an unqualified approval had been received, but only after the Lot Owner’s receipt of a building permit from the Village of Kildeer.

Section 14. A decision of the Review Committee can be modified or amended by a Lot Owner through the Owner’s compliance with the following procedure:

• A. the Owner (“Petitioning Owner”) shall petition the other Owners at the Property. Said petition shall clearly state the Petitioning Owner’s request and the Review Committee’s response (see Section 11. of this Article). The Complete Submission Package and all other pertinent documents shall be attached to the petition, referenced therein and made a part thereof; and

• B. if the Petitioning Owner obtains the signatures in support of the petition of the current Owners at the Property representing thirty-six (36) of the Lots; the decision(s) of the Review Committee can be modified or amended as specifically provided in the petition; and

• C. the Petitioning Owner, with the recording of the petition and the referenced exhibits, may commence the work as detailed in the approved and recorded petition upon thirty (30) days notice to the Review Committee, but only after the Lot Owner’s receipt of a building permit from the Village of Kildeer.

Section 15. Because of the unique nature of real estate, any approval or procedure adopted by the Review Committee for one Lot or one Owner shall not restrict the Review Committee’s right to grant a different approval or procedure for another Lot or another Owner. An Owner cannot rely on a decision of the Review Committee to serve as precedent for a subsequent application.

Section 16. The Review Committee reserves the right to grant exceptions from stated or published policies, procedures, rules, regulations, specifications, guidelines, criteria and the Standards from time to time upon the majority vote of the Review Committee at a formal meeting of the Review Committee.

Architectural Control

Section 1. The purpose of architectural controls is to secure an attractive, harmonious residential development having continuing appeal. No building or other improvement shall be commenced or maintained, including any reconstruction, addition or alteration (except interior changes), until a Complete Submission Package has been submitted to and approved in writing by the Review Committee and a building permit is issued by the Village of Kildeer.

The construction plans and specifications shall include detailing of the current and proposed improvements, exterior building materials and the exterior color scheme. The landscape plans and specifications shall include the current topography and the proposed changes in grade, plant materials, sizes and locations. Landscape elements that are not plant materials shall also be detailed on the landscape plan.

Section 2. The Review Committee shall evaluate Applications by an Applicant for exterior improvements, alterations, reconstructions and new constructions on a Lot or Lot(s) at the Property based on the Architectural Design and Home Building Standards (“Standards”) in effect at the time of the Application to the Review Committee by the Applicant and with full consideration of the following preponderant criteria:

• A. Architectural Integrity and Consistency: The various elements of the home and landscape are to be compatible and consistent with the architectural style.

• B. Significant Appeal: The architectural style, the detailing of the exterior trim, the appointments, the building materials, the landscape materials, the colors, and the installation and application of the same shall combine to create a distinctive character with significant appeal.

• C. Harmonious Improvements: The home and its landscape are to be harmonious with existing and previously approved homes and their landscape improvements within Tall Oaks and not detract from already build and/or approved improvements in the vicinity of the respective Lot.

• D. Singular Improvement:

  • i. No home shall be build within Tall Oaks which is a duplicate of another home within the Property, and

  • ii. No home shall be build within the Property which is of the same or similar design as another home already built or approved (“Compared Residences”):

    • a. located on the same side of the street on the first or second platted lots on both sides of the subject home; or

    • b. located directly across the street from the subject home; or

    • c. located immediately to the rear of the subject home fronting on the first street to the rear of the subject home (this does not apply to lots that abut Common Open Space within the Property).

The words “directly across the street” and “immediately to the rear” include any lot (“Covered Lot”) or portion thereof that falls within the lot lines, as extended, of the subject home and the first or second lots on both sides of the Covered Lot.

Any elevation of the subject home shall be deemed to be of the same or similar design to a Compared Residence unless the subject home has at least four (4) of the following features different from the Compared Residence:

• A. the basic arrangement of the building and its front elevation elements, such as: right-hand or left-hand orientation, windows, shutters, doors, entryways or entryway treatments and porches;

• B. the predominant building color of the home (for stucco homes: the subject home and a Compared Residence cannot have the same predominant building color);

• C. the major exterior building materials (such as: vertical siding, horizontal siding, brick, stone or stucco) or the significant relative proportion of the use;

• D. the roofing materials such as: wood shakes, dimensional fiberglass shingles or dimensional asphalt shingles;

• E. the roof structure or style, such as: hip, gable, mansard, etc. (for stucco homes: the subject home and a Compared Residence cannot have the same roof structure);

• F. the site orientation (ie. A different elevation facing the street) (this is not applicable for stucco homes);

• G. the style of home (ie. Country French, Tudor, Georgian, Victorian, Cape Cod, etc).

• E. Professional Quality: The Review Committee shall consider factors such as roof pitch, the size and location of windows, the chimney detailing and other elements. The overall appearance of the improvements shall be one of professional quality.

Primary architectural elements and materials that are part of the front elevation of a structure shall be included on all other elevations (sides and rear elevations) whenever practical at a ratio of approximately two to one. For example: if a front elevation is 100% brick, then the side and rear elevations should be approximately 50% brick whenever practical on an aggregate bases (with the chimney alone not fully satisfying this requirement). Likewise, if a front elevation has pediments above the windows on a front elevation, the side and rear windows shall have coordinating pediments or surrounds (appropriately diminished in detail and scope). Front elevation accent materials such as stone are excluded from this requirement. The Review Committee shall be judicious in the enforcement of this requirement in order to not sacrifice high-quality architectural design for the sake of satisfying a formula.

