Plat 5-6


all of Lots 1 through 14 in North Lake
Shore Subdivision, Fifth

Addition ,  and  the  Sixth
Addition Lots  1  through  15,  a 

subdivision
of the following described property:

    SEE ATTACHED
EXHIBIT "A" FOR LEGAL DESCRIPTION

and

WHEREAS, it is desirable to
secure the best use and

improvements of the lots therein, and to protect
the owners of such

lots against such use of other lots therein as would
depreciate the

value of such property, and to prevent the erection of
poorly designed

or constructed buildings, and to make the best use of and
preserve the

natural beauty of said property and to locate the buildings
thereon

with regard to topographic features;
and

     WHEREAS, the Developer desires to create a
finer quality

residential subdivision having a standard architectural
harmony,

achieved through consistency of features such as color,
texture,

material type or exterior style, placement ,f landscape flora
and the

preservation of certain existing wooded areas in their natural
state,

and through relative consistency of design;
and

    WHEREAS, to secure such objectives, said Developer
desires to

subject the lots in said subdivision to the following
restrictions and

covenants, including but not limited to methods of
construction


and maintenance as will secure a continuous standard for
the proper





developer of said
subdivision.





    NOW THEREFORE, KNOW ALL
MEN BY THESE PRESENTS, that the aforesaid

Marine Bank of Springfield as
trustee under Trust dated November 1,

1988,  known  as 

Trust  No.  53-1503-7,  hereby  declares  that 
all  lots  in

North Lake Shore Subdivision, Fifth and Sixth
Additions, shall be sold,

transferred  and  conveyed 

subject  to  the  following  covenants 
and

restrictions:

1.    USE
RESTRICTIONS

      The term "Building Site" as
used in this Declaration shall mean any lot of record or portion thereof under a
single ownership whether,

Owned by  a  trust,  a 

partnership,  a  corporation,  an  individual 


Or individuals, including ownership in tenancy in common, joint tenancy


And tenancy by the entirety, intended for use as or used as the site


and location of a single family dwelling.

   
Developer  hereby  creates  an  ARCHITECTURAL 

CONTROL  COMMITTEE,

composed of William Furling and William Furling,
III.  In the event of

the death or resignation of any member of said
Committee, the remaining

members shall appoint a member to fill the
vacancy.  The Architectural

Control Committee shall have the right
to prevent the clearing of a lot

and subsequent excavation and grading
prior to construction of the main

residence upon such a lot according to
the following:    Prior to the

construction of the main
residence, a building site owner is required

to seek 

approval  of  building  plans  through  the 
Architectural 

Control Committee.   The Committee shall
consider quality of

workmanship and materials, external
design,




                                            

2





location with respect to topography and finished
grades, elevations





and building lines, location of
driveways and walkways and the





preservation of certain
existing trees and wooded areas.  To comply

with  this
requirement,  each building site  owner,  prior to 
any

construction on the building site, shall first submit a
preliminary

plan to the Architectural Control Committee stating in
general the

type,  style,  size  and  general 

design  of  the  residence  to  be

constructed,
along with its location on the building site and the

name of the building
site owner's designated General Contractor.

After  approval 

in  writing  of  the  preliminary  plan  by 
the

Architectural Control Committee, the building site owner shall
then

submit two (2) sets of the actual plans and specifications of
the

improvement to be constructed.  Such plans and specifications
shall

include the floor plan, exterior color schemes, and
materials,

elevations and actual plat plan showing distances from
easements

and lot lines and the location of the finished grade height of
the

first floor.  The building site owner agrees that he/she will
not

obtain a building permit until the Architectural Control
Committee

has approved the final plans.  If no objections to the
plans are

raised by the Architectural Control Committee within seven (7)
days

of submission of the final plans to said Committee,  the plans
shall

be deemed  to have been approved by said Architectural 

Control

Committee.

    The  following 
minimum  requirements  shall  apply  to 

all

residential improvements within this
subdivision:




                                       
3





A. Minimum floor area of a single level dwelling unit
shall be





1,800 square
feet.





    B. The minimum floor area of a
two level dwelling unit shall be





2,200 square
feet.





