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CONDOMINIUM DECLARATION

FOR

THE HARBOR AT PORT ROYALE CONDOMINIUM

THIS DECLARATION, made this ____ day of June, = 2000, by THE=20 HARBOR AT PORT ROYALE DEVELOPMENT CORP., a Missouri corporation = (hereinafter=20 referred to as the "Declarant" or "Developer").

WITNESSETH:

WHEREAS, the Declarant is the owner in fee simple = of=20 certain real property located in Camden County, Missouri, more = particularly=20 described on the attached Exhibit "A", which is incorporated herein by = this=20 reference as if fully set forth herein, (hereinafter defined and = referred to as=20 "Condominium" or as "Property"); and,

WHEREAS, the Declarant intends by this = Declaration to=20 submit the real property described on the attached Exhibit A to the = provisions=20 of Sections 448.1-101 to 448.4-120, Revised Statutes of Missouri (1983, = as=20 amended), commonly known as the Uniform Condominium Act of the State of = Missouri=20 (hereinafter referred to as the "Act"); and,

WHEREAS, Declarant does hereby establish a plan = for the=20 ownership in fee simple of real property estates consisting of the area = or space=20 contained in each of the air space units (hereinafter defined and = referred to as=20 "Unit" or "Units") in the improvements on said Condominium and a plan = for the=20 co-ownership by the individual and separate owners thereof (hereinafter = defined=20 and referred to as "Unit Owners"), as tenants in common, of all of the = remaining=20 property within said Condominium, which remaining property is = hereinafter=20 defined and referred to as "Common Elements";

NOW, THEREFORE, Declarant does hereby publish and = declare=20 that the following terms, covenants, conditions, easements, = restrictions, use,=20 limitations and obligations shall be deemed to run with the land, shall = be a=20 burden and a benefit to Declarant, its grantees, successors and assigns, = and any=20 person acquiring or owning an interest in the real property and = improvements,=20 their grantees, successors, heirs, executors, administrators, devisees = or=20 assigns.

1. DEFINITIONS: For the purpose of the within = Declaration, the=20 following definitions shall control:

(a) "Act" shall mean sections 448.1-101 to 448.4-120 = R.S.Mo.=20 (1983, as amended), commonly referred to as the Missouri "Uniform = Condominium=20 Act."

(b) "Allocated Interests" shall mean the undivided = interest in=20 the Common Elements, the Common Expense liability, and the votes in the=20 Association allocated to each Unit.

(c) "Association" shall mean The Harbor at Port = Royale=20 Condominium Owner's Association, Inc., a Missouri not-for-profit = corporation,=20 which shall govern this Condominium, and the members of which shall = consist of=20 all of the Unit Owners, including Developer.

(d) "Association Facilities" shall mean all items or = things,=20 whether real or personal, that are now or hereafter owned in fee simple = or=20 leased by the Association.

(e) "Building" shall mean any building or any part = thereof now=20 or hereafter located on and forming part of the Condominium and = containing such=20 Units as indicated by the Plat or Plans.

(f) "Bylaws" shall mean the Bylaws of the = Association, a copy=20 of which is attached hereto as Exhibit "B" and incorporated herein by = this=20 reference as though more fully set forth.

(g) "Commission" shall mean the Clean Water = Commission of the=20 State of Missouri and the Missouri Department of Natural Resources, and = their=20 successors as may be created by law from time to time.

(h) "Common Elements" shall mean all portions of the = Property=20 except the Units, and shall include, but not by way of limitation:

1. The foundations, columns, girders, beams, = supports, main=20 walls, roofs, halls, corridors, stairs, and stairways of the building or = buildings as now or hereafter located and constructed;

2. The patios, yards, decks, and storage spaces = hereafter=20 located and constructed and submitted to the Condominium and the Act by=20 Declarant;

3. The installations, consisting of the equipment and = materials=20 making up central services such as power, light, hot and cold water, = central=20 heating and air conditioning, storm and sanitary sewer mains, sewage = treatment=20 plant(s), well(s), water line(s), as now or hereafter located and = constructed=20 and submitted to the Condominium and the Act by Declarant;

4. The tanks, pumps, motors, fans, compressors, = ducts, lines,=20 pipes, and in general all apparatus and installations now or hereafter = located,=20 constructed and existing for common use;

5. All other parts of the Property, the elements and=20 appurtenances necessary or convenient to its existence, maintenance and = safety,=20 as are normally now or hereafter in common use.

(i) "Common Expenses" shall mean expenditures made by = or=20 financial liabilities of the Association, together with any allocations = to=20 reserves, including but not limited to:

1. All sums lawfully assessed against the Common = Elements by=20 the Executive Board or the Managing Agent;

2. Expenses of administration and management, = maintenance,=20 repair or replacement of the Common Elements and of the Association;

3. Expenses agreed upon as Common Expenses by the = Unit Owners;=20 and,

4. Expenses declared to be Common Expenses by = provisions of=20 this Declaration, its amendments, and the Bylaws of the Association.

(j) "Condominium" shall mean all of the land = described on=20 Exhibit "A" and so much of the land described on Exhibit "D" as the = Developer=20 may add to the Condominium under the provisions governing rights = reserved by=20 Developer, as set forth in paragraph 32 of this Declaration, commencing = from the=20 date of recording an amendment or supplement to the Declaration which = adds such=20 land to the Condominium, and all property and space hereon, all = improvements and=20 structures erected, constructed or contained therein or thereon, = including the=20 Building or Buildings, and all easements, rights and appurtenances = belonging=20 thereto and all fixtures and equipment intended for the mutual use, = benefit or=20 enjoyment of the Unit Owners submitted to the provisions of the Act;

(k) "Declarant" or "Developer" shall mean The Harbor = at Port=20 Royale Development Corp., a Missouri corporation. In the event the = Developer=20 transfers the property prior to completion of the construction program, = the term=20 "Developer" shall include any transferee who acquires the property for = the=20 purpose of completing the construction as shown on the Plat or amended = Plats or=20 Plans;

(l) "Declaration" shall mean the within instrument by = which the=20 Property, as hereinafter defined, is submitted to the provisions of the = Act and=20 shall include such amendments and supplements, if any, to the within = instrument=20 as may be from time to time adopted pursuant to the terms hereof;

(m) "Executive Board" shall mean the Board of = Directors of the=20 Association;

(n) "Limited Common Elements" shall mean a part of = the Common=20 Elements reserved for the exclusive use of one or more but fewer than = all the=20 Units, and allocated by designation on the Plat, in this Declaration or = any=20 supplements or amendments thereto, or by the provisions of the Act;

(o) "Majority" or "Majority of the Unit Owners", = except as=20 otherwise defined and used in the Declaration or Bylaws of the = Association,=20 shall mean those Owners, without regard to their number, who own more = than FIFTY=20 PERCENT (50%) in the aggregate of the Allocated Interests of the = Condominium.=20 Except as otherwise defined and used in the Declaration or Bylaws of the = Association, any specified percentage of the Unit Owners shall mean = those Owners=20 who, in the aggregate, own such specified percentage of the Allocated = Interests=20 of this Condominium;

(p) "Managing Agent" shall mean a person who may be = engaged by=20 the Executive Board to see to the day-to-day operation and maintenance = of the=20 Condominium, in accordance with the policies set from time to time by = the=20 Executive Board;

(q) "Master Association" shall mean a not for profit=20 corporation which exercises any or all of the powers set forth in = paragraph 34=20 of this Declaration or in the Bylaws attached hereto as Exhibit "B" on = behalf of=20 one or more condominiums or for the benefit of Unit Owners of one or = more=20 Condominiums;

(r) "Officer" shall mean the duly elected officers of = the=20 Executive Board and the Association, as provided for in the Bylaws = attached=20 hereto as Exhibit "B";

(s) "Person" shall mean a natural individual, = corporation,=20 partnership, trustee or other legal entity capable of holding title to = real=20 property, but in the case of a land trust, "Person" shall mean the = beneficiary=20 of the trust rather than the trust or trustee;

(t) "Plat" shall mean a plat or plats of survey = prepared by a=20 registered land surveyor, together with amendments thereto, of the = Property and=20 of all real estate, whether or not such real estate is subject to = development=20 rights, submitted to the provisions of the Act, the locations and = dimensions of=20 all existing improvements thereon, and all other information required by = section=20 448.2-109 of the Act;

(u) "Record" shall mean to file of record in the = office of the=20 Recorder of Deeds of the county wherein the Property is located;

(v) "Residential Purposes" shall mean use for = dwelling and/or=20 recreational purposes;

(w) "Unit" shall mean a physical portion of the = Property=20 including one or more rooms occupying one or more floors, or a part or = parts=20 thereof, and designed and designated for separate ownership or occupancy = as a=20 residential apartment for one family, and having lawful access to a = public=20 way;

(x) "Unit Owner" or "Owner" shall mean the Declarant = or other=20 person or persons whose estate or interests individually or collectively = aggregate fee simple absolute ownership of a Unit or Units, but does not = include=20 a person having an interest in a Unit solely as security for an = obligation.

2. SUBMISSION OF PROPERTY TO THE ACT:

The Developer hereby submits the real property = described in=20 Exhibit "A", attached hereto and made part of this Declaration by this=20 reference, to the provisions of the Uniform Condominium Act of the State = of=20 Missouri, subject to the reservations, restrictions and easements = contained in=20 this Declaration, the Bylaws, and any and all supplements and amendments = thereto=20 which may be duly adopted and filed for record from time to time. All = streets,=20 drives, lanes, circles, boulevards, trails, cul-de-sacs and other ways = commonly=20 used for vehicular and pedestrian traffic, as now or hereafter located = on the=20 real property described in Exhibit "A" hereto are private streets, and = no=20 dedication to the public of such ways for vehicular and pedestrian = traffic is=20 intended, but same are hereby dedicated to the use and benefit of all = Unit=20 Owners, their grantees, heirs, personal representatives, agents, = successors and=20 assigns, and to their guests, invitees, business visitors and to all = duly=20 constituted public authorities in the performance of their official = duties, for=20 ingress and egress over said private ways. The easements and dedications = herein=20 are expressly made subject to the Developer's rights reserved as set = forth in=20 Paragraph 32 of this Declaration.