A home with a “shirt front” of brick will not be acceptable. The brick must be continued on the side elevations with the brick either continuing on all elevations or having a logical and pleasing termination of the brick material (in general, brick should terminate at inside corners or at a change in plane – such as an angled projection for a bay). All sides of the structure shall be designed with a pleasing inclusion and balance of architectural elements: trim detailing, appointments, windows and/or doors. A façade unrelated to the rest of the structure is not in keeping with the desired design criteria.

Section 3. As provided for in Article II, Section 10.D.ii, if a Landscape Plan was approved by the Review Committee for the respective Lot, then the Review Committee shall review and approve any significant landscape relocations, alterations, enhancements or removals for the respective Lot.

The Association Membership and the Board of Directors

Section 1. Membership in the Association shall be limited to record Owners of the individual Lots in Tall Oaks subdivision in the Village of Kildeer, Illinois. Every person or entity who is a record owner of a fee simple interest or any part thereof in any Lot (“Owner”) which is subject to these covenants shall automatically be a Member (“Member”) of the Association and shall remain one for so long as he/she remains an Owner of a Lot subject hereto. Membership shall be appurtenant to and may not be separated from ownership of any Lot which is subject to assessments. When more than one person or entity holds an interest in any one Lot, all such persons or entities shall be Members. Declarant shall also be a Member of the Association until such time as it resigns its Membership.

Section 2. The administration, operation, duties, rights and obligations of the Association are vested in the Board of Directors of the Association (the “Board”); and the Board shall constitute the final administrative authority and all decisions of the Board made in accordance with this Declaration and the By-Laws of the Association shall be binding; and to the extent services are not provided by any governmental body or the individual Lot Owners for the Property, and as such services are authorized by this Declaration, said services are granted to the Association to be administered by the Board.

Section 3. Voting

• A. All votes of the Association Membership shall be by written ballot. The ballot shall fully state the issue or issues to be votes on, identify the Lot number at the Property and be signed by the Lot Owner with an acknowledgement of the voting preference. The Board of Directors may determine that a secret ballot is appropriate, and in this event the Secretary of the Association shall certify that the votes counted are in accordance with Sub-Section B. of this Section 3. or Article VI of the Declaration.

• B. On all matters before the Association, all Lot Owners within the Property shall be entitled to one vote for each Lot owned. In the event there is more than one Owner for any one Lot, votes and rights of use and enjoyment shall be as provided herein. The vote for such Lot shall be exercised as the Owners of that Lot among themselves determine, but in no event shall more than one vote be cast with respect to any one Lot. In the event said persons or entities holding an interest in any one Lot cannot agree among themselves, the Association may not consider anything less than a whole vote per Lot.

• C. To avoid disputes, the Association may request from a Lot Owner (including those Lots owned by corporations, partnerships or land trusts) that a certificate be executed by the Owner or Owners declaring the ownership of the Lot and stating which party has the right to exercise the votes for said Lot until such time as the certificate is withdrawn. Said certificate shall be filed with the Secretary of the Association.

Section 4. Each Owner by the acceptance of a deed of conveyance, and each Contract Purchaser under any contract for such deed of conveyance, accepts the deed of conveyance subject to all restrictions, conditions, covenants, reservations, liens and charges, and the jurisdiction, rights and powers created or reserved by this Declaration and all rights, benefits and privileges of every character hereby granted, created reserved or declared and all impositions and obligations hereby imposed shall be deemed and taken to be covenants running with the land, and shall inure to the benefit of such person in like manner as though the provisions of this Declaration were recited and stipulated at length in each and every deed of conveyance. Reference in the respective deeds of conveyance, or in any mortgage or trust deed or other evidence of obligation, to the rights described in this Section or described in any other part of this Declaration or the By-Laws shall be sufficient to create and reserve such easements and rights to the respective grantees, mortgagees and trustees of such Lot ownership as fully and completely as though such rights were recited fully and set forth in their entirety in such documents.

Section 5. As a Member of the Association, each Lot Owner hereby covenants and agrees to be bound by the provisions of the By-Laws of the Association (“By-Laws”) as such may be properly adopted, modified or amended from time to time in accordance with this Declaration.

Section 6. At the Annual Meeting of the Association, the Members of the Association shall elect Lot Owners to the Board of Directors (the “Board”). The Board shall be comprised of three (3) Lot Owners. The By-Laws shall provide for the election or appointment of officers of the Board, the duties of the Board’s officers, the replacement of inactive Board members, and the replacement of Board members who terminate their membership in the Association.

Section 7. Except for the first election of the Board, a Director shall be elected for a three (3) year term or to fill the unexpired term of a previously elected Director. At the first election of the Board, on Director shall be elected for a three (3) year term, one Director for a two (2) year term and one Director for a one (1) year term. Directors may be re-reelected to serve multiple terms.

Section 8. The Declarant shall call for the first election of the Board of Directors. Prior to the first election of the Board of Directors, the Declarant shall have the powers, authority and duties of the Board of Directors.

Section 9. The election of Directors to the Board, changes in By-Laws, annual assessments, special assessments and other matters as provided for in this Declaration or the By-Laws shall be proposed by the Board and voted on by the Members of the Association at annual meetings or special meetings with proper notice having been given. The affirmative vote of a majority of the Lot Owners present or represented by proxy shall be sufficient to elect a Director of the Board, change or amend the By-Laws, pass assessments or determine all other matters as presented to the Members.