    C. The minimum side yard
dimension shall be those set forth in

applicable zoning ordinances and as
established on each individual site

by the Architectural Control
Committee, which shall have the authority

to require side yards exceeding
city zoning requirements but not more

than 20 feet between dwelling units
unless it is required to save

existing trees of 1 1/2" diameter or
more.

    D. Each single family dwelling shall have an
attached garage

suitable for the storage of at least two
vehicles.

    E. The roof shall have a minimum slope of
five (5) vertical feet

for each twelve (12) horizontal
feet.

    F. No tree larger than 1 1/2" in diameter shall
be cut or removed

unless written permission is received from the
Architectural Control

Committee.

     The
foregoing requirements shall be in addition to any other

requirements set
forth elsewhere herein.

     The Architectural
Control Committee, at. its option, may delegate

the duties specified
herein to the North Lake Shore Homeowner's

Association.  In any
event, the duties of the Architectural Control

Committee shall become the
responsibility of the North Lake Shore

Homeowner's Association no later
than the first day of January, 2000.

     The duties
of the Architectural Control Committee and the

Homeowner's Association as
set forth herein shall also include the

duties to review and approve
additions and exterior modifications to

any structure previously approved
by the Architectural
Control

                                  

4
Committee or Homeowner's Association acting as the
Architectural

Control
Committee.

2.

     Rights of way and easement
for installation and maintenance

of utilities, water retention
facilities, drainage facilities and

boulevards are reserved as shown on
the recorded plat.     Within

these easements, no
structure, fence, planting or other material,

shall be placed or
permitted to remain which may damage or impair

the function or interfere
with the installation and maintenance of

utilities, ox
easements.    Any improvements so located shall
be

removed  upon  the  request   of 

the  Developer,  its  successors  or

assigns, or any
public utility using said area, at the expense of

the owner of said
building site or tract.  The easement area of

each building site and
all improvements in it shall be maintained

continuously  by 

the  owner  of  the  building  site,  except 
those

improvements for which a public utility or authority is
obligated

to maintain.

     No fence or
structure of any type shall be permitted within

the  fifteen 

(15)  foot  easement  along  the  rear  of 
building  sites

abutting Island Bay Lane to the west. 

Vegetative screening and

other  planting  shall  be 
allowed  within  said  easement  area 

to

provide screening for Island Bay Lane.  Nothing in this
paragraph

is intended to prohibit owners of such building sites from
erecting

fences  or  other  structures  west 
of  the  fifteen foot  easement

abutting 

Island  Bay  Lane  if they  so desire or  if 
required
by




                                      
5


ordinance of the City of Springfield to screen swimming pools
or





other rear yard
improvements.





     Lot 

owners  and  building  site  owners  are 
prohibited  from

altering, restructuring or redesigning drainage
easement areas,

except where grading or restructuring is necessary in
connection

with construction of improvements on the building site. 

Any such

grading or restructuring shall not alter or impair the
drainage

easements and where regrading and restructuring is necessary
it

shall not  be done without  prior approval of  the
Architectural

Control Committee, and the lot owner or building site owner
shall

replant all easement areas to restore grass and vegetation
removed

during regrading or restructuring.

3. 
HOMEOWNER'S  ASSOCIATION

     Every 

person  or  entity  who  is  the  record 
owner  of  a  fee  or

undivided fee interest in any
building site that is subject to this

Declaration shall be deemed to have
membership in the North Lake

Shore Homeowners' Association.  The
foregoing is not intended to

include person who hold an interest merely
as security for the

performance of an obligation,  and the giving of
a security interest

shall not terminate the owner's membership.  No
owner, whether one

or more persons, shall have more than one membership
per building

site.  In the event of multiple owners of a building
site, vote and

rights  of  use  and  enjoyment 

shall  be  as  provided  herein.

Membership shall be
appurtenant to and may not separated from

ownership of any building
site.  Ownership of a building site shall

be  the 

sole  qualification  for  membership.    The 
rights 
and


                                          
6


  privileges of membership, including the right to vote and to
hold

  office may be exercised by a member or the member's spouse,
but in

  no event shall more than one vote be cast nor office hold
for each

  building
site.