3. DIVISION OF PROPERTY INTO UNITS AND ALLOCATION OF = INTERESTS:=20

The real property described in Exhibit "A" is hereby = divided=20 into fee simple estates, each such estate consisting of a separately = designated=20 Unit, as shown on the Plat of The Harbor at Port Royale Condominium, = Building=20 100, filed of even date herewith, the Limited Common Elements reserved = to the=20 use of such Unit as designated on the Plat and the undivided percentage = or=20 fractional interest in and to the Common Elements appurtenant to each = Unit. The=20 percentage of interest in the Common Elements for each Unit shall be the = percentage figure represented by a fraction whose numerator is the area = of such=20 Unit (in square feet) and whose denominator is the area (in square feet) = of all=20 Units in the Condominium at any given time. Each such Unit and the Owner = of each=20 such Unit shall be responsible for the Common Expenses of the = Association in a=20 percentage amount equal to the undivided percentage of fractional = interest in=20 and to the Common Elements appurtenant to that Unit. The number of votes = in the=20 Association to which each Unit Owner shall be entitled shall be computed = by=20 multiplying the percentage interest in the Common Elements for such Unit = by=20 1,000. All votes allocated to a Unit shall be cast unanimously, and the = Owners=20 of a Unit jointly owned by two or more Persons shall agree among = themselves as=20 to how they shall cast the votes allocated to such Unit, as provided in = Section=20 2.7.2 of the Bylaws attached hereto as Exhibit "B", and incorporated = herein by=20 this reference.

Notwithstanding the provisions set forth in the = preceding=20 paragraph, each Building shown on the Plat shall be deemed to constitute = one=20 master Unit, owned by Developer. Developer reserves the Development = Rights, as=20 set forth in paragraph 32 of this Declaration, to subdivide such master = Unit=20 into the Units depicted on the Building Plat, filed for record in the = Camden=20 County Recorder's Office at the time of recording of this Declaration.=20 Developer's right of subdivision shall be deemed to have been exercised=20 automatically at each time that a warranty deed is recorded which = conveys a Unit=20 as depicted on the Building Plat to a purchaser other than Developer or = at the=20 time the to be subdivided unit is begun to be destroyed, and is = subsequently=20 destroyed by fire or other catastrophe (hereinafter referred to as=20 "occurrence"). At the time of each such occurrence or conveyance, said = purchaser=20 other than Developer shall acquire, with each such newly-created Unit, = the=20 Allocated Interests. Until such time as all the Units depicted on the = Building=20 Plat shall have been actually subdivided into the units shown, the = Allocated=20 Interests for the master Unit shall equal one percent (1%), subject = however to=20 the provisions contained in paragraph 33 of this Declaration, provided, = however,=20 that Developer shall be responsible for all expense associated with such = Building as is not provided for by the assessments attributable to Units = therein=20 which are owned by purchasers other than Developer.

The rights, responsibilities and provisions set forth = in the=20 preceding paragraph shall be deemed to have been exercised by Developer = each=20 time a supplement to this Declaration is recorded which adds another = Building to=20 the Condominium. At the time that any such supplement is recorded, = Developer=20 shall also record a Plat of such Building, depicting the Units into = which=20 Developer intends to subdivide the master Unit constituting the = Building, and=20 the supplement or plat shall set forth the Allocated Interests which = will be=20 attributed to each such subdivided Unit at the time such Unit is created = by=20 recording of a warranty deed conveying such Unit to a purchaser other = than=20 Developer.

4. PLAT:

(a) The Plat shall show those things required in = Section=20 448.2-109 of the Act, and may be filed for record in whole or in parts = or=20 sections, from time to time, as the stages of construction of the Units = and=20 other improvements are substantially completed. The Plat or any part or = section=20 thereof depicting Units shall not be filed for record until the Units = located=20 thereon have been substantially completed in order to permit the = location and=20 depiction thereon of all information required by Section 448.2-109 of = the Act.=20 The Plat shall contain the certificate of a registered and licensed = surveyor,=20 certifying that the Plat contains all information required by Section = 448.2-109=20 of the Act and was made in compliance with the minimum standards for = property=20 boundary surveys as established by rule of the Missouri Department of = Natural=20 Resources, that such Plat was prepared subsequent to substantial = completion of=20 the improvements, and that the dimensions and elevations shown are the = result of=20 an actual survey, including each Unit. Each supplement and/or any = amendment=20 shall set forth a like certificate when appropriate. In interpreting the = Plat,=20 the existing physical boundaries of each separate Unit as constructed = shall be=20 conclusively presumed to be its boundaries. Upon exercise of a = development=20 right, Developer shall record either new Plats or Plans, as necessary to = conform=20 to the requirements of section 448.2-109 of the Act, subject, however, = to the=20 provisions set forth in paragraph 3 hereinabove.

5. LIMITED COMMON ELEMENTS: Portions of the Common = Elements are=20 reserved for the exclusive use of the Unit Owners of the respective = Units, and=20 such areas are referred to as "Limited Common Elements". The Limited = Common=20 Elements so reserved shall include those provided under the Act and = those=20 identified on the Plat, appurtenant to the Units, as set forth on the = Plat or in=20 this Declaration or any supplement thereto. Any balcony, stairwell, = patio, deck,=20 shutters, awnings, window boxes, doorsteps, stoops, porches and exterior = doors=20 and windows which are designed to serve a single Unit or which are = accessible=20 from, associated with or which adjoin a Unit, and any portion of any = chute,=20 flue, duct, wire, conduit, bearing wall, or bearing column which serves = only=20 that Unit, shall, without further reference thereto, be used in = connection with=20 such Unit to the exclusion of the use thereof by the other Owners of the = Common=20 Elements, except by invitation. No reference thereto, whether such = Limited=20 Common Elements are exclusive or non-exclusive, need be made in any = deed,=20 instrument of conveyance, or other instruments. All of the Unit Owners = in the=20 Condominium shall have a non-exclusive right in common with all of the = other=20 Unit Owners to the use of all Common Elements located within the=20 Condominium.

6. INSEPARABILITY OF A CONDOMINIUM UNIT: Each Unit, = the=20 Allocated Interests for that Unit, and the appurtenant Limited Common = Elements=20 shall together comprise one Condominium Unit, shall be inseparable, and = may be=20 conveyed, leased, devised or encumbered only as one Condominium Unit. =

7. DESCRIPTION OF CONDOMINIUM UNIT: Every deed, = lease, deed of=20 trust, trust deed, will or other instrument may legally describe a = Condominium=20 Unit by its identifying number, followed by the name of this = Condominium, with=20 further reference to the Plat thereof filed for record, the Declaration = and=20 related recording data. Every such description shall be good and = sufficient for=20 all purposes to sell, convey, transfer, encumber or otherwise affect not = only=20 the Unit but also the Common Elements and the Limited Common Elements=20 appurtenant thereto. Each such description shall be construed to include = a=20 non-exclusive easement for ingress and egress to an Owner's Unit and use = of all=20 of the Common Elements, together with the right to the exclusive use of = the=20 Limited Common Elements.

8. SEPARATE ASSESSMENT AND TAXATION - NOTICE TO = ASSESSOR: The=20 Developer shall give written notice to the Assessor of the County = referred to in=20 Exhibit A of the creation of condominium ownership in this property, so = that=20 each Unit shall be deemed a parcel and subject to separate assessment = and=20 taxation, as provided by the Act.

9. OWNERSHIP - TITLE: A Condominium Unit may be held = and owned=20 in any real property tenancy relationship recognized under the laws of = the State=20 of Missouri.

10. NON-PARTITIONABILITY OF GENERAL COMMON ELEMENTS: = The Common=20 Elements shall be owned in common by all of the Unit Owners and shall = remain=20 undivided, and no Owner shall bring any action for partition or division = of the=20 Common Elements. Nothing contained herein shall be construed as a = limitation of=20 the right of partition of a Unit between the Owners thereof, but such = partition=20 shall not affect any other Unit.

11. USE OF COMMON ELEMENTS AND LIMITED COMMON = ELEMENTS: Each=20 Unit Owner shall be entitled to exclusive ownership and possession of = his Unit.=20 Each Owner may use the Common Elements and Limited Common Elements in = accordance=20 with the purposes for which they are intended, without hindering or = encroaching=20 upon the lawful rights of the other Owners.

12. USE AND OCCUPANCY: The Units shall be used and = occupied by=20 the Unit Owner, family and their guests, business invitees and tenants = and their=20 guests, for Residential Purposes only. The Executive Board or Managing = Agent may=20 maintain an office in one of the Units in the Condominium, for the = purpose of=20 managing the Units within the Condominium. The Executive Board or its = duly=20 appointed Managing Agent may exercise the right to approve the number = and=20 demeanor of guests of any Unit Owner prior to said guests' occupancy of = a Unit=20 and such approval shall be continuous at the discretion of said = Executive Board=20 or its duly appointed Managing Agent. All such use and occupancy as = granted in=20 this paragraph shall be subject to the rights reserved to Developer = herein=20 below.

13. EASEMENTS FOR ENCROACHMENTS: If the Plat, or any = supplement=20 thereto, shall be inaccurate so that any portion of the Common Elements=20 encroaches upon a Unit or Units, a valid easement for the encroachment = and the=20 maintenance of same, so long as it stands, shall and does exist. If the = Plat=20 shall be inaccurate so that any portion of a Unit encroaches upon the = general=20 Common Elements, or upon an adjoining Unit or Units, a valid easement = for the=20 encroachment and for the maintenance of same, so long as it stands, = shall and=20 does exist. Such encroachments and easements shall not be considered or=20 determined to be encumbrances either on the Common Elements or on the = Units for=20 purposes of marketability of title. Corrections shall be made by = refilling an=20 amended Plat properly reflecting the corrections in description, by the=20 Executive Board, as soon after the discovery of the errors as is=20 practicable.

14. TERMINATION OF MECHANIC'S LIEN RIGHTS AND = INDEMNIFICATION:=20 Subsequent to the completion of the improvements described on the Plat, = no labor=20 performed or materials furnished and incorporated in a Unit with the = consent or=20 at the request of the Unit Owner, his agent, his contractor or = subcontractor=20 shall be the basis for filing a lien against the Unit of any other Unit = Owner=20 not expressly consenting to or requesting the same, or against the = Common=20 Elements. Each Unit Owner shall indemnify and hold harmless each of the = other=20 Unit Owners from and against all liability arising from the claim of any = lien=20 against the Unit of any other Unit Owner or against the Common Elements = for=20 construction performed or for labor, materials, services or other = products=20 incorporated in the Unit at such Unit Owner's request.