Individual Members of the Association may nominate Directors to the Board, propose changes in the By-Laws, propose assessments, or propose other matters for consideration by the Membership, provided that in order for consideration and a vote of the Membership:

• A. the nomination shall be presented at the time that the Board of Directors calls for nominations and that the information regarding the nomination is disseminated by the nominator to the Owners or to a nominations committee, or to the Secretary of the Association in accordance with the procedure specified in the By-Laws or by the Board of Directors, or

• B. for all other matters, the individual Member making said proposal distributes the proposal and related information to the Lot Owners of record not less than five (5) days prior to the annual or special meeting.

Section 10. In the event an affirmative vote of a majority of the Lot Owners present or represented by proxy is not obtained on the first ballot for the election of a Director or Directors to the Board, then the nominee obtaining the fewest votes shall be dropped from the subsequent ballot and a new ballot prepared and voted on.

In the event that after three ballots in voting for a budget, it is determined by the Board of Directors that an affirmative vote will not be obtained, the Board of Directors may elect to:

• A. reschedule the meeting for a subsequent date with proper notice to the Members, or

• B. the previous year’s budget and Assessments and Charges shall remain in effect for one additional year.

Section 11. With the affirmative vote of a majority of the Members of the Association in attendance or voting by proxy at an Annual or Special Meeting, the Board of Directors may retain a professional manager or management firm to assist the Board of Directors in the administration of the Association.

Section 12. The first Annual Meeting of the Members of the Association shall be held within ninety (90) days after the Closing of the seventy-first (71st) Lot at the Property or prior to this time at the sole determination of the Declarant. The time and place of the first Annual Meeting of the Members of the Association is to be specified in a written notice to the known Lot Owners (as determined by the Closing records of the Declarant). The Declarant is to mail or transmit said notice not less than ten (10) days prior to said meeting.

Section 13. Subsequent Annual Meetings and Special Meetings of the Association shall be held in accordance with the By-Laws.

Section 14. Subject to the terms of this Declaration and the By-Laws of the Association, the Board of Directors shall have the authority to, from time-to-time, adopt and promulgate rules and regulations pertaining to those matters under the purview of the Association.

Section 15. The Board of Directors may establish Committees to advise and assist the Board in the administration of its duties for the Association, and the Board may appoint one or more of the Owners to said Committees. Said Owners shall serve on the respective Committees at the pleasure of the Board. The Committees’ initiation, composition, duties, authority, responsibility and termination shall be as determined by the Board. The establishment and employment of Committees shall not limit the Board’s authority and shall not absolve the Board’s responsibilities to the Association and the Owners as provided in this Declaration.

Section 16. The Declarant exercising the powers, authority and duties of the Board and subsequently the Owners serving on the Board of Directors, individually and collectively, shall not be personally liable to the Members or Lot Owners and contract purchasers and others having an interest in the Property, their employees, contractors, family members, guests or agents for any mistake in judgment or any act or omission (not made in bad faith) as Board members or acting as the Board of Directors as a whole, and said Board members shall be indemnified and held harmless by all Lot Owners and contract purchasers and other having an interest in the Property and their employees, contractors, family members, guests or agents. Additionally, the Association shall indemnify and hold the Board of Directors, individually and collectively, harmless against all contractual liabilities to others arising out of agreements made by such Board members or the Board of Directors on behalf of the Association unless such agreements shall have been made in bad faith or with the knowledge that the same was contrary to the provisions of this Declaration.

Open Water Reserve Fund

Section 1. Declarant shall establish within thirty (30) days of the recording of this Declaration, a reserve account to be known as the Tall Oaks Open Water Reserve Fund (“Open Water Reserves”). The fund shall be comprised of the initial deposit by the Declarant of Ten Thousand Dollars ($10,000.00), the funds the Association may from time to time choose to allocate to supplement or augment the Open Water Reserves, and the interest or earnings from the deposit or from the investment of the Open Water Reserves.

Section 2. In the name of the Association, the Open Water Reserves shall be deposited or invested initially be the Declarant and subsequently by the Treasurer of the Association in an account insured by the Federal Deposit Insurance Corporation (or an equivalent entity), or in an appropriately secure investment in a similar manner to the other operating account(s) and reserves of the Association.

Section 3. The Open Water Reserves Fund may be drawn upon with the authorization of the Board in the event of a failure of the downstream dam located on Buffalo Creek that as of the date of the recording of this Declaration maintains the water level for the “Open Water” within the Common Open Space at the Property (the Open Water being located on either side of the channel of Buffalo Creek in the western portion of the Property). More specifically, the Open Water Reserves may be used to:

• A. repair the downstream dam located in Albert’s Deerwood Estates of Long Grove, Illinois (with the cooperation of the then current property owner(s) of the respective Lot of Lots in Albert’s Deerwood Estates on which the dam is located); or

• B. construct a spillway and an earthen berm along the east edge of the Common Open Space as necessary to re-establish the water level of the Open Water.

Section 4. Unless otherwise approved by the Board and the Village of Kildeer, the Open Water Reserves Fund may only be used for the purposes as provided in this Article VII.