       The  Developer 

shall  incorporate  the  North  Lake 
Shore

  Homeowners' Association end shall draft, execute and file
Articles

  of  Incorporation  and  By-Laws for 

the  Homeowners' Association

  consistent  with 
the  terms  and  conditions  of this 

Declaration.

  Membership in the North Lake Shore Homeowners'
Association shall

  become  automatically  effective 
upon  the  sale  or  the  last  lot 



  or building site in North Lake Shore Subdivision, Second
Addition, or

  at such earlier time as the Developer shall elect, at
Developer's

  sole option.   The Developer reserves the
right to add building

  sites and memberships located in additional
contiguous property to

  membership  in  the 

North  Lake Shore  Homeowners Association  as

 
additional  plats,  of  any,  are  added  to 

North  Lake  Shore

  Subdivision.   Any 
such  new members  shall  be  subject  to 

the
     
  Same rights  and 
obligations  with  respect  to  membership  in 

the

  Homeowners' Association as all current members at the time any
such

  addition is made.


       Except as specifically provided
otherwise herein, each owner

  of a building site shall be liable
for his proportionate share of

  the coat (based upon the percentage
of all lots owned by an owner

  as to the total number of lots then
subject to the provisions of  

  this Declaration) for
the proper maintenance of water retention

  facilities, drainage
facilities and boulevards within the entire


North Lake Shore
Subdivision, which water retention facilities, 

Drainage facilities
and boulevards are described below and which may be added
to





from time to time to include additional water
retention facilities,





drainage facilities and boulevards
upon completion and inclusion of

additional plats in the subdivision
under these or subsequent

protective covenants.   Costs 

and fees  shall  be  assessed  by  the 


Developer  or Homeowners' Association based upon actual or
reasonable

projected costs for maintenance of the water retention
facilities,

drainage facilities and boulevards and payment thereof shall
be

mandatory.  Any maintenance fee assessed by Developer or by the



Homeowners' Association and not paid within thirty (30) days of its


assessment shall constitute a lien upon the property of the delinquent


owner which lien shall be subject to enforcement of foreclosure in


accordance with the provisions of  Illinois law.  
Developer agrees

that for two (2) years from the date of the recording
of this

instrument it will maintain the easement areas in North Lake
Shore

Subdivision, Fifth and Sixth Additions.  After two
(2)





years, the maintenance of the easement areas shall be
performed by the





Homeowners'
Association.

     Owners of individual building sites
or portions thereof shall mow,

landscape or otherwise maintain the
surface of utility easements

located upon  their 

property.   Any  utility  easements  not 
located 

upon  the property of an individual building site
owner shall be mowed, 

landscaped and maintained by the Developer
or,














                                          

8












after two (2) years from
the date of recording of this instrument,





by the
Homeowners' Association.

     The easement areas to
be maintained by the Developer or the

Homeowners Association referred to
above are as
follows:

         
A.   The entrance areas of North Lake Shore
Subdivision,

      including the center isle and
the planting areas on any of the

     
entrances.

          
B.   Water retention facilities where
constructed.

          

C.   Boulevards where
constructed.

          
D.   Utility easements not located upon any
individual

      building site or privately
owned parcels.

      After  twelve 
(12)  months  from  the  date  of 

completion  of

construction of water retention facilities, or upon
incorporation,

whichever shall later occur, the Homeowners' Association
shall have

the obligation to maintain all water retention facilities,
drainage

facilities  and  boulevards  in 
accord  with  the  requirements  of

applicable
ordinances of the City of Springfield, Illinois.

    The
Developer shall not be required to construct any water

retention
facilities upon property located within the North Lake

Shore
Subdivision,  Second Addition,  or any Plat of North Lake
Shore

Subdivision subsequently included under this declaration
unless

such  water  retention  facilities  are 

required  by  the  City  of

Springfield at the time
of Plat approval.      If water
retention

facilities  are  required  by  the 

City  of  Springfield  or  any 
other

entity  subsequent  to  plat  approval, 

the  responsibility 
for




                                         
9


construction and payment therefor shall be at the sole expense
of





the Homeowners'
Association.