15. ADMINISTRATION AND MANAGEMENT: The Condominium = shall be=20 governed and administered by the Executive Board of the Association. The = Executive Board shall have a general responsibility to govern, manage = and=20 administer the Condominium and to exercise other powers conferred by = this=20 Declaration, the Bylaws, and the Act, all in accordance with the terms,=20 covenants, conditions, limitations and provisions of this Declaration = and the=20 Bylaws of the Association. The administration and management functions = of the=20 Executive Board of the Association shall be subject to the rights, = abilities and=20 preferences of Developer as specified in Paragraph 33 of this = Declaration. An=20 Owner of a Condominium Unit, upon becoming an Owner, shall become a = member of=20 the Association, and shall remain a member for the period of his = ownership of=20 such Unit, regardless of whether or not such Unit is hereafter removed = from the=20 effect of the Act, subject to the terms and provisions of this = Declaration, the=20 Bylaws, and the rules and regulations relating to the use of the Common = Elements=20 and Association Facilities. No person shall use the Common Elements and=20 Association Facilities in any manner not in accordance with such rules = and=20 regulations. The mere acquisition or rental of any of the Units in the=20 condominium or the mere act of occupancy of any of said Units, by Unit = Owners,=20 their families, tenants, guests or invitees, will signify that this = Declaration=20 and the rules and regulations adopted pursuant thereto are accepted, = ratified,=20 and will be complied with.

16. RESERVATION FOR ACCESS, MAINTENANCE, REPAIR AND=20 EMERGENCIES: The Unit Owners shall have the irrevocable right, to be = exercised=20 by the Managing Agent or Executive Board, to have access to each Unit = from time=20 to time during reasonable hours as may be necessary for the maintenance, = repair=20 or replacement of any of the Common Elements therein or accessible = therefrom, or=20 for making emergency repairs therein necessary to prevent damage to the = Common=20 Elements or to another Unit. Damage to the interior of any part of a = Unit=20 resulting from the maintenance, repair, emergency repair or replacement = of any=20 of the Common Elements or as a result of emergency repairs within = another Unit,=20 at the instance of the Executive Board or Managing Agent, shall be a = Common=20 Expense of all of the Unit Owners, provided, however, that if such = damage is the=20 result of the misuse or negligence of a Unit Owner, then such Unit Owner = shall=20 be responsible and liable for all of such damage. Negligence and misuse = shall be=20 determined by the Executive Board. All damaged improvements shall be = restored to=20 substantially the same condition in which they existed prior to the = damage. All=20 maintenance, repairs and replacements to the Common Elements, whether = located=20 inside or outside of Units, shall be the Common Expense of all the Unit = Owners,=20 unless necessitated by the negligence or misuse of a Unit Owner, in = which case=20 such expense shall be charged to such Unit Owner.

17. UNIT OWNER'S MAINTENANCE RESPONSIBILITY:

(a) For purposes of maintenance, repairs, alteration = and=20 remodeling of the Condominium, a Unit Owner shall be deemed to own the = interior=20 non-supporting walls, the materials such as, but not limited to, lath, = furring,=20 wallboard, plaster, gypsum dry wall, paneling, wallpaper, paint, wall = and floor=20 tile and flooring (but not including the sub-flooring), making up the = finished=20 surfaces of the perimeter walls, ceilings and floors within the Unit, = including=20 Unit doors and windows. The Unit Owner shall not be deemed to own lines, = pipes,=20 wires, conduits or systems (which for brevity are herein and hereafter = referred=20 to as utilities) running through his Unit which serve one or more other = Units=20 except as a tenant in common with the other Unit Owners. Such utilities = shall=20 not be disturbed or relocated by a Unit Owner without the written = consent and=20 approval of the Executive Board or Managing Agent. Such right to repair, = alter=20 and remodel is connected with the obligation to replace any finishing or = other=20 materials removed with similar or other types or kinds of materials. A = Unit=20 Owner shall maintain and keep in repair the interior of his own Unit, = including=20 the fixtures thereof. All fixtures and equipment installed within the = Unit=20 commencing at a point where the utilities enter the Unit shall be = maintained and=20 kept in repair by the Unit Owner thereof. A Unit Owner shall do no act = nor any=20 work that will impair the structural soundness or integrity of the = building or=20 impair any easement or hereditament. A Unit Owner shall also keep the = balcony or=20 patio area appurtenant to his Unit in a clean and sanitary condition, = but shall=20 make no alterations or additions thereto. All other maintenance or = repairs to=20 any Limited Common Element, except as caused or permitted by a Unit = Owner's=20 negligence, misuse or neglect thereof, shall be charged to those Units = to which=20 such Limited Common Element is appurtenant.

(b) The expense for maintenance, repairs and the = operation of=20 Association

Facilities shall be the Common Expense of all of the = Unit=20 Owners of this Condominium, subject to the provisions of paragraph 3=20 hereinabove.

18. COMPLIANCE WITH PROVISIONS OF DECLARATION AND = BYLAWS: Each=20 Owner shall comply strictly with the provisions of this Declaration, the = Bylaws,=20 and the decisions and resolutions of the Executive Board adopted = pursuant=20 thereto as the same may be lawfully amended from time to time. Failure = to comply=20 with any of the same shall be grounds for an action to recover sums due = for=20 damages or injunctive relief or both, and for reimbursement of all = attorney's=20 fees incurred in connection therewith, which action shall be = maintainable by the=20 Managing Agent or the Executive Board in their names or in the name of = the=20 Association on behalf of the Unit Owners or, in a proper case, by an = aggrieved=20 Unit Owner.

19. AMENDMENT OF DECLARATION:

(a) This Declaration may be amended only in = accordance with the=20 procedures specified in Section 448.2-117 of the Act, the other sections = of the=20 Act referred to in said Section 448.2-117, and the express provisions of = this=20 Declaration and the Bylaws.

(b) No amendment shall be made to this Declaration = during the=20 period of time in which Developer continues to control the Association, = as=20 provided in Paragraph 33 of this Declaration, without the express = written=20 consent of Developer. No amendment to this Declaration shall diminish or = impair=20 any right of Developer under this Declaration without the prior written = consent=20 of Developer. No amendment may modify this paragraph 19 or the rights of = any=20 Person hereunder. Except as specifically provided in this Declaration or = the=20 Act, no provision of this Declaration shall be construed to grant to any = Unit=20 Owner, or to any other Person, any priority over any rights of = mortgagees.

(c) Notwithstanding any other provision of this = Declaration to=20 the contrary, if any amendment is necessary in the judgment of the = Developer or=20 the Executive Board to cure any ambiguity or to correct or supplement = any=20 provisions of the Declaration or Bylaws that are defective, missing or=20 inconsistent with any other provisions thereof, or if such amendment is=20 necessary to conform to the requirements of secondary mortgage market = lenders,=20 guarantors, or insurers with respect to condominium projects, then at = any time=20 and from time to time the Executive Board may effect an appropriate = corrective=20 amendment without the approval of the Unit Owners or the holders of any = liens on=20 all or any part of the Property, upon receipt by the Executive Board of = an=20 opinion from independent legal counsel to the effect that the proposed = amendment=20 is permitted by the terms of this sentence and by the provisions of the = Act.=20 Each amendment of the type described in this paragraph shall be = effective upon=20 the recording of an appropriate instrument setting forth the amendment = and its=20 due adoption, which instrument has been executed and acknowledged by one = or more=20 Officers of the Executive Board.

20. ADDITIONS, ALTERATIONS AND IMPROVEMENTS OF COMMON = ELEMENTS=20 AND LIMITED COMMON ELEMENTS: There shall be no additions, alterations, = or=20 improvements of or to the Common Elements or the Limited Common Elements = of the=20 Condominium by the Executive Board requiring an expenditure in excess of = FIVE=20 HUNDRED AND NO/100 DOLLARS ($500.00) per Unit in any one calendar year = without=20 prior approval of a majority of the Unit Owners of the Condominium, and = such=20 expenditure(s) shall be a Common Expense. Such limitation shall not be=20 applicable to the replacement, repair, maintenance or obsolescence of = any Common=20 Element or Limited Common Element or Association Facilities.

21. ASSESSMENT FOR COMMON EXPENSES:

(a) All Owners shall be obligated to pay the = assessments,=20 either estimated or actual, imposed by the Executive Board to meet the = Common=20 Expenses of the Condominium and the Association Facilities. The = assessments for=20 the Condominium shall be made according to each Owner's percentage or = fractional=20 interest in and to the Common Elements, and payment shall be made = quarterly, in=20 advance, on the first day of January, April, July, and October of each = calendar=20 year, or more frequently as may be determined by the Executive Board. = The=20 Executive Board shall prepare and deliver or mail to each Owner a = statement for=20 the estimated or actual Common Expenses.

(b) Assessments shall commence upon the conveyance of = the first=20 Unit to a Person other than Developer, and Developer shall pay all = Common=20 Expenses until that time in the manner set forth in paragraph 3 = hereinabove. In=20 the event the ownership of a Condominium Unit, title to which is derived = from=20 Developer, commences on a day other than the first day of the assessment = period,=20 the assessment for that period shall be pro-rated.

(c) The assessment made shall be based upon the cash=20 requirements of the Association, deemed to be such aggregate sum as the = Managing=20 Agent or the Executive Board shall from time to time determine is to be = paid by=20 all of the Unit Owners of this Condominium to provide for the payment of = all=20 estimated expenses growing out of or connected with the maintenance, = repair,=20 operation, additions, alterations and improvements of and to the Common = Elements=20 of the Condominium and the Association Facilities, which sum may = include, but=20 shall not be limited to, expenses of management, taxes and special = assessments=20 unless separately assessed, insurance premiums, landscaping and care of = grounds,=20 common lighting and heating, repairs and renovations, trash and garbage=20 collections, wages, common water and sewer charges, legal and accounting = fees,=20 management and rental fees, expenses and liabilities incurred by the = Executive=20 Board on behalf of the Unit Owners under or by reason of this = Declaration and=20 the Bylaws of the Association, for any deficit remaining from a previous = period,=20 the creation of a reasonable contingency, reserve, working capital and = sinking=20 funds, as well as other costs and expenses relating to the Common = Elements. The=20 omission or failure of the Executive Board to fix the assessment for any = period=20 shall not be deemed a waiver, modification or a release of the Owners = from their=20 obligation to pay the same. The Executive Board may require each Unit = Owner to=20 deposit and maintain, with the Executive Board, an amount not to exceed = a twelve=20 month's estimated assessment for use as working capital.