Section 5. In the event of a dam failure and the repair not being carried out by the Association, the Village of Kildeer may elect to perform the repair work and charge the costs incurred back to the Association. In such an event the Village shall have a lien for its costs against the Property and the Association must assess its members for the cost to retire the Village’s lien.

Assessments

Section 1. Each Owner of a Lot by acceptance of a deed therefore or otherwise, whether or not it shall be so expressed in any such deed or other conveyance, hereby covenants and agrees and shall be deemed to covenant and agree to pay Annual Assessments, Special Assessments, Charges and Penalties for each Lot owned.

The timing of said payments shall be as follows:

• A. the Annual Assessment as approved by the Membership at the Annual Meeting shall be paid in one or more installments each year, as determined by the Board of Directors, and

• B. any Special Assessment as approved by the Membership at the Annual Meeting or a Special Meeting of the Association shall be paid in one or more installments as determined by the provisions included within the approved Special Assessment ballot (but, in no event shall a Special Assessment become due less than thirty (30) days after approval and after written notification of the approved Special Assessment has been sent to the Owners), and

• C. any Charges for services or Penalties in accordance with this Declaration and the By-Laws shall be paid as determined by the Board of Directors.

The payments are to be made to the Association or to a management company or collection agency as designated by the Board of Directors.

The Assessments and Charges, together with such interest thereon and cost of collection thereof, including but not limited to reasonable attorney’s fees, as hereinafter provided, shall be a charge on the land and shall be a separate and continuing lien upon each Lot against which each such Assessment or Charge is made. Each such Assessment or Charge, together with such interest thereon, and cost of collection thereof, including but not limited to, reasonable attorney’s fees, shall also be the continuing personal obligation of the person(s) who was/were the Owner(s) of such Lot at the time when the said Assessment or Charge came due and payable.

Section 2. Annual Assessments shall be determined by a Budget prepared for the following fiscal year by the Treasurer of the Association, approved by the Board of Directors and distributed to the Owners on an annual basis within sixty (60) days of the end of the Association’s fiscal year and presented to the Owners not less than ten (10) days prior to the Annual Meeting for their consideration at the Annual Meeting.

The Annual Assessment Budget items shall include:

• A. The Operating Expenses of the Association: including but not limited to: management fee (if any); insurance; administration expenses (including legal fees, accounting, collection and audit charges and expenses, supplies, printing, postage, etc); meeting expenses; Natural Areas Managing Agent expenses; sign maintenance; electric service expenses and other utilities (if any) for the Common Improvements; landscape and resource maintenance for Common Improvements and Natural Areas; maintenance of storm sewers; and other expenses of the Association in accordance with this Declaration; and

• B. Reserves for repairs and replacements.

Section 3. Special Assessments shall be determined by a Special Budget prepared by the Treasurer of the Association detailing the proposed expenditure or deficiency, approved by the Board of Directors and distributed to the Owners for consideration at the Annual Meeting or a Special Meeting not less than ten (10) days prior to said Annual Meeting or Special Meeting.

Special Assessment budget items may include:

• A. Operating Expense deficiencies not covered by the Annual Assessments, and

• B. Repairs and replacements not adequately covered by Reserves, and

• C. Extraordinary, non-recurring expenses (ie Capital Improvements), and

• D. Any amounts paid by the Village of Kildeer pursuant to paragraph E of Section 3 of Article V and Section 5 of Article VII.

Special Assessments for all or part of a Capital Improvement (a Capital Improvement being defined as a new improvement costing in excess of twenty-five percent (25%) more than the Association’s Budget for Operating Expenses for the prior fiscal year, and not a repair, direct replacement, direct reconstruction or direct renovation of an existing improvement) must receive an affirmative vote of a minimum of forty-three (43) of the Lots with Owners present or represented by proxy at the Annual Meeting or a Special Meeting of the Association.

No Special Assessments for Capital Improvements may be imposed against any Lot owner by the Declarant.

Section 4. Charges and Penalties shall be as provided in these Covenants and the By-Laws of the Association (ie. Late fees, collection costs, fines, and recovery of costs in accordance with Article II, Section 10).

Section 5. The general revenues of the Association including Annual Assessments, Special Assessments (including Operating Expenses and Reserves), Charges and Penalties, interest income and other investment income, and all other income to the Association shall be placed in a General Revenue Fund with segregated accounts as appropriate; and shall be used exclusively for Association purposes as provided in these Covenants and the By-Laws of the Association.

Section 6. The fiscal year of the Association shall be October 1st through September 30th.

Section 7. All in accordance with Article VIII, Section 1 herein and the other provisions of the Covenants:

• A. for Annual Assessments (including Operating Expenses and Reserves) and for Special Assessments, each Owner shall be charged an equal amount and shall pay based on one seventy-first (1/71) of the budgeted cost (except as provided in Sections 3 and 10 of this Article VIII, which provide that, if the Declarant is a Lot Owner, Special Assessments for Capital Improvements (if any) shall be divided among and paid equally by the Lots not Owner by the Declarant, and the Assessment allocation for Reserves (if any) shall be paid only by the Lots not Owned by the Declarant), and

• B. for Charges and Penalties, the Owners(s) shall pay as reasonably assessed by the Association

Section 8. Prior to October 1, 2000, expenses due and payable for the operation of the Association shall be paid by the Declarant.