4.   ASSOCIATION BOARD; POWERS AND
DUTIES.





     The directors named in
the Homeowners' Association's Articles

of Incorporation constitute the
Association's first Board which

shall hold office and which shall hold
and exercise all of the

rights, duties, powers and functions of the Board
set forth in this

Declaration,  and the By-Laws,  until
the  first election of  Directors

by the members of the
Association at the first annual
membership

meeting.

     The Board shall have
all powers for the conduct of the affairs

of the Association as provided
by this Declaration, by applicable

law,  and  by 

the  Articles  of Incorporation  and  By-Laws  of 
the

Association, which are not specifically reserved to the members
of

Developer herein.  Without limitation thereon, the Board shall
have

the power and obligation to perform the following
duties:

          

A.   Real and Personal Property.      To
acquire, own, hold,

       improve, 
maintain,  manage,  lease,  insure,  pledge, 

convey,

       transfer or dedicate real or
personal property for the benefit

      
of  the  Members  in  connection  with  the 

affairs  of  the

      
Association, except the acquisition, mortgaging or
disposal

       of common areas and/or
improvements shall be subject to the

      
conditions and limitations provided herein;
and

           
B.   Rule Making.   To  establish,  modify 

and  enforce

       rules 
and  regulations  for  the  use  of  the 

properties  as

       provided 
herein,   and  to   review,   modify 
and 

approve


                                 
10



architectural standards as recommended by the
Architectural

Control Committee and

     
C.   
Assessments.           
To fix,  levy and collect assessments

as provided herein
and

     D.  

Easements.              
To grant and convoy easements to the

common  areas  as 
may  become  necessary,  subject  to 

the

conditions and limitations provided herein
and

               
Employment  of Agents.       To  
employ,     enter    
into

contract        with, 

delegate  authority  to  and 
supervise        

such persons
or entities as may be appropriate to manage,
conduct





and  perform  the  business 

obligations  and  duties  of 
the





Association
and


        
F.      Enforcement of Governing
Documents.    To perform





acts, as may be
reasonably necessary or appropriate,  including

bringing suit,
causing a lien to be foreclosed or suspending

membership rights, and to
enforce or effectuate any of the

provisions of the Governing Document;
and                  



      G.    Membership
Meetings.              
To  call  the  first 

Annual meeting of the members
of the Association, within 180 days





after 44 lots have
been transferred from Developer to Class





"A" members, or
such earlier time designated by Developer, in





a written
notice of which first annual membership meeting

shall be sent annual
members at least ten (10) days in advance

of such meeting. 

Notwithstanding anything to the contrary
in                   


this Declaration provided, until the date of said first
annual

membership meeting, no Class "A" member shall have any
voting

                        
11



rights, and the right of each such Class "A" member to
vote





      on any  matter
is hereby denied until such meeting.    
Each





      annual meeting of the
members of the Association following

      such
initial annual membership meeting shall be held at
the

      time  and  place 

to  be  designated  at  the  initial 
annual

      membership
meeting.

5.   OWNERS'  RIGHTS



      Every owner shall have a right and
easement of enjoyment in

and  to  the  common 
areas  which  shall  be  appurtenant  to 

and 

shall pass  with  the  title  to 
every  building  site,  subject  to 

the
following:





          

A.   The right of the Association to charge
reasonable

    admission and other fees for the use of any
facility now or

    hereafter situated or constructed upon
the common areas and

    to impose reasonable limits on
the number of guests who may

    use the facility;
and

         B.   The
right of the Association to suspend the voting

    rights
and right to use the common areas and facilities by
any

    owner  for  any  period 

during  which  any  assessment  of 
the

    Association against said owner's building site
remains unpaid,

    and  for  any 

infraction  by  an  owner  of  the 
Association's

    published  rules  and 

regulations  for  the  duration  of 
the

    infraction, and for an additional period
thereafter not to

    exceed sixty (60) days;
and                                      


        C.   The 

right  of  the  Developer  with  regard  to 
the

    properties which may be owned for the purpose of
development,


                                  