(d) Any Common Expense associated with the = maintenance, repair,=20 or replacement of a Limited Common Element shall be assessed against the = Units=20 to which that Limited Common Element is assigned. Assessments to pay a = judgment=20 against the Association shall be made only against the Units in the = Condominium=20 at the time the judgment was entered, in proportion to their Common = Expense=20 liabilities.

(e) Any surplus funds of the Association remaining = after=20 provision for Common

Expenses and any prepayment of reserves shall be = retained by=20 the Association, to be applied to future Common Expenses.

22. UNIT OWNER'S PERSONAL OBLIGATION FOR PAYMENT OF=20 ASSESSMENTS: The amount of the Common Expenses assessed against each = Condominium=20 Unit shall be the personal and individual debt of the Owner thereof. No = Unit=20 Owner may exempt himself from liability for his contribution toward the = Common=20 Expenses by waiver of the use or enjoyment of any of the Common Elements = of the=20 Condominium or the Association Facilities, or by abandonment of his = Unit. Both=20 the executive Board and Managing Agent shall have the responsibility to = take=20 prompt action to collect any unpaid assessment which remains unpaid more = than=20 thirty (30) days from the due date for payment thereof. In the event of = default=20 in the payment of the assessment, after notice and an opportunity to be = heard,=20 the Unit Owner shall be obligated to pay a late charge of not more than = FIFTEEN=20 AND NO/100 DOLLARS ($15.00) per month on the amount of the assessment, = and to=20 collect interest at the rate of eighteen percent (18%) per annum in

connection with assessments remaining unpaid more = than thirty=20 (30) days from due date for payment thereof, together with all expenses, = including attorney's fees incurred whether suit is filed or not, all as = set=20 forth in paragraph 21 above; and from funds collected from Unit Owners = amounts=20 due for salaries or other compensation due and payable to employees, = insurance=20 premiums, and sums otherwise due and payable as operating expenses. Suit = to=20 recover a money judgment for unpaid Common Expenses shall be = maintainable by the=20 Executive Board, in their names or in the name of the Association, = without=20 foreclosing or waiving the lien securing same.

23. ASSESSMENT OF LIEN:

(a) If any Unit Owner fails or refuses to make any = payment of=20 the assessments when due, the amount thereof including any fees, = charges, late=20 charges, fines and interest and attorney's fees incurred whether suit is = filed=20 or not shall constitute a lien for the full amount thereof, commencing = when the=20 first installment thereof is due, on the interest of such Unit Owner in = this=20 condominium and the Association. Such shall be a lien upon such Unit = Owner's=20 interest in said property prior to all other liens and encumbrances, = recorded or=20 unrecorded, except liens and encumbrances recorded before the recording = of this=20 Declaration, a mortgage or deed of trust for the purchase of the Unit = recorded=20 before the date on which the assessment sought to be enforced became = delinquent,=20 and liens for real estate taxes and other governmental assessments or = charges=20 against the Unit. This paragraph shall not affect the priority of = mechanic's=20 liens or materialmen's liens or the priority of liens for other = assessments made=20 by the Association. The lien under this section is not subject to the = provisions=20 of section 513.475 R.S.Mo.

(b) Any encumbrancer whose lien is junior to the lien = of the=20 Common Expenses

herein provided may from time to time request in = writing a=20 written statement from the Managing Agent or Executive Board setting = forth the=20 unpaid Common Expenses with respect to the Unit covered by his = encumbrance and=20 unless the request is complied with within thirty (30) days, all unpaid = Common=20 Expenses which became due prior to the date of the making of such = request shall=20 be subordinate to the lien of such encumbrance. Any encumbrancer holding = a lien=20 on a Unit may pay any unpaid Common Expenses payable with respect to = such Unit=20 and upon such payment such encumbrancer shall have a lien on such Unit = for the=20 amounts paid at the same rank as the lien of his encumbrance.

(c) The lien to secure payment of Common Expenses = shall be in=20 favor of the members of the Executive Board and their successors in = office and=20 shall be for the benefit of all other Unit Owners, and may be foreclosed = by=20 action brought by the Executive Board, in their names or in the names of = the=20 Association, in like manner as a mortgage on real estate or a power of = sale=20 under chapter 443 R.S.Mo. (1978, as amended). The members of the = Executive Board=20 and their successors in office, acting on behalf of the other Unit = Owners, shall=20 have the power to bid in the interest so foreclosed at foreclosure sale, = and to=20 acquire and hold, lease, mortgage and convey the same.

(d) In the event any person acquires or is entitled = to the=20 issuance of a Sheriff's or other official deed in foreclosure of the = lien for=20 Common Expenses above provided, the deed conveying the interest of any = Unit=20 Owner and the interest so acquired shall be subject to all of the = provisions of=20 the Act, and to the terms, provisions, covenants, conditions and = limitations=20 contained in this Declaration, the Plat, the Bylaws, or any = supplement(s) or=20 amendment(s) thereof or thereto, or any Deed affecting such interest = then in=20 force.

(e) In the event any lien exists against two (2) or = more Units=20 and the indebtedness secured by such lien is due and payable, the Unit = Owner of=20 any Unit so affected may remove the Unit and the undivided interest in = the=20 Common Elements appertaining thereto from the lien by payment of the=20 proportional amount of the indebtedness which is attributable to such = Unit. In=20 the event the lien exists against the property, the amount of such = proportional=20 payment shall be computed on the basis of the percentages set forth in = the=20 Declaration or any amendment(s) thereto. Upon payment as herein = provided, the=20 lien or shall execute and deliver to the Unit Owner a release of such = Unit and=20 the undivided interest in the Common Elements appertaining thereto from = the=20 lien. Any such proportional payment and release shall not prevent the = lien or=20 from proceeding to enforce his rights against any Unit or interest with = respect=20 to which the lien has not been so paid or released.

24. LIABILITY FOR COMMON EXPENSE UPON TRANSFER OF = CONDOMINIUM=20 UNIT: Upon payment to the Managing Agent or to the Executive Board of a=20 reasonable fee and upon the written request of any Owner or prospective=20 mortgagee of a Unit, the Managing Agent, or the Executive Board, shall = issue a=20 written statement setting forth the amount of the unpaid Common = Expenses, if=20 any, with respect to the subject Unit, the amount of the current monthly = assessment and the date that such assessment becomes due, credit for any = advanced payments of common assessments for prepaid items, such as = insurance=20 premiums, but not including accumulated amounts for reserves or sinking = funds,=20 if any, which statement shall be conclusive upon the Association, the = Executive=20 Board, and every Unit Owner, in favor of all persons who rely thereon in = good=20 faith. Unless such request for a statement of indebtedness shall be = complied=20 with within ten (10) days, all unpaid Common Expenses which became due = prior to=20 the date of making such request shall be subordinate to the rights of = the person=20 requesting such statement. The grantee of a Condominium Unit shall be = jointly=20 and severally liable with the grantor for all unpaid assessments against = the=20 latter for the unpaid common assessments up to the time of the grant or=20 conveyance, without prejudice to the grantee's right to recover from the = grantor=20 the amounts paid by the grantee therefor; provided, however, that any = such=20 prospective grantee shall be entitled to request a statement as set = forth=20 hereinabove, upon payment of the same fee. Unless a request for such = statement=20 shall be complied with within thirty (30) days after request, then such=20 requesting grantee shall not be liable for, nor shall the Unit be = conveyed=20 subject to a lien for any unpaid assessments against the subject Unit. = The=20 provisions set forth in this paragraph shall be subject to the = provisions of=20 paragraph 3 hereinabove.

25. MORTGAGING A CONDOMINIUM UNIT - PRIORITY: An = Owner shall=20 have the right from time to time to mortgage or encumber his interest by = deed of=20 trust, mortgage, or other security instrument. A first deed of trust or = mortgage=20 shall be one which has first and paramount priority under applicable = law. The=20 Owner of a Unit may create junior deeds of trust, liens or encumbrances = on the=20 following conditions: (1) that any such junior deeds of trust, liens or=20 encumbrances shall always be subordinate to all of the terms, = conditions,=20 covenants, restrictions, uses, limitations, obligations, lien for Common = Expenses, and other obligations created by this Declaration and the = Bylaws; (2)=20 that the mortgagee under any junior mortgage shall release, for the = purpose of=20 restoration of any improvements upon the mortgaged premises, all of his = right,=20 title and interest in and to the proceeds under all insurance policies=20 maintained upon said premises by the Executive Board, and that if such = release=20 shall not be furnished forthwith by a junior mortgagee or lienholder = upon=20 written request of one or more of the members of the Executive Board or = the=20 Managing Agent, that such release may be executed by the Executive = Board, as=20 trustee for such junior mortgagee or lienholder.

26. INSURANCE:

(a) Commencing not later than the time of the first = conveyance=20 of a Unit to a Person other than Developer, the Association shall = purchase and=20 maintain to the extent reasonably available, property insurance on the = Common=20 Elements and on all fixtures, installations or additions comprising part = of the=20 Buildings within the unfinished interior surface of the perimeter walls, = floors=20 and ceilings of the individual Condominium Units initially installed, or = replacements thereof, in accordance with the original Condominium plans = and=20 specifications, insuring against all risks of direct physical loss, = issued by=20 responsible insurance companies authorized to do business in the State = of=20 Missouri. The total amount of such insurance after application of any=20 deductibles shall be not less than eighty percent (80%) of the actual = cash value=20 of the insured property at the time the insurance is purchased and at = each=20 renewal date, exclusive of land, excavations, foundations and other = items=20 normally excluded from property policies.