Section 9. The First Annual Assessment:

• A. the first Annual Assessment payment by the Members shall be due on October 1, 2000

• B. the amount of the first Annual Assessment shall be Two Hundred and Fifty Dollars ($250.00) per each Lot, and

• C. the first Annual Assessment payment shall be paid by the Lot Owners of record as of the date the assessment is due.

Subsequent Assessments:

• A. each subsequent Annual Assessment and Special Assessment shall be paid by the Lot Owners of record as of the date the assessment is due; and

• B. a Lot Owner’s obligation to pay Assessments shall commence on the date of the closing of the sale of the respective Lot.

Section 10. With the closing of each Lot at the Property, the Declarant shall collect a Five Hundred Dollar ($500.00) payment from the Lot purchaser to be deposited in an account for the Association to provide operating funds or reserves for the Association and to be used for Operating Expenses and/or repairs and replacements or extraordinary items subsequent to October 1, 2000 as determined by the Board of Directors.

Beginning October 1, 2000, the Declarant shall pay the Annual Assessments, Special Assessments (except as provided in Section 3 of this Article VIII), and Charges as provided herein for Lots owned by the Declarant, and said payments shall be prorated as of the date of Closing with the respective Lot purchaser, except that Declarant shall not be required to pay the Reserves portion of the Assessments.

Section 11. As determined by the Board of Directors, any funds collected and not expended during a fiscal year shall be first retained to cover accounts payable or anticipated expenses, and then either:

• A. applied to reduce the following year’s Annual Assessment, or

• B. shall be applied to the Reserves account

With the affirmative vote of forty-three (43) of the Lots with Owners present or represented by proxy at an Annual or Special Meeting of the Association, the Board of Directors shall rebate (on the basis of one seventy-first (1/71) of the total rebated amount to each Lot Owner) funds held by the Association in excess of the scheduled and budgeted needs (including Reserve requirements) of the Association.

Section 12. A delay by the Board of Directors in completing the reports to the Members in accordance with these Covenants shall not constitute a waiver or release in any manner of an Owner’s obligation to pay Assessments, Charges or Penalties. No Owner may waive or otherwise escape liability for the Assessments, Charges or Penalties provided herein on the bases of non-use of the services, Property or facilities; or on the basis of abandonment of his/her Lot.

Section 13. The Association shall within fifteen (15) days, upon demand at any time, furnish a certificate in writing, signed by an Officer of the Association (or the management agent, if any) setting forth whether the Assessments, Charges and Penalties for a specified Lot are current or past due, the amount(s) of the most recent Annual Assessment, Special Assessment and Charges (if any), and the date(s) to which these assessments and charges are paid through.

A reasonable and customary charge may be levied by the Board of Directors for the issuance of said certificate, and said certificate shall be conclusive evidence of payment(s) of any Annual Assessment, Special Assessment and Charges therein stated.

Section 14. Any Assessments, Charges and Penalties which are not paid when due shall be delinquent and shall be continuing lien and an equitable charge running with the land touching and concerning said Lot so assessed or charged, held by the then Owner or Owners, their heirs, devises, personal representatives, assigns, successors, and grantees. The lien shall attach to all rents due from parties in possession on any Lot on which a delinquent assessment or charge exists, provided that it shall be subordinate to an assignment of rents held by a mortgagee when delivered in connection with a first mortgage loan to purchase the Property. The Association may record a lien to evidence the delinquent assessment or charge.

If the Assessment, Charge or Penalty is not paid within ten (10) days after the due date, the Assessment, Charge or Penalty shall bear interest from the date of delinquency at an annual rate of interest of twelve percent (12%) or such rate as set by the Association, at the Annual Meeting of the Association, from time-to-time for future periods.

Section 15. If any such delinquency continues for thirty (30) days, the Owner shall be in default and the Board of Directors or its agents may exercise and enforce all rights and remedies permitted under the Declaration, in the By-Laws of the Association or otherwise available at law or in equity including, without limitation, the right to bring suit against any and all such delinquent Owners for personal judgments against them jointly and severely, and to enforce collection of such judgments, to foreclose any liens in the manner provided by law for the foreclosure of liens against real estate and to take possession of such Owner’s interest in the Lot for the benefit of all other Owners by an action for possession in the manner described in the Forcible Entry and Detainer Act (735 ILCS 5/9-101, et seq. as amended from time to time). There shall be added to the amount of any judgment, whether personal or by way of foreclosure, the costs of suit, together with interest from the date of delinquency. The Board of Directors or its nominee shall have the power to bid in the interest so foreclosed at any foreclosure sale, and to acquire and hold, lease, mortgage and convey the Lot sold thereby.

The lien of the assessment provided for herein shall be subordinate to the lien of the first mortgage or trust deed placed upon the Lot for the purpose of purchasing the same. Such automatic subordination shall apply only to the assessments and charges which arise subsequent to the lien of said first mortgage or trust deed. The sale or transfer of any Lot pursuant to a decree of foreclosure under such first mortgage or trust deed, or any proceeding or conveyance in lieu thereof, shall not extinguish the lien of such assessments or charges which have become due and payable prior to such sale or transfer. Such sale or transfer shall not relieve the Lot from liability for any assessments, charges or installments thereafter becoming due.

Section 16. Parcels A and B shall be exempt from the Assessments, Charges and Penalties created herein.

Section 17. The Board of Directors shall maintain the records and account books of the Association in an orderly, timely and accurate fashion following generally accepted accounting principles. Such records shall be available for inspection by any Owner and any first mortgage institution of record upon reasonable notice and at such reasonable times during normal business hours as may be requested by said parties.

