Your Covenants :

DECLARATION OF COVENANTS AND RESTRICTIONS

FOR PAYMENT OF ANNUAL LOT ASSESSMENT

_________________________________________________

THIS DECLARATION, Made this _____ of ___________________, 20___, by the Owner and/or Developer, hereinafter referred to as “Declarant”;

WITNESSED:

WHEREAS, Declarant is the owner of certain property in the County of Shelby, State of Tennessee, which is more particularly described on Exhibit “A” attached hereto and made a part hereof; and

WHEREAS, Declarant desires to provide for the preservation of the values and amenities in said community and to this end desires to subject the real estate described in Exhibit “A” attached hereto to the covenants, restrictions, charges and liens hereinafter set forth, each and all of which is and are for the benefit of said property and each owner thereof; and

WHEREAS, Declarant has deemed desirable for the efficient preservation of the values and amenities in said community, to create an agency to which should be delegated and assigned the powers of maintaining, administering and enforcing the covenants and restrictions and collecting and disbursing the assessments and charges hereinafter created; and

WHEREAS, There will be incorporated under the laws of the State of Tennessee as a non-profit, non-stock corporation, The Walnut Grove Forest Hill Association, Inc., for the purpose of exercising the functions aforesaid;

NOW, THEREFORE, Declarant hereby declares that all of the real property described above shall be held, transferred, sold, conveyed, hypothecated or encumbered, used and occupied, subject to the covenants, restrictions, charges and liens (hereinafter sometimes referred to as “covenants and restrictions”) hereinafter set forth:

ARTICLE I

DEFINITIONS

The following words, when used in this Declaration, shall have the following meanings:

Section 1. “Association” shall mean and refer to The Walnut Grove Forest Hill Association, Inc., a non-profit, non-stock corporation, to be incorporated under the laws of the State of Tennessee, its successors and assigns.

Section 2. “Property” shall mean and refer to that certain real property more particularly described on Exhibit “A” attached hereto and made a part hereof and such additions thereto as may be brought within the jurisdiction of the Association.

Section 3. “Declarant” shall mean and refer to the Owners and/or Developer, its successors and assigns.

Section 4. “Declaration” shall mean this Declaration of Covenants, Conditions and Restrictions and any supplementary Declaration filed hereto, as this Declaration may, from time to time, be amended in accordance with its terms.

ARTICLE I I

COVENANTS AND RESTRICTIONS

Section 1. These covenants and restrictions are to run with the land and shall be binding to all parties and all persons claiming under them.

Section 2. The owner(s) of each and every lot(s) on the property described on Exhibit “A” hereby covenants(s) and agree(s), at the time of acceptance of the deed thereof, whether or not it shall be so expressed in any such deed or other conveyance, is/are deemed to covenant and agree to pay, on or before January 1, 1988, or at the time when the single-family dwelling located thereon is substantially completed; however, in no event shall the date be extended beyond January 1, 1990, and on or before the first (1st) day of January of every consecutive year thereafter, an annual assessment, of fifty (50) dollars per lot per annum. The assessment shall have an annual percentage adjustment fixed by the Consumer Price Index and adjusted accordingly on an annual basis. This Assessment shall be paid to The Walnut Grove Forest Hill Association, Inc. The money collected from said assessment shall provide for the preservation and maintenance of property located along Walnut Grove and Forest Hill-Irene Road and more particularly noted on the plot attached hereto as Exhibit “B”. This assessment shall enable the Association to pay for the expense and maintenance of the various entrance features, planting, landscaping, irrigation and utilities located within the common area(s) and public right-of-way included within the area(s) noted in Exhibit “B”, as well as any other expense the Association may deem necessary.

The failure to pay such annual assessment shall create a continuing lien against the delinquent lot(s). To evidence the lien of any unpaid and delinquent assessment, the Association, or an agent thereof, may prepare a written notice setting forth the amount of such unpaid indebtedness, the description of the lot(s) and the name of the owner(s). Such a notice shall be signed by an agent or representative of the Association, and may be recorded in the Register’s Office of Shelby County, Tennessee. The lien against said property shall be subordinate only to previously recorded first mortgages. The Association shall be entitled to reimbursement of any cost of collection, including, but in no way limited to, any interest at the maximum legal rate, court costs and a reasonable attorney fee should any lot owner for any reason become delinquent on the payment of the annual assessment or a portion thereof. Any expenses or costs incurred by the Association or their assigns in the collection or foreclosure of any unpaid assessment shall be the personal obligation of the owner(s) and shall be included in the lien against said lot.