(b) Commencing not later than the time of the first = conveyance=20 of a Unit to a Person other than Developer, the Association shall = purchase and=20 maintain liability insurance, in an amount determined by the Executive = Board,=20 but in no event less than ONE MILLION AND NO/100 DOLLARS = ($1,000,000.00),=20 covering all occurrences commonly insured against by similar = condominiums, for=20 death, bodily injury and property damage arising out of or in connection = with=20 the use, ownership or maintenance of the Common Elements.

(c) The Association may carry such other insurance as = deemed=20 appropriate by

the Executive Board to protect the Association or the = Unit=20 Owners.

(d) Each Unit Owner may obtain additional insurance = at his own=20 expense for

his own benefit, provided that all such policies = shall contain=20 waivers of subrogation and provided, further, that the liability of the = carriers=20 issuing insurance to the Association shall not be affected or diminished = by=20 reason of any such insurance carried by any Unit Owner. Insurance = coverage on=20 the furnishings and other items of personal property belonging to a Unit = Owner=20 and casualty and public liability insurance coverage pertaining to = losses within=20 each individual Unit shall be the responsibility of the Unit Owner = thereof.

(e) Insurance policies carried pursuant to = subparagraphs (a)=20 and (b) hereinabove shall provide that each Unit Owner is an insured = person=20 under the policy with respect to liability arising out of his interest = in the=20 Common Elements or membership in the association; that the insurer = waives its=20 rights to subrogation under the policy against any Unit Owner or members = of his=20 household; that no act or omission by any Unit Owner, unless acting = within the=20 scope of his authority on behalf of the Association, will void the = policy or be=20 a condition to recovery under the policy; and that if, at the time of a = loss=20 under the policy, there is other insurance in the name of a Unit Owner = covering=20 the same risk covered by the policy, the Association's policy provides = primary=20 insurance.

(f) Any loss covered by the insurance described in = subparagraph=20 (a) hereinabove shall be adjusted with the Association, and insurance = proceeds=20 for that loss shall be payable to the Association (as trustee for Unit = Owners=20 and lienholders as their interests may appear), and not directly to any=20 mortgagee or beneficiary under any deed of trust. Subject to the = provisions of=20 subparagraphs (h) and (i) hereinbelow, the proceeds shall be disbursed = first for=20 the repair or restoration of the damaged property, and Unit Owners and=20 lienholders are not entitled to receive payment of any portion of the = proceeds=20 unless there is a surplus of proceeds after the property has been = completely=20 repaired or restored, or the Condominium is terminated.

(g) An insurer that has issued an insurance policy = under this=20 paragraph shall issue certificates or memoranda of insurance to the = Association=20 and, upon written request, to any Unit Owner, mortgagee, or beneficiary = under a=20 deed of trust. No insurer issuing the policy may cancel or refuse to = renew it=20 until thirty (30) days after notice of the proposed cancellation or = non-renewal=20 has been mailed to the Association, each Unit Owner and each mortgagee = or=20 beneficiary under a deed of trust to whom a certificate or memorandum of = insurance has been issued, at their respective last known addresses. =

(h) Any portion of the Condominium for which = insurance is=20 required under this section which is damaged or destroyed shall be = repaired or=20 replaced promptly by the Association unless the Condominium is = terminated, or=20 repair or replacement would be illegal under any state or local health = or safety=20 statute or ordinance, or eighty percent (80%) of the Unit Owners, which = 80% must=20 include the unanimous agreement of each Owner of a Unit or assigned = Limited=20 Common Element which will not be rebuilt, vote not to rebuild. The cost = of=20 repair or replacement in excess of insurance proceeds and reserves is a = Common=20 Expense. In the event of destruction of any Building, no replacement = Building=20 may be constructed or erected without prior written approval from the = Executive=20 Board of the Association of the plans and specifications for the = Building=20 proposed to be constructed or erected. If the entire Condominium is not = repaired=20 or replaced, (i) the insurance proceeds attributable to the damaged = Common=20 Elements shall be used to restore the damaged area to a condition = compatible=20 with the remainder of the Condominium, (ii) the insurance proceeds = attributable=20 to Units and Limited Common Elements which are not rebuilt shall be = distributed=20 to the Owners of those Units and to the Owners of the Units to which = those=20 Limited Common Elements were allocated, (iii) and the remainder of the = proceeds=20 shall be distributed to all the Unit Owners or lienholders, as their = interests=20 may appear, in proportion to the Common Element interests of all Units. = If the=20 Unit Owners vote not to rebuild any Unit, that Unit's Allocated = Interests are=20 automatically reallocated upon the vote as if the Unit had been = condemned under=20 subsection 1 of Section 448.1-107 of the Act, and the Association shall = promptly=20 prepare, execute, and record an amendment to the Declaration reflecting = the=20 reallocations.

(i) Notwithstanding any of the provisions contained = in=20 subparagraph (h) hereinabove, the distribution of insurance proceeds = shall be=20 governed by Section 448.2-118 of the Act if the Condominium is = terminated.

27. EMINENT DOMAIN. Whenever all or part of the = Common Elements=20 shall be taken, injured or destroyed by eminent domain, the Association = shall=20 represent the Unit Owners in negotiations, settlements and agreements = with the=20 condemning authority. Each Unit Owner hereby appoints the Association as = attorney-in-fact for this purpose. Each Unit Owner shall be entitled to = notice=20 thereof, but in any proceedings for the determination of damages, such = damages=20 shall be determined for such taking, injury or destruction as a whole = and not=20 for each Unit Owner's interest therein. The award or proceeds of = settlement=20 shall be payable to the Association for the use and benefit of the Unit = Owners=20 and their mortgagees as their interests may appear.

28. TERMINATION OF THE CONDOMINIUM.

(a) This Condominium may be terminated by the = execution of a=20 termination agreement, acknowledged as required by the law of the State = of=20 Missouri governing execution and acknowledgment of deeds for the = transfer of=20 real estate, by Owners of Units to which at least eighty percent (80%) = of the=20 votes in the Association are allocated. The termination agreement shall = specify=20 the date by which it shall be recorded in the Office of the Recorder of = Deeds in=20 the County in which the Condominium is located. If not thus recorded, = the=20 termination agreement will be void.

(b) The termination agreement may provide that all of = the=20 Common Elements and Units shall be sold following termination and, if = so, the=20 minimum terms of the sale. The Association, on behalf of the Unit = Owners, may=20 contract for the sale of the real estate, but the contract is not = binding on the=20 Unit Owners until approved as set forth in subparagraph (a) = hereinabove.

(c) Upon termination of the Condominium, title to the = real=20 estate to be sold shall vest in the Association as trustee for the = holders of=20 all interests in the Units, and the Association thereafter shall have = all powers=20 necessary and appropriate to effect the sale. Until the sale has been = concluded=20 and the proceeds thereof distributed, the Association shall continue in=20 existence, with all powers it had before termination.

(d) Unless otherwise provided in the termination = agreement, as=20 long as the Association holds title to the real estate, each Unit Owner = and his=20 successors in interest have an exclusive right to occupancy of the = portion of=20 the real estate which formerly constituted his Unit. During the period = of such=20 right to occupancy, each Unit Owner and his successors in interest shall = remain=20 liable for all assessments and other obligations imposed on Unit Owners = by this=20 Declaration, the Bylaws, and the Act.

(e) Following termination, the proceeds of any sale = of real=20 estate, together with the assets of the Association, shall be held by = the=20 Association as trustee for the Unit Owners and holders of liens on the = Units as=20 their interests may appear. Following termination, creditors of the = Association=20 holding liens on the Units, if recorded prior to termination, may = enforce the=20 liens in the same manner as any lienholder. All other creditors of the=20 Association shall be treated as though they had perfected liens on the = Unit=20 immediately prior to termination.

(f) Proceeds of the sale of the real estate following = termination shall be distributed to Unit Owners and lienholders as their = interests may appear, in proportion to the respective interests of Unit = Owners.=20 If any Unit or Common Element is destroyed to the extent that an = appraisal of=20 the fair market value thereof prior to destruction cannot be made, the=20 respective interests of Unit Owners shall be their respective Common = Element=20 interests immediately prior to termination. Otherwise, the respective = interests=20 of Unit Owners shall be the fair market values of their Units, Limited = Common=20 Elements, and Common Element interests immediately before the = termination, as=20 determined by one or more independent appraisers selected by the = Association.=20 The decision of the independent appraisers shall be distributed to the = Unit=20 Owners and shall become conclusive and binding on the Association and = the Unit=20 Owners, unless disapproved, within thirty (30) days after distribution, = by=20 Owners of Units to which twenty-five percent (25%) of the votes in the=20 Association are allocated. The proportion of any Unit Owner's interest = to that=20 of all Unit Owners shall be determined by dividing the fair market value = of that=20 Owner's Unit and Common element interest by the total fair market values = of all=20 the Units and Common Elements.

(g) Except as provided in subparagraph (h) = hereinbelow,=20 foreclosure or enforcement of a lien or encumbrance against the entire=20 Condominium shall not of itself terminate the Condominium, and = foreclosure or=20 enforcement of a lien or encumbrance against a portion of the = Condominium shall=20 not withdraw that portion from the Condominium, whether or not that = portion is=20 subject to withdrawal from the Condominium by Developer.

(h) If a lien or encumbrance against a portion of the = real=20 estate comprising the Condominium has priority over the Declaration, and = the=20 lien or encumbrance has not been partially released, the parties = foreclosing the=20 lien or encumbrance may, upon foreclosure, record an instrument = excluding the=20 real estate subject to that lien or encumbrance from the Condominium. =

29. PROPERTY FOR COMMON USE: The Executive Board, in = the name=20 of the Association as trustee for all of the Owners, may acquire and = hold for=20 the use and benefit of all of the Unit Owners, real, tangible and = intangible=20 personal property (Association Facilities), and may dispose of the same = by=20 lease, sale or otherwise. The beneficial interest of the Owners in any = such=20 property shall be a percentage equal to the percentage interest of each = such=20 Unit Owner in and to the Common Elements, and such interest therein = shall not be=20 transferable except with the conveyance of a Unit. A conveyance of a = Unit shall=20 transfer to the grantee ownership of the grantor's beneficial interest = in such=20 property without any reference thereto in the deed. Each Unit Owner may = use such=20 property in accordance with the purpose for which it is intended without = hindering or encroaching upon the lawful rights of the other Unit = Owners. The=20 transfer of title to a Unit under foreclosure shall entitle the = purchaser to the=20 beneficial interest in such personal property associated with the = foreclosed=20 Unit.