12



to grant easements in and to the common areas contained
within

the properties to any public agency, authority or utility
for

such purposes as benefit the properties or parties thereof
and

owner of building sites contained therein;
and

     D.   The right of the Association
by a majority vote of

all  of  the  members  of 

the  Board to  borrow  money for the

purpose of improving
the common areas,  or any portion thereof,

for acquiring additional
common areas, or for constructing,

repairing or improving any facilities
located or to be located

thereon, and to give as security for the payment
of any such

loan a mortgage covering all or any portion of the
common

areas, provided, however, that the lien and encumbrance
of

any such mortgage given by the Association shall be subject

and
subordinate to any and all rights, interests, options,

easements and
privileges herein reserved or established for

the benefit of Developer or
any owner, or any holder of any

mortgage, irrespective of when executed,
given by Developer

or any owner encumbering any building site or other
property

located within the
properties;

      E.    The right
of the Association to dedicate or
transfer                     



all or any portion of the common areas to any public
agency,

authority or utility for such purpose and subject to
such

conditions  as  may  be  agreed  to 
by  the  members  of  the

Association.  

No  such  dedication  or  transfer  shall 
be

effective unless such dedication or transfer has been
approved

by at least 66-2/3
percent.


                         
13



(1)  The votes which the Class "A" members
present





        

or  represented by proxies are entitled to  cast at
a





        
meeting duly called for such purposes;
and

             
(2)  The  votes  which  the  Class  "B" 

member  is

         entitled
to cast whether present or represented by
proxy

         at a meeting duly
called for such purposes, so long
as

         such Class "B"
membership shall exist;
and

         F.   The
right of  the Association with regard to
the

     properties which it may own to grant
easements to Developer,

     any public agency,
authority or utility for such purposes as

    

benefit  the  properties  or portion  thereof 
and  owners  of

     building sites
contained therein.

6.   VOTING.



     The Association shall have two classes of
membership, Class

"A" and Class "8" as
follows:

                
A.     Class 
"A"           Class "A"
members shall be all owners

    with the exception of the
Developer, any successor of the

    Developer who takes
title for the purpose of development and

    sale 

and  anyone  holding  one  or more  building 
sites  for  the

    purpose of development or
sale.  Class "A" members shall be

    entitled to one
vote for each building site in which they hold

    the
interest required for membership by Section 3 hereof.

   

When more than one person holds such interest in any
building

    site, the vote for such building site shall
be exercised as      ,

    those
owners themselves determine and advise in writing to
the

    secretary  prior to  any 
meeting.   In  the  absence  of 

such


                               
14


advice, the building site's vote shall be suspended in
the





      event  more 
than  one  person  seeks  to  exercise 

it.   If  a





     
building site is owned by a corporation, partnership or
trust,





      such entity shall
designate in writing the person authorized

     
to vote in behalf of such
entity.

          
B.   Class "B".     The Class "B" member shall be
the

     

Developer.        The  Class 
"B"  member  shall  be  entitled  to 

four

      votes for each building site in which
it holds the interest

      required for
membership by Section 3 provided that the
Class

      "B" membership shall cease and
become converted to Class "A"

     
membership  upon  the  happening  of  either 

of  the following

      events, whichever
occurs
earlier:

                
(1)  When the total vote outstanding of the
Class

           "A"
membership equals the total votes outstanding of
the

          
Class  "B" membership 
or

               

(2)  At   such   time   as  
Developer  
voluntarily

          
relinquishes its Class "H" membership rights.

?.   

PURPOSE OF ASSESSMENTS.

      The assessments
levied by the Association shall be for the

purpose  of 
promoting the recreation,  scenic enjoyment, health,

welfare and
safety of the residents and for protecting, advancing

and promoting the
environment of the properties for the common

benefit and enjoyment of the
owners and occupants of residences,

improvement and maintenance of the
common areas and other common

facilities and areas of common
responsibilities including but not

limited to repair, replacement and
additions thereto, and for
the


                                 

15


cost of labor, equipment and materials, management and
supervision

thereof, all as may be authorized from time to time by the
Board

of Directors.