As provided in Article VI, Section 11, herein, the Board of Directors of the Association may retain professional management for all or part of the administrative tasks including the collection of Annual Assessments, Special Assessments, Charges and Penalties and the recording of the receipts and expenditures for the Association.

Section 18. The Treasurer of the Association shall deposit or invest the General Revenue Fund of the Association including Reserves in the name of the Association in an account or accounts insured by the Federal Deposit Insurance Corporation (or an equivalent entity) or in an appropriately secure investment for the benefit of the Association.

Section 19. On or before December 1st of each year, the Treasurer of the Association shall distribute to the members an Operating Statement for the prior fiscal year and a Balance Sheet as of the end of the prior fiscal year that shows the General Revenue Fund balances including the Reserve balances, receivables, other assets and liabilities of the Association.

Section 20. Except as provided in this Declaration, the liability of any Lot under all contracts and agreements entered into by the Board of Directors shall be limited to an amount determined by dividing the total liability by the seventy-one (71) Lots at the Property.

Remedies for Breach of Covenants, Restrictions and Regulations

Section 1. In the event of any default by any Owner under the provisions of this Declaration, any Amendment thereof, the By-Laws or the rules and regulations of the Association, the Board of Directors shall have each and all of the rights and remedies which may be provided for in this Declaration or the By-Laws, or which may be available at law or in equity, and may prosecute any action or other proceedings against such defaulting Owner and/or others for enforcement of any lien, statutory or otherwise, including foreclosure of such lien and the appointment of a receiver for the Lot and ownership interest of such Owner or for damages or injunction or specific performance, or for judgment for payment of money and collection thereof, or for any combination of remedies, or for any other relief. No remedies herein provided or available at law or in equity shall be deemed exclusive of any other remedy. All expenses of the Association in connection with any such action or proceedings, including court costs and reasonable attorney’s fees and other fees and expenses, and all damages, liquidated or otherwise, together with interest thereon at the maximum rate permitted by law, from the due date until paid, shall be charged to and assessed against such defaulting Owner, and shall be added to and deemed part of an Owner’s respective share of the Assessments, Charges and Penalties (to the same extent as the lien provided herein for unpaid Assessments, Charges and Penalties). Any and all of such rights and remedies may be exercised at any time and from time to time, cumulatively or otherwise, by the Association or its Board of Directors.

Section 2. The failure to enforce any right, provision, covenant or condition which may be granted by this Declaration, the By-Laws or the rules and regulations of the Association, shall not constitute a waiver of the continuing right to enforce such provisions, covenants or conditions in the future, irrespective of the number of violations, defaults or breaches which may occur.

Section 3. All rights, remedies and privileges granted to the Association pursuant to any terms, provisions, covenants or conditions of this Declaration, the By-Laws or rules and regulations of the Association, shall be deemed to be cumulative, and the exercise of any one or more shall not be deemed to constitute an election of remedies nor shall it preclude the Association from thus exercising the same or from exercising such other and additional rights, remedies or privileges as may be granted to the Association at law or in equity.

Section 4. In any conflict between this Declaration and the By-Laws of the Association, and the rules and regulations of the Association, the Declaration shall take precedence. The By-Laws shall take precedence over the rules and regulations of the Association.

Easements

Section 1. Police, fire, health and other municipal officials, employees and vehicles shall have the right of ingress over and across the Property for performance of official duties.

Section 2. During the period of construction of improvements and/or marketing of the Property, the Declarant shall have the right of ingress and egress and the right to install any improvements over, across and through the easement areas.

Section 3. The Declarant, its successors and assigns, and any party for whose benefit easements are granted pursuant to the terms hereof shall have the right to do whatever may be required for the enjoyment of the easement rights herein granted.

Section 4. All easements herein described are easements appurtenant to and running with the land; they shall at all times inure to the benefit of and be binding on the undersigned, all its grantees and their respective heirs, successors, personal representatives, or assigns, perpetually and in full force and effect.

Section 5. Notwithstanding any provision herein to the contrary, the easements in this Article X of this Declaration shall be subject to:

• A. the right of the Declarant to execute all documents and do all other acts and things affecting the Property which, in the Declarant’s opinion, are desirable in connection with Declarant’s rights hereunder, provided any such document, act or thing is not inconsistent with the property rights of any Lot Owner or of the Association; and

• B. easements of record on the date hereof any easements which may hereafter be granted by Declarant to any public utility or governmental bodies for the installation and maintenance of electrical, telephone, and cable television conduit and lines, gas pipes, or any other utility services serving any Lot.

Insurance

Section 1. The Association through the Board of Directors shall have the authority to obtain: comprehensive general liability insurance, including coverage for liability for injuries to and death of persons, and property damage; property coverage to protect the Association for damages to Common Improvements; Worker’s Compensation and employer’s liability coverage; automobile liability; director’s and officer’s liability; excess liability; and such other insurance as the Board so determines is necessary for the common protection of the Association and its Members. The limits and deductibles shall be as determined by the Board and shall be based on the current customary practices.

Said insurance shall cover: the Association, the Members, the Board of Directors, the Officers, and the Declarant, and their respective employees and agents, from liability in connection with the Association’s business; the maintained Common Improvements; and insure the Officers of the Association and members of the Board from liability for good faith actions beyond the scope of their respective authorities and good faith error of judgment. Such insurance coverage may include cross liability claims of one or more insured parties against other insured parties. The premiums for such insurance shall be common expenses and shall be included in the Annual Assessment Budget and paid through Annual Assessments or Special Assessments.