ARTICLE III

ASSIGNMENT OF RIGHTS AND DUTIES

Declarant reserves unto itself the right and power to assign all benefits, covenants and restrictions as provided for herein to the Association at such time as such entity is properly constituted with appropriate charter, covenants, restrictions and By-Laws.

ALBERTINE-McCRORY REALTY COMPANY

By:_____________________________________

STATE OF TENNESSEE)

COUNTY OF SHELBY )

Before me, the undersigned Notary Public in the State and County aforesaid, personally appeared _____________, with whom I am personally acquainted, and who, upon oath, acknowledged _____self to be the _____ President of ALBERTINE-McCRORY REALTY COMPANY, the within named bargainor, a corporation, and that _____, as such _____ President , being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing the name of the corporation by _____self as such _____ President.

Witness my hand and Notaries Seal at office this _____day of April, 1987.

_________________________________

Notary Public

My Commission Expires:

___________________________________

Prepared By and Return to:

Griffin, Clift & Burns (FAM)

Attorneys at Law

855 Ridge Lake Boulevard

Suite 102

Memphis, Tennessee 38119

(901) 767-7460

Plantation Oaks Manor, Section B

Protective Covenants

A. Building setback lines shall be left to the discretion of the developer, the Memphis and Shelby County Office of Construction Codes Enforcement and the interpretation of the Memphis and Shelby County Zoning Ordinance.

B. The minimum Heated Floor Area of the main building exclusive of open porches, carports and garages shall be not less than 2,200 square feet for a one story and 2,400 for one and one half and two story.

C. No building or fence shall be erected on any lot until the design and plot plan thereof have been approved in writing by the developer or a committee appointed by the developer; however, said approval or disapproval shall be made within ten business days after submission of plans and specifications. Approval shall include elevations, stone, brick, mortar color, siding, exterior paint color, and roof material and color.

D. No permanent structure shall be moved onto any lot unless it shall conform to and be in harmony with similar structures in this subdivision and no structure of a temporary character such as a trailer, garage, shed or other outbuilding shall be used on any lot at any time as the residence either temporarily or permanently. No structure of any kind, including but not limited to a television antenna, radio antenna, etc. can be erected which extends more than five feet above the highest point of the roof of the house and such structures shall not be erected on the street side of a residence.

E. No recreational vehicle, boat, or any type trailer may be parked or stored on any lot unless same is under a carport or in a garage; all passenger automobiles shall be parked either on the driveway or in the garage or carport. No tractor or trailer may be parked on any lot or in the street in front of any lot.

F. No motor vehicle or any other vehicle, including but not limited to a boat, motor, and boat trailer, lawn mower, tractor, etc. may be stored on any lot for the purpose of repair of same; no A-frame or motor mount may be placed on any lot nor shall any disabled or inoperable vehicle be stored on any lot.

G. No fence shall be erected on any corner lot nearer to the street line that the house setback line nor on any other lot nearer to the street line that the rear house line except that it shall be permissible to erect a fence from the residence to the side lot line immediately in front of the rear entrance door.

H. Vegetable gardening will be allowed only to the rear of the house. No animals, livestock, or poultry of any kind shall be raised, bred or kept on any lot, except dogs, cats and other household pets may be kept providing that they are not bred or kept for commercial purposes.

I. No building shall be erected on any lot wherein there shall be installed any aluminum, vinyl, or metal windows and no design shall be approved wherein a carport or any garage faces the street frontage unless a variation shall be allowed by the developer as provided in Item C.

J. Any special landscape screens including earthen terms or enhancements, fencing, entryways, and plant material shall remain in place and may not be removed.

K. These covenants are to run with the land and shall be binding on all parties and all persons claiming under them for a period of thirty years from the date these covenants are recorded, after which time said covenants shall be automatically extended for successive periods of ten years unless an instrument signed by two thirds of the then owners of the lots has been recorded agreeing to the change said covenants in whole or in part. The developer reserves the right to impose additional or separate restrictions that may not be uniform but may differ as to different plots, and further reserves the right to amend these restrictions without the approval of the owners of the lots within the subdivision until a majority of lots have been sold.

L. If the parties hereto or any of them or their heirs or assigns shall violate any of the limitations and restrictions herein, it shall be lawful for any other person or persons owning any other lot in said subdivision to prosecute any proceedings at law or in equity against the person or persons violating or attempting to violate any such limitations or restrictions and either to prevent him or them from so suing or to recover damages for such violation. The prevailing party shall be reimbursed for any reasonable legal fees incurred.

M. Invalidation of any one of these covenants by judgment or court order shall in no way affect any of the other provisions which shall remain in full force and effect.

N. Medians and common open spaces in and along Walnut Grove and Plantation Oaks Drive will be maintained by Property Owners Association.