30. REGISTRATION OF MAILING ADDRESS: Each Unit Owner = shall=20 register his mailing address with the Executive Board, and notices or = demands=20 intended to be served upon a Unit Owner shall be sent by mail, postage = prepaid,=20 addressed in the name of the Unit Owner at such registered mailing = address.

31. PERIOD OF CONDOMINIUM OWNERSHIP: The separate = Condominium=20 estates created by this Declaration, or any supplements thereto, and the = Plat,=20 or any supplements thereto, shall continue until this Declaration is = revoked by=20 Developer prior to the first conveyance of a Unit to a Person other than = Developer, or until terminated in the manner and as provided hereinabove = and in=20 Section 448.2-118 of the Act.

32. RESERVATION OF DEVELOPMENT RIGHTS AND SPECIAL = DECLARANT=20 RIGHTS:

(a) Developer reserves the right to construct = additional Units=20 and Buildings and to create Units, Limited Common Elements, and Common = Elements=20 within the Condominium and within any real estate added to the = Condominium upon=20 exercise of the right reserved in subparagraph (b) of this paragraph. = Developer=20 may create a maximum of 150 Units on the real estate described in = Exhibit D and=20 if thus created, all such Units will be completed within twenty (20) = years of=20 the date of recording of this Declaration. Developer specifically = reserves the=20 right to add up to 11 additional units to Building 100, located upon Lot = 1 of=20 The Harbor at Port Royale Subdivision and if thus created , all such = units will=20 be completed within twenty years (20) of the date of the recordation of = this=20 Declaration.

Upon the creation of any new Units on the real = property=20 described either in Exhibit A or Exhibit D, the provisions of paragraph = 3=20 hereinabove shall apply, and the Allocated Interests shall be = reallocated among=20 all Units, both previously existing and newly created, by allocating to = each=20 Unit that percentage of interest in the Allocated Interests arrived at = by=20 dividing the total area (in square feet) of living space contained in = that Unit=20 by the combined total area (in square feet) of living space in all the = Units,=20 previously existing and newly created. Ownership of each Unit, both = previously=20 existing and newly created, shall entitle the Owner to the number of = votes in=20 the Association obtained by multiplying the percentage interest in the = Common=20 Elements for such Unit by 1,000. If the exercise of this Developer right = creates=20 any Common Elements or Limited Common Elements, the Amendment shall = describe=20 same and shall designate the Unit to which each Limited Common Element = is=20 allocated.

(b) Developer reserves the right to add to the = Condominium, at=20 any time and from time to time, within twenty (20) years of the date of=20 recording this Declaration, and from time to time any part of, or all = of, the=20 real estate more particularly described on Exhibit D, attached hereto = and made=20 part hereof by this reference. The right to add shall apply to all or = any=20 sub-divided part, lot or parcel of the real property within the real = property=20 described on the attached Exhibit D and the initial exercise of the = right to add=20 by Developer shall not preclude Developer from further, subsequent = exercise of=20 this right to add as to other parts, lots or parcels of real property = within=20 Exhibit D. In addition, the previous exercises of this right by = Developer shall=20 in no way limit, or preclude or waive Developer's ability or method of=20 exercising said right subsequent thereto. If Developer exercises this = right to=20 add the aforedescribed real estate to the Condominium, Developer may = create a=20 maximum of 150 Units thereon, with Limited Common Elements and Common = Elements.=20 If thus created, all such Units will be completed within twenty (20) = years of=20 the date of recording of an amendment to this Declaration adding such = real=20 estate to the Condominium, pursuant to Section 448.2-110 of the Act. =

Upon the creation of such additional Units, the = provisions of=20 paragraph 3 hereinabove shall apply, and the Allocated Interests shall = be=20 reallocated among all Units, both previously existing and newly created, = by=20 allocating to each Unit that percentage of interest in the Allocated = Interests=20 arrived at by dividing the total area (in square feet) of living space = contained=20 in that Unit by the combined total area (in square feet) of living space = in all=20 the Units, previously existing and newly created. Ownership of each = Unit, both=20 previously existing and newly created, shall entitle the Owner to the = number of=20 votes in the Association obtained by multiplying the percentage interest = in the=20 Common Elements for such Unit by 1,000. If the exercise of this = Developer right=20 creates any Common Elements or Limited Common Elements, the Amendment = shall=20 describe same and shall designate the Unit to which each Limited Common = Element=20 is allocated.

(c) Developer reserves the right to withdraw from the = Condominium, at any time and from time to time within twenty (20) years = of the=20 date of the recordation of this Declaration, all or any portion of the = real=20 property described on Exhibit A. Developer also reserves the right to = withdraw=20 from the Condominium, at any time and from time to time within twenty = (20)=20 years, of the recording of the supplement adding said real property to = the=20 condominium, all or any portion of the real property described on = Exhibit D=20 which Developer may have added to the Condominium. The right to withdraw = as=20 hereinbefore provided shall apply to all or any sub-divided part of the = real=20 property described in Exhibits A and D and the initial exercise of the = right to=20 withdraw by Developer shall not preclude Developer from further = exercises of the=20 same right to withdraw as to other parcels or sub-divided parts = subsequent=20 thereto. In addition, the exercise of the right to withdraw shall not be = limited=20 waived or otherwise precluded in any manner as to size, quality, extent = or=20 quantity of the real property by the initial or subsequent exercises of = this=20 right.

(d) Developer reserves the right to subdivide Units = or to=20 convert Units into additional Units or into Common Elements at any time = prior to=20 the conveyance of any such Unit to a purchaser other than Developer. = This right=20 shall be deemed to have been exercised automatically by Developer at the = time=20 each warranty deed is recorded which conveys a Unit to a purchaser other = than=20 Developer. This right shall be deemed to also have been automatically = exercises=20 by Developer at the beginning of the time when each unit as shown on the = plat is=20 begun to be destroyed by fire or other catastrophe. If by exercise of = the right=20 reserved in this subparagraph a Unit is converted entirely to Common = Elements,=20 Developer shall prepare, execute and record an amendment to this = Declaration=20 which shall reallocate the Allocated Interests of the converted Unit = among the=20 other Units in accordance with the provisions of Section 448.1-107 of = the Act.=20 If by exercise of the right reserved in this subparagraph a Unit is = subdivided=20 into two or more Units, whether or not part of the subdivided Unit is = converted=20 into Common Elements, Developer shall prepare, execute and record an = amendment=20 to this Declaration which shall reallocate the Allocated Interests of = the=20 subdivided Unit among the Units created by dividing the total area (in = square=20 feet) of living space contained in each newly created Unit by the total = area (in=20 square feet) of the subdivided Unit; provided, however, that this = sentence shall=20 not apply upon automatic exercise of Developer's rights as set forth in=20 paragraph 3 hereinabove.

(e) Upon the exercise of any of the development = rights reserved=20 under subparagraphs (a), (b), (c) or (d) hereinabove, Developer will = prepare,=20 execute and cause to be recorded in the Office of the Recorder of Deeds = for the=20 County in which the Condominium is located, an amendment to this = Declaration,=20 including Plats or Plans, as required by the Act, and will otherwise = comply with=20 the requirements set forth in Section 448.2-110 of the Act; provided, = however,=20 that such recording shall not be required upon automatic exercise of = Developer's=20 rights as set forth in paragraph 3 hereinabove.

(f) In the event that Developer exercises any of the=20 development rights reserved in subparagraphs (a), (b), (c) or (d) = hereinabove,=20 no assurance is made as to which shall be exercised first, or in what = order.=20 Developer may, but need not, exercise such rights as to all or only = portions of=20 such real estate, and a single exercise of any such right shall not = constitute a=20 waiver of the right to subsequently exercise that right or any other = right=20 reserved to Developer, either with respect to the same or a different = portion of=20 the property.

(g) Developer reserves in, on, under, through and = above the=20 real estate described on Exhibit A and any real estate described on = Exhibit D=20 and added to the Condominium through exercise of the rights reserved in=20 subparagraph (b) hereinabove, such easements as are reasonable or = necessary in=20 order for Developer to exercise the rights reserved hereinabove in = creating=20 additional Units, and to complete improvements and Units included in = this=20 Declaration, or in the real estate which may be subsequently added to = the=20 Condominium, as hereinabove described. This reservation of easement is = in=20 addition to that granted by Section 448.2-116 of the Act.

(h) Developer reserves to itself, its successors and = assigns,=20 an easement or license to give or to grant to others, or to locate, = re-locate,=20 erect, construct, maintain and use, or to authorize the location, = erection,=20 construction, or maintenance and use of the easements, rights-of-way or = conduits=20 for all and any purposes, including water, gas, septic tanks, storm and = sanitary=20 sewer mains, electric lines, telephone lines, poles and wires, and other = utilities, or all or any of them, over, under, across, upon and within = any part=20 of the real property described on Exhibit A hereto or any real estate = added to=20 the Condominium in the future.

(i) Developer reserves the right to make the = Condominium part=20 of a larger Condominium or a planned community, or to make the = Condominium=20 subject to a Master Association.

(j) Developer shall be liable for all expenses in = connection=20 with the real estate subject to the development rights as set forth in=20 paragraphs (a), (b), (c) and (d) hereinabove, and no other Unit Owner or = portion=20 of the Condominium shall be subject to a claim for payment of such = expenses. Any=20 income or proceeds from real estate subject to the development rights = reserved=20 in subparagraphs (a), (b), (c) and (d) hereinabove shall inure to = Developer.

(k) Developer shall have the right and easement to = maintain=20 sales offices, construction offices, management offices and models = throughout=20 the Property and to maintain one or more advertising signs on the Common = Elements for so long as the Developer shall continue to sell Units in = the=20 Condominium in the normal course of business. Developer reserves the = right to=20 place models, management offices and sales offices in any Units owned by = Developer and on any portion of the Common Elements in such number, of = such size=20 and in such locations as developer deems appropriate. The models, = management=20 offices and sales offices constituting a portion of the Common Elements = shall be=20 subject to the following requirements:

1. The number of models maintained by the Developer = within the=20 Common Elements shall not exceed four (4). The size of each such model = shall not=20 exceed the size of the comparable Unit available for purchase.