Section 2. Any insurance proceeds received in the event of damage to property shall be applied as determined by the Board of Directors first to repair and restore the losses incurred, and then any excess insurance proceeds or settlements to be applied to the Reserves of the Association.

Section 3. The Association may purchase a fidelity bond or bonds, in amount(s) it deems appropriate, to protect the Association against the dishonest acts on the part of the Officers, Directors and employees of the Association. The Association may require that the management firm or agent also be covered by such a bond.

Section 4. Upon the cancellation of any policy of insurance which the Association obtains, the Board of Directors shall:

• A. substitute the coverage with another carrier, if it deems appropriate, or

• B. notify the Owners, and others covered under said policies, of the cancellation and the non-substitution of the coverage.

Section 5. Each Owner shall be responsible for his/her own property and liability insurance coverage for his/her own Lot, the improvements thereon and the contents therein.

Section 6. The Board of Directors shall obtain certificates of insurance from all contractors performing work at the Property for the Association of for the Owners, when contracted by the Association; with appropriate coverages including: General Liability, Worker’s Compensation and Employer’s Liability, and Automobile Liability. The Association shall be an additional insured with regards to liability and be a certificate holder.

General Provisions

Section 1. Notices provided for in this Declaration or the By-Laws shall be in writing and shall be addressed to the Association at such address as may from time to time be designated by the President of the Board.

Each Lot Owner shall file a current mailing address with the Association and shall notify the Association promptly in writing of any subsequent change of address. The Association shall maintain a file of such addresses which shall be made available to any Lot Owner upon request to be used for Association purposes only.

A written or printed notice, deposited in the mail, postage prepaid, and addressed to any Owner at the last address filed by such Owner with the Association shall be sufficient and proper notice to such Owner whenever notices are required or permitted in this Declaration. From time to time, at an Annual Meeting of the Association, the Membership may elect to designate an alternative form or alternative forms of notice to the Owners.

Section 2. If any provision of the Declaration or By-Laws is deemed to violate the rule against perpetuities or any other rule, statute or law imposing time limitations, then such provisions shall be deemed to remain in effect until the death of the last survivor of the now living descendants of William Jefferson Clinton, President of the United States of America, plus twenty-one (21) years thereafter.

Section 3. The provisions of this Declaration shall be liberally construed to effectuate its purpose of creating a uniform plan of development.

Section 4. In the event title to any Lot ownership is conveyed to a land trust or other title-holding trust (“Trust”), under the terms of which all powers of management, operation and control of the Lot remain vested in the Trust’s beneficiaries thereunder, then the trust estate under such Trust and the beneficiaries thereunder, from time to time, shall be liable for payment of any and all obligations, liens or indebtedness or for the performance of all agreements, covenants and undertakings chargeable or created under this Declaration against such Lot. No claim shall be made against the trustee, of any such Trust, personally for payment of any claim, lien or obligation hereunder created, and the trustee shall not be obligated to sequester funds or apply sequestered funds or Trust property, in whole or in part, against any such lien or obligation, but the amount thereof shall continue to be a charge or lien upon the Lot and the Lot ownership notwithstanding any transfers of beneficial interest of any such Trust or any transfer in the title to such real estate or any change in Lot ownership.

Section 5. The article captions are intended for convenience only and shall not be construed with any substantive effect in this Declaration.

Section 6. At any time or times, Declarant may assign any or all of its rights conferred on it by this Declaration. Upon execution of any assignment by Declarant, it shall be relieved from any liability arising from the performance or non-performance of such rights or obligations.

Section 7. The Declarant and the Village of Kildeer have the separate right to enforce by a proceeding at law or in equity, including an action for specific performance, any and all covenants, conditions, easements, restrictions or liens now or hereafter imposed by the provisions of this Declaration, provided, however, the Declarant and the Village of Kildeer shall not be obligated to exercise such right.

Section 8. The invalidity or unenforceability of any provision of this Declaration or of the By-Laws by legislation, judicial decision, or any other reason, shall in no way affect the validity or enforceability of the remaining provisions of this Declaration or the By-Laws. The provisions of this Declaration and the By-Laws are declared to be severable and the remaining valid enforceable provisions shall continue in full force and effect.

Section 9. This Declaration shall be construed and enforced pursuant to the laws of the State of Illinois.

Section 10. This Declaration may not be amended except by the Declarant prior to January 1, 2005. The Declarant has the right to amend this Declaration to correct these Covenants or to add contiguous property to be governed by these Covenants by filing the appropriate Certificate of Amendment with the Recorder of Lake County, Illinois. No amendments may be made to this document without the prior written approval of the Village of Kildeer, which approval shall not be unreasonably withheld. Other Amendment by the Declarant, or by the Association (after January 1, 2005) shall be effective upon the recording of an appropriate Certificate of Amendment with the Recorder of Lake County Illinois. Said Certificate of Amendment shall include:

• A. the Amendment signed by the then current Owners of record of not less than forty-seven (47) of the Lots at the Property, and

• B. a recordable certificate from a title guaranty company doing business in Lake County, Illinois, confirming the record ownership of said Lots.

Upon and after the effective date of any said recording, said Amendment shall be binding upon the Lots at the Property and upon all persons or entities having ownership of the Lots at the Property and shall run with the land.