8.  CREATION OF LIEN AND PERSONAL
CALCULATIONS OF ASSESSMENTS.

      Each owner of
a building site by acceptance of a deed or other

conveyance 
therefor,  whether  or  not  it  shall  be 

so  expressed  in

such deed or other conveyance, shall be
deemed to covenant and

agree to pay the
Association:

         
A.   An entering membership
fee;

         
B.   Annual
assessments;

         
C.   Special assessments and/or individual
assessments

    against any particular building
site,  shall be established and

    collected
pursuant to the terms of this Declaration, 

including

    but not limited to reasonable fines as may
be imposed herein.

    All such assessments together
with  interest thereon,  late

    charges and
cost of collection thereof, including reasonable

   
attorney's fees
shall:

              
(1)  Be a charge and a continuing lien upon
the

         building site
against which any such assessment is
made,

        

and;

             
(2)  Be the joint and several personal
obligation

         of each
person who was an owner of said building site
at

         the  time 
when  any  such  assessment  made  against 

said

         building site fell
due.

    No owner shall be entitled to a refund of any
portion of the

entering  membership fee,  any 
annual  or  special  assessment, 

or


                               
16


installment of a special assessment, paid by him, even though
said

owner's  membership  in  the  Association 
terminates  prior  to

expiration  of  the 

period  covered  by  any  such  assessment 
or

installment theretofore paid by him.  No owner may avoid or
escape

liability for the entering membership fee,  or any annual or
special

assessment, or individual assessment, imposed or levied
pursuant

to this Declaration by abandonment of his property or by
attempted

waiver  as  a  non-user  of  the 

benefits  of  membership  in  the

Association, or of
common areas and facilities.

9.   ENTERING MEMBERSHIP
FEE.

     Each  person  or 

entity  who  holds  an  ownership  interest in 


a building site, by acceptance of a deed therefor, whether or not
it

shall be so expressed in any such deed or other conveyance,
shall

be deemed to covenant and agree to pay to the Association
within

ten (10) days after first becoming a member of the Association,
an

entering membership fee of One Hundred Dollars ($100.00) to be
used

by the Association for the same purposes for which annual
and

special  assessments  may  be  levied, 

provided,  however,  that  no

person or entity shall be
required to pay the entering membership

fee more than once, without
regard to the number of building sites

in  which  said 
owner from  time  to  time  may  hold  an 

ownership

interest, and without regard to the number of times said owner
may

again become a member of the Association after said owner's
initial

membership therein
terminates.




                                
17





10.  ANNUAL
ASSESSMENTS.

     It shall be the duty of the Board
at least thirty (30) days

prior to the Association's annual meeting 
to prepare  a budget

covering the estimated costs of operating the
Association during

the coming year which may include a capital
contribution or reserve

in accordance with a capital budget separately
prepared.  The Board

shall cause the proposed budget and the
assessments to be levied

against each building site for the following
year to be delivered

to the last known residence address of each member
at least thirty

(30) days prior to the meeting.  The budget and
assessment shall

become effective unless disapproved at the annual
meeting by a vote

of  at  least  fifty-one 

percent  (51%)  of  the  total 
Association

membership votes including those votes of the Class "B"
member(s).

Notwithstanding the foregoing, however, in the event the
members

disapprove the proposed budget, or the Board fails for any
reason

so to determine the budget for the succeeding year, then and
until

such  time  as  a  budget  shall 

have  been  determined  as  provided

herein, 
the  budget  in  effect for the  then  current 

year  shall

continue  for  the  succeeding 
year.   Notwithstanding  the  other

provisions 

of  this  Declaration,  the   annual 
assessment  will  be

$35.00  per building  sits 

until  such  time  as  the first 
annual

Association meeting is held.  The $35.00 annual fee shall be
paid

by all owners of vacant building sites but shall not be paid by
the

Class "B"
member.