2. In addition to the models maintained by the = Developer on the=20 Common Elements, Developer shall have the right to maintain within the = Common=20 Elements not more than three (3) offices for sales and management = purposes. Each=20 such sales or management office may not exceed the size of the largest = Unit in=20 the Condominium.

3. Developer may from time to time relocate models, = management=20 offices and sales offices to different locations within the Property. = Upon the=20 relocation of a model, management office or sales office constituting a = Common=20 Element, Developer may remove all personal property and fixtures = therefrom. Any=20 fixtures not so removed shall be deemed Common Elements, and any = personal=20 property not so removed shall be deemed the property of the = Association.

4. So long as Developer shall be selling Units in the = Condominium, Developer shall have the right to restrict the use of the = Common=20 Element parking spaces, reserving spaces for use by prospective Unit = purchasers,=20 Developer's employees and others engaged in sales, maintenance, = construction or=20 management activities.

33. VOTING RIGHTS - DEVELOPER CONTROL:

(a) A person having an ownership interest in a Unit = in this=20 Condominium shall be entitled to cast the number of votes allocated to = that=20 ownership interest as set forth in paragraph 3 above at the annual = meeting or=20 any special meeting of the Executive Board or the Association. The Unit = Owners=20 of a Unit owned jointly, by two or more persons, shall agree among = themselves as=20 to which Owner shall cast the votes allocated to that Unit so owned at = the=20 annual meeting or any special meeting of the Executive Board or the = Association.=20 The aggregate of all the votes assigned to all Units, now or hereafter=20 constructed and included within the Condominium, shall equal 1,000, = which shall=20 be considered one hundred percent (100%) for voting purposes.

(b) Developer reserves to itself or its designee the = right to=20 appoint or to remove the Officers and members of the Executive Board.=20 Notwithstanding this reservation, however, not later than sixty (60) = days after=20 conveyance of twenty-five percent (25%) of the Units which may be = created to=20 Unit Owners other than Developer, at least one (1) member and not less = than=20 twenty-five percent (25%) of the members of the Executive Board shall be = elected=20 by Unit Owners other than the Developer. Not later than sixty (60) days = after=20 conveyance of fifty percent (50%) of the Units which may be created to = Unit=20 Owners other than Developer, not less than thirty-three and one-third = percent=20 (33 1/3%) of the members of the Executive Board shall be elected by Unit = Owners=20 other than Developer.

(c) The reservations of Developer set forth in = subparagraph (b)=20 hereinabove shall terminate upon the earliest to occur of the = following:

1. Sixty (60) days after conveyance of seventy-five = percent=20 (75%) of the Units which may be created to Unit Owners other than = Developer;=20 or,

2. Two (2) years after Developer or its successor in = interest=20 has ceased to offer Units for sale in the ordinary course of business; = or,

3. Two (2) years after the last development right to = add new=20 Units has been exercised; or,

4. Developer's voluntary surrender of such = reservations. In=20 such event, Developer may require, in an instrument duly recorded in the = Office=20 of the Recorder of Deeds for the county in which the Condominium is = located,=20 that such actions by the Association or the Executive Board as are = specified in=20 such instrument must be approved by Developer before becoming effective. = Developer's right to require such approval shall terminate upon the = earliest to=20 occur of events (1), (2), or (3) hereinabove.

34. POWERS OF ASSOCIATION:

(a) The Association, through the Executive Board or = the=20 Managing Agent, shall have the following powers, duties, rights and = privileges,=20 the act or the exercise of which shall be paid for as a Common Expense = of this=20 Condominium:

1. To estimate the cost of the expenses of = administration,=20 maintenance and repair of the Common Elements and of all exterior = portions of=20 the improvements and Property; and after determining the amount required = annually for such purposes, to determine the manner in which said amount = shall=20 be paid to the general maintenance fund to be held, managed and = administered by=20 the Board.

2. To provide, maintain, distribute and install, = water, water=20 storage, waste removal and treatment, and electricity, and other = necessary=20 utility services for the Condominium, Units, Common Elements and = Association=20 Facilities.

3. To obtain public liability and fire and extended = coverage=20 insurance for the Property as set forth in this Declaration, and to = purchase=20 policies of workmen's compensation insurance to the extent necessary to = comply=20 with Missouri Law.

4. To furnish, upon ten (10) days' notice to the = Executive=20 Board or the Managing Agent, and upon payment of a reasonable fee = therefor, a=20 statement of the Unit Owner's account setting forth the amount of any = unpaid=20 assessments, whether general or special, or other charges; to keep = detailed,=20 accurate records, in chronological order, of the receipts and = expenditures=20 affecting the Common Elements and Association Facilities, specifying and = itemizing the maintenance and repair expenses of the Common Elements and = Association Facilities, and any other expenses incurred, whether general = or=20 special, and to make such records available for examination by the Unit = Owners=20 at all reasonable times.

5. From time to time, as the Executive Board may = determine, to=20 select a Managing Agent for the purpose of managing said property, = caring for=20 all Common Elements and Association Facilities, and collecting payments = from the=20 Unit Owners, and to agree upon the compensation, if any, to be paid to = such=20 Managing Agent, the amount thereof to be added to and be a part of the = Common=20 Expenses and paid out of the general maintenance fund. Without limiting = the=20 choice of selection of the Managing Agent, the Executive Board may, in = its=20 discretion, select as Managing Agent the Developer or its heirs, = successors,=20 assigns or personal representatives or any of its or their = affiliates.

6. To designate, hire, employ and remove personnel = necessary=20 for the maintenance, repair and replacement of the Common Elements and=20 Association Facilities.

7. To retain and from time to time to contract for = the services=20 of attorneys and accountants.

8. To the extent not otherwise provided by the = Developer, to=20 provide for landscaping, maintenance, decorating, repairing, replacement = of=20 Common Elements and Association Facilities, and such furnishings and = equipment=20 for the Common Elements and the Association Facilities as the Executive = Board=20 shall determine are necessary and proper, and the Board shall have the = exclusive=20 right and duty to acquire any such furnishings and equipment for the = Common=20 Elements and the Association Facilities.

9. To purchase, or otherwise acquire or provide for, = the=20 furnishing of any other materials, supplies, furniture, labor, services, = maintenance, repairs, structural alterations, insurance or assessments = which the=20 Executive Board is required to secure or pay for pursuant to the terms = of this=20 Declaration, the Bylaws, supplements or amendments thereto, or which, in = the=20 Board's opinion, shall be necessary or proper for the maintenance and = operation=20 of the property as a first class Condominium or for the enforcement of = the=20 provisions of this Declaration and the Bylaws. Any such item carried on = and=20 supplied by the Executive Board under this paragraph which benefits = fewer than=20 all the Units in the Condominium shall be charged on a uniform basis to = each=20 particular Unit thus benefitted to be treated in such cases as a special = assessment against each such Unit.

10. To discharge any mechanic's lien or encumbrance = levied=20 against the Condominium or any part thereof which may in the opinion of = the=20 Board constitute a lien against the Property or against the Common = Elements,=20 rather than merely against the interest therein of a particular Unit = Owner or=20 Owners. Where one or more Unit Owners are responsible for the existence = of such=20 lien, they shall be jointly and severally liable for the cost of = discharging it=20 and for any costs incurred by the Executive Board by reason of said lien = or=20 liens. Said total costs shall be specifically assessed against said Unit = Owner(s) and their respective Unit(s).

11. To maintain and repair any Unit if such = maintenance or=20 repair is necessary as determined by the Executive Board, in order to = protect=20 the Common Elements or any other portion of a Building, if the Unit = Owner of=20 such Unit has failed or refuses to perform said maintenance or repair = within a=20 reasonable time, under the circumstances, after written notice of the = necessity=20 of such maintenance or repair has been either personally delivered by = any member=20 of the Executive Board or their agents, servants, representatives or = employees,=20 or deposited in the mail by the Executive Board or their agents, = servants,=20 representatives or employees, to the address given by such Unit Owner as = the=20 address which such Unit Owner has theretofore designated as his mailing = address;=20 and the Executive Board shall levy a special assessment against such = Unit Owner=20 for the cost of said maintenance or repair done or caused to be = done.

12. To authorize the entry into any Unit or any = Limited Common=20 Element(s) when necessary in connection with any maintenance or = construction for=20 which the Executive Board is responsible. Such entry into the Unit = itself or the=20 Limited Common Elements appurtenant to the Unit shall be made with as = little=20 inconvenience to the Unit Owner as practicable, and any damage caused = thereby=20 shall be repaired by the Executive Board at the expense of the general=20 maintenance fund.

13. To establish such restrictions and requirements = respecting=20 the use and maintenance of the Units and the use of the Common Elements = and=20 Association Facilities as are reasonable and necessary to prevent = unreasonable=20 interference with use of the respective Units, the Common Elements and=20 Association Facilities, by the several Unit Owners; and to establish=20 administrative rules and regulations governing the operation and use of = same. A=20 copy of such rules and regulations shall be delivered or mailed to each = Unit=20 Owner upon the adoption thereof.

14. To establish, grant and dedicate easements for = public,=20 quasi-public and private utilities in addition to any shown on the Plat, = in,=20 over and through any of the common Elements, and to construct and = maintain any=20 utility service where the same is not otherwise carried on and supplied = by the=20 Executive Board under the terms hereof, the expense for which may, in = the=20 Executive Board's discretion, be charged (on a uniform basis) to each = particular=20 Unit consuming the same, to be treated in such case as a special = assessment=20 against such Unit, otherwise such service to be paid for out of the = general=20 maintenance fund.

15. To administer and enforce the covenants, = conditions,=20 restrictions, easements, uses, limitations, obligations and all other = provisions=20 set forth in this Declaration, the Bylaws and any supplements and = amendments=20 thereto.

16. To prepare a budget, at least annually, in order = to=20 determine the amount of the common assessments payable by the Unit = Owners to=20 meet the Common Expenses, and to allocate and assess such common charges = among=20 the Unit Owners according to their Allocated Interests, and by majority = vote of=20 the Executive Board to adjust, decrease or increase the amount of the = annual or=20 monthly assessments.

17. To levy and collect special assessments whenever = in the=20 opinion of the Board it is necessary to do so in order to meet increased = operation or maintenance expenses or costs, or additional capital = expenses, or=20 because of emergencies.