Rights of First Mortgage Holders

Anything in this Declaration to the contrary notwithstanding, the following shall be applicable with respect to any holder of a first mortgage lien of record (“Holder”) on any Lot at the Property:

Section 1. The Associate shall, if so requested in writing by any Holder, give written notification as follows:

• A. Notice of any default of the respective Owner if such default is not cured within sixty (60) days; and

• B. Five (5) days prior written notice of any Annual or Special Meetings of the Association (the Holder may designate a representative to attend any such meeting).

The request by a Holder for any or all of the above notices shall be directed to the Secretary of the Association. Unless cancelled by the Holder, said notices shall continue for a period of five (5) years. The Holder may renew its request for notices from the Association. The notices shall automatically be discontinued when the Association’s records indicate a change in Ownership for the respective Lot.

Section 2. Any Holder shall have the right, upon ten (10) days notice, to examine any and all books and records of the Association during a time convenient to the Treasurer of the Association, and shall be entitled to receive, at its request, a copy of the current financial statements of the Association. The Association may charge the Holder for the Association’s out-of-pocket direct expenses for the submission to the Holder of the requested financial statements.

Section 3. Nothing in this Declaration, the By-Laws or the Articles of Incorporation for the Association shall be construed in such manner to invalidate a first mortgage lien holder’s rights (or the rights of a holder of an equivalent security interest) to priority with respect to any insurance proceeds distributable to an Owner or any award or proceeds of a condemnation or eminent domain proceeding or settlement.

Title to Common Open Space

The Declarant shall retain legal title to the Common Open Space until such time as the Association is established to operate and maintain the same; and Declarant hereby covenants that it will convey to the Association, or to an appropriate municipal agency, fee simple title to the Common Open Space subject to covenants, conditions and restrictions of record, zoning laws and ordinances, real estate taxes (which are to be prorated as of the date of conveyance based on the most recent tax bill), utility easements granted or to be granted for sewer, water, gas, electricity, telephone and other utilities, public street dedications and other items of record. Fee simple title shall be conveyed to the Association no later than thirty (30) days subsequent to the closing of the seventy-first (71st) home constructed at the Property, and a prior conveyance date is at the sole determination of the Declarant.

Rights of Lot Owners

The covenants and restrictions herein contained shall run with and be binding upon all the Lots and shall be binding upon all persons owing, leasing, subleasing or occupying any such Lot, their heirs, executors, administrators, personal representatives, successors and assigns. If any person, firm, association, partnership, trust or corporation violate or attempt to violate any of the covenants or restrictions herein, then any person, firm, association, partnership or assigns who is the record Owner of a Lot shall have the right to proceedings at law or in equity against such person, firm, association, partnership, trust or corporation violating or attempting to violate the covenants and restrictions herein for the purpose of either preventing such violations from occurring or for the purpose of recovering damages.

In Witness Whereof, Declarant has executed this declaration, attested and affixed its corporate seal on the day and year first above written:

ST. PAUL FINANCIAL DEVELOPMENT CORPORATION

Charles Romeo, Executive Vice President

Attest: Raymond G. Ulreich

Prepared by and mail to:
Charles Romeo
St. Paul Financial Development Corporation
36W965 Ridgewood Drive
St. Charles, Illinois 60175

Revised September 9, 1999

Property Identification Numbers for Tall Oaks of Kildeer
 

Conservation Easement Provision

Parcels A & B and those areas designated as natural Areas as depicted on the Plat of Subdivision for Tall Oaks shall be subject to the Village of Kildeer's Natural Areas Management Ordinance, and these Covenants, and shall be governed and maintained per the Open Space Management Plan as submitted to and approved by the Village of Kildeer. Only those portions of the Conservancy Areas designated on the engineering plans submitted to and approved by the Village of Kildeer shall be graded and shaped. All other portions of areas designated as Conservancy Area shall remain in their natural, undisturbed condition or shall be replanted and/or managed as defined in the wetland mitigation plans approved by the Army Corps of Engineers and the Village of Kildeer, and/or the approved Open Space Management Plan. Subsequent to initial construction as approved in the Engineering and Landscaping plans related to infrastructure improvements and except as required to implement the Management Plan, or with the prior consent of the Village, the following actions are prohibited in the Conservancy Areas:

i.)  Filling and dredging;
ii.) Dumping of ashes, garbage or other unsightly or offensive material;
iii.) Buildings or structures, except for the sanitary sewer lift station, playground equipment and park shelter on Parcel A;
iv.) Removal or destruction of trees or plants;
v.) Mowing, draining, plowing, mining and the removal of topsoil, sand, rock, gravel, minerals or other material;
vi.) Operation of motorized vehicles;
vii.) Active recreation activities, other than in the playground area;
viii.) Grazing or keeping of livestock;
ix.) Placement of overhead utility lines; and
x.) Modifications to the hydrology that would allow more water onto, or drain water away from the natural area;
xi.) Impact to areas designated as wetlands; and
xii.) Sodding or seeding with non-native grasses.

Parcels A & B and those areas designated as Natural Areas as depicted on the Plat of Subdivision shall be managed by the Tall Oaks Owners Association or if they fail to do so by the Village of Kildeer or any other government entity with jurisdiction with the cost charged back to the Tall Oaks Owners Association, as provided in these Covenants

Rev. 8/11/99 per VOK