18. To collect all assessments and direct charges due = from Unit=20 Owners by suit or otherwise, and to enjoin or seek damages from a Unit = Owner as=20 provided in this Declaration or in the Bylaws, and any amendment or = supplement=20 thereto; to enforce a late charge of not more than FIFTEEN AND NO/100 = DOLLARS=20 ($15.00) per month and to collect interest at the rate of eighteen = percent (18%)=20 per annum in connection with assessments remaining unpaid more than = thirty (30)=20 days from due date for payment thereof, together with all expenses, = including=20 attorney's fees incurred, all as set forth in paragraphs 22 and 23 = above; and=20 from funds collected from Unit Owners cause to be disbursed regularly = and=20 punctually all amounts due for salaries or other compensation due and = payable to=20 employees, insurance premiums, and sums otherwise due and payable as = operating=20 expenses.

19. To protect and defend, in the name of the = Association, any=20 part or all of this Condominium from loss and damage by suit or = otherwise.

20. To borrow funds in order to pay for any = expenditure or=20 outlay required pursuant to the authority and by the provisions of this=20 Declaration and the Bylaws, and to execute all such instruments = evidencing such=20 indebtedness as the Executive Board may deem necessary and give security = therefor. Such indebtedness shall be the several obligation of all of = the Unit=20 Owners in the same proportion as their Allocated Interests; provided, = however,=20 that nothing contained herein shall allow the said Executive Board to = borrow=20 funds in an amount in excess of TEN THOUSAND AND NO/100 DOLLARS = ($10,000.00)=20 without the prior approval of a majority of the Unit Owners; provided = further,=20 that no Common Element or portion thereof shall be subjected to a = security=20 interest without the approval of eighty percent (80%) of the votes in = the=20 Association, including eighty percent (80%) of the votes allocated to = Units not=20 owned by the Developer; and no Limited Common Element shall be subjected = to a=20 security interest without the approval of all the Unit Owners to which = that=20 Limited Common Element is allocated. Pursuant to 448.3-102, R.S.Mo., = 1999, the=20 Board shall have the power to assign its rights to future income and=20 assessments, including the right to receive common expense = assessments.

21. To enter into contracts to carry out their duties = and=20 powers; working in conjunction with an accountant, to prepare for = execution and=20 filing by the Executive Board in the name of the Association, all forms, = reports, and returns required by law in connection with unemployment = insurance,=20 workmen's compensation insurance, disability benefits, social security = and other=20 taxes now in effect or hereafter imposed, and any requirements relating = to the=20 employment of personnel.

22. To establish a bank account or accounts for the = common=20 treasury and for all separate funds which are required or may be deemed=20 advisable by the Board of Managers or the Managing Agent.

23. To meet at least semiannually.

24. To maintain businesslike relations with all Unit = Owners,=20 whose service requests shall be received, considered and recorded in a=20 systematic fashion in order to show the action taken with respect to = each.=20 Complaints of a serious nature shall, after thorough investigation, be = reported=20 to the Unit Owner, to the Executive Board, and to the Association, with=20 appropriate recommendations. As a part of a continuing program, the = Executive=20 Board shall secure full performance by a Unit Owner of all items and = maintenance=20 for which he is responsible.

25. To approve all payment vouchers for Common = Expenses, which=20 must be submitted to the Executive Board for written approval prior to = payment.=20 A permanent record of all such vouchers shall be kept by the Executive = Board.=20

26. To invest and re-invest any funds in its = possession in such=20 stocks, bonds, notes and other security or property, real or personal, = including=20 shares or interests in investment trusts and common trust funds, as the=20 Executive Board may deem advisable.

27. To adopt and amend Bylaws and rules and = regulations.

28. To furnish, within ten (10) days of written = request by a=20 Unit Owner, a certificate containing the information set forth in = Section=20 448.4-109 of the Act concerning resale of a Unit, and to impose a = reasonable fee=20 therefor.

29. To exercise all other powers conferred by this = Declaration=20 or the Act.

30. To exercise all other powers that may be = exercised in the=20 State of Missouri by legal entities of the same type of the Association. =

31. To exercise any other powers necessary and proper = for the=20 governance and operation of the Association.

(b) The Managing Agent shall perform such duties and = services=20 as the Executive Board shall authorize, including but not limited to all = of the=20 duties listed in the Act, this Declaration, and the Bylaws, other than = the=20 following:

1. To adopt the annual budget, any amendment thereto, = or to=20 assess any Common Expenses;

2. To adopt, repeal or amend rules and regulations; =

3. To designate signatures on Association bank = accounts;

4. To borrow money on behalf of the Association;

5. To acquire and mortgage Units;

6. To allocate Limited Common Elements;

7. To convey Units, Limited Common Elements, or = Common=20 Elements, or to execute documents for such purpose.

(c) Everything done by the Managing Agent under the = provisions=20 of this Declaration or the Bylaws shall be done as Managing Agent of the = Executive Board or the Association, and as Managing Agent of the Unit = Owner, and=20 all obligations and expenses incurred thereunder shall be for the = account, on=20 behalf, and at the expense, of the Executive Board, the Association, and = the=20 Unit Owner.

(d) The Managing Agent shall establish and maintain a = separate=20 bank account for the Association, with authority to draw thereon for any = payments to be made by Managing Agent to discharge any liabilities or=20 obligations incurred by Managing Agent pursuant to this Declaration and = the=20 Bylaws, including the payment of compensation to Managing Agent and his=20 employees. Managing Agent shall not commingle funds from said account = with funds=20 in his possession from any other source.

35. GENERAL RESERVATIONS:

(a) The property shall be subject to a perpetual = easement to=20 the Executive Board and to the Managing Agent, and to their respective=20 successors and assigns, for ingress and egress, to perform their = obligations and=20 duties as required by this Declaration and the Bylaws, or any amendment = or=20 supplement thereto.

(b) No riparian rights in the Lake of the Ozarks = shall be=20 deemed to be conveyed to any Unit Owner with the Deed to any Unit in = this=20 Condominium. Any riparian rights shall ultimately belong to the = Association.

(c) The easements or licenses appurtenant to or = included in the=20 Condominium which are of record are described on Exhibit E, attached = hereto and=20 made part hereof by this reference.

36. GENERAL:

(a) If any of the provisions of this Declaration or = any=20 paragraph, sentence, clause, phrase or word, or the application thereof = in any=20 circumstances, be invalidated, such invalidity shall not affect the = validity of=20 the remainder of this Declaration, and the application of any such = provision,=20 paragraph, sentence, clause, phrase or word in any other circumstance = shall not=20 be affected thereby.

(b) The provisions of this Declaration shall be in = addition and=20 supplemental to the Uniform Condominium Act of the State of Missouri, = and to all=20 other provisions of law.

(c) The headings and captions contained in this = Declaration are=20 inserted only as a matter of convenience and for reference and in no way = define,=20 limit or describe the scope or intent of this Declaration or of any = provision=20 herein contained.

(d) Whenever used herein, unless the context shall = otherwise=20 provide, the singular number shall include the plural, the plural the = singular,=20 and the use of any gender shall include all genders.

IN WITNESS WHEREOF, DECLARANT has duly executed = this=20 Declaration this ____ day of June, 2000.

DECLARANT:

THE HARBOR AT PORT ROYALE DEVELOPMENT=20 CORP.

(SEAL)

 

 By:________________________________________

Robert C. Harrison, President

 

THIS DOCUMENT CONTAINS A

BINDING ARBITRATION PROVISION

WHICH MAY BE ENFORCED.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

STATE OF MISSOURI )

)ss

COUNTY OF CAMDEN )

On this ____ day of June, 2000, before me appeared = Robert C.=20 Harrison, to me personally known, who being by me duly sworn, did say = that he is=20 the President of THE HARBOR AT PORT ROYALE DEVELOPMENT CORP., a = corporation, and=20 that the seal affixed to the foregoing instrument is the corporate seal = of said=20 corporation and that said instrument was signed and sealed in behalf of = said=20 corporation by authority of its Board of Directors, and said Robert C. = Harrison=20 acknowledged said instrument to be the free act and deed of said=20 corporation.

IN WITNESS WHEREOF, I have hereunto set my hand = and affixed=20 my notarial seal at my office in Osage Beach, Missouri, the day and year = last=20 above written.

 

 

______________________________________

Notary Public

My commission expires:

 

 

 

Exhibit "A"

All of Units 121,122,123, 124 and 144 of Building 100, located on Lot = No. 1,=20 'THE HARBOR AT PORT ROYALE SUBDIVISION", a subdivision of record in = Camden=20 County, Missouri, according to the plat thereof on file and of record at = Plat=20 Book ____, Page ____, Camden County Recorder's Office.

Subject to all restrictions, reservations, = conditions,=20 easements and exceptions of record and to any roadways or power lines = whether of=20 record or not.

 

Exhibit "D"

All of the following described land lying above = contour=20 elevation 662 feet:

All of Lots No. 5, 6, 7, and 8 of =93Shawnee Bend No. = 4=94, a=20 subdivision in Camden County, Missouri, according to the plat thereof on = file=20 and of record at Plat Book 5, Page 78, Camden County Recorder=92s = Office.

Subject to all restrictions, reservations, = conditions,=20 exceptions, and easements of record and to any roadways or powerlines = whether of=20 record or not.

Exhibit "E"

1. Subject to "Driveway Easement Agreement", = according to=20 instrument filed of record at Book 357, page 915, Camden County = Recorder's=20 Office.

2. Easements in favor of Union Electric Company of = Missouri and=20 Union Electric Light & Power Company according to instruments filed = of=20 record at Book 54, page 224; Book 63, page 162; Book 59, page 306; and = Book 75,=20 page 633, Camden County Recorder's Office.

3. Right-of-way in favor of Camden County, Missouri, = according=20 to instrument filed of record at Book 121, page 620, Camden County = Recorder's=20 Office.

4. Restrictions, reservations, conditions, = exceptions, and=20 assessments according to the plat of "Shawnee Bend No. 4" filed of = record at=20 Plat Book 5, page 78; and according to instruments filed of record at = Book 110,=20 page 435 and Book 113, page 584, Camden County Recorder's Office.

5. The lien of any special taxes or assessments, = including=20 without limitation, subdivision assessments, city sewer assessments and = other=20 special assessments.