                               

18





11.  SPECIAL
ASSESSMENTS.

          
In addition to the annual assessment authorized above,
the

       Association may levy in any
calendar, year, n special assessment

      
for the purpose of defraying in whole or in part, the cost
of            


       any construction or reconstruction,
unexpected repair,

       replacement, or
maintenance of a described capital improvement


       upon the common areas, 

including  the  necessary  fixtures  and 


       personal  property related
thereto, provided, that any such

      
assessment shall have the assent of two-thirds (2/3) of the


       votes of the total membership
including the Class "B" members

       who
are voting in person or by proxy at the meeting duly called



       for this purpose, written notice
of  which  shall  be  sent  to 


       all  members  not 

less  than  thirty  (30) days  in  advance 


       of  the  meeting 

setting  forth  the  purpose  of 
the

       meeting.  The Board of
Directors may make such special

      
assessments payable  in  installments  over  a 

period  which 

       may, 
in  the  Board's discretion, extend in excess of
the

       fiscal year in which
adopted.

       12.  INDIVIDUAL
ASSESSMENT.

           

In the event that the need for maintenance or repairs
of        


       the common areas is caused by the
willful or negligent act of an

      
owner, his  family,  guests or invitees or in the event that an


       owner of  any building site
shall fail or refuse to maintain

      
such building site, or repair or replace the improvements


       situated thereon in a manner
satisfactory to the Board, the

      

Association, after approval by vote of 75% of all members of the


       Board, shall give such written
notice of the Association's       


       intent to provide the required
maintenance, repair or

       replacement,
at such owner's sole cost and expense.  The
owner shall have fifteen
(15) days within which to complete said

maintenance,  repair or
replacement,  or if such  work  cannot
be

accomplished  within  said  fifteen  day 

period,  to  commence  said

maintenance, repair or
replacement.  If such owner fails or refuses

to 
discharge  properly  his  obligations  as 

outlined  above,  the

Association  shall  have 
the  right,  through  its  duly 

authorized

agents or employees to enter, at reasonable hours of a day,
upon

said building site to perform such work.  The Association may
then

levy an individual assessment upon any building site to cover
the

cost and expense incurred by the Association in fulfilling
the

provisions of this section.

13.  EXEMPTION FROM
ASSESSMENT.

    The following property subject to this
declaration shall be

exempt from all assessments, charges and liens
created herein:

        
A.   All properties to the extent of any easement
or

    other interest therein dedicated and accepted by
any public

    authority and devoted to public
use.

         B.   All
common areas as defined
herein.

         C.  

Any vacant land or building sites owned by a Class

    "B"
member unless a building site is occupied as a
residence.

    Any such land or building sites owned by a
Class "H" member

    shall be maintained by such Class "H"
member at such member's

    sole cost and
expense.

14.   ASSESSMENTS DUE
DATES.

      The annual assessment 
installments for each  building  site

shall commence on the
first day of the month following the
transfer


                             

20



of ownership of the building site from Developer to the owner,
and

shall  become  due  and  payable  on 
the  first  day  of  each 

month

thereafter.   The method  of  payment 
and  due  dates for  special

assessments  shall 

be  as  established  by  the  Association 
in

accordance with this Declaration, its Articles and By-Laws. 
The

method of payment and due dates for individual assessments
shall

be as determined by the Board in accordance with this
Declaration.

The  Association  shall  prepare 

a  roster  of  building  sites  and

assessments
applicable thereto, which shall be open to inspection

by any member upon
reasonable notice to the Board.

15.  
COMPUTATION.

      Annual  and 

special  assessments  shall  be  charged 
equally

against each building site.

16.  EFFECT OF NONPAYMENT
OF ASSESSMENTS; REMEDIES OF THE

     
ASSOCIATION.

      Any  assessments 

which  are  not  paid  when  due  shall 
be

delinquent.  Any assessment or assessment installment
delinquent

for a period of more than ten (l0) days may incur a late
charge in

an amount as the  Board may determine from time to 

time.     The

Association shall cause a notice of
delinquency to be given to any

member who has not paid within the ten
(10) days following the due

date.   If the assessment or
assessment installment is not paid

within thirty (30) days, the
Association may declare the entire

balance of such assessment for the
remainder of such annual period

due and payable in full, and a lien as
herein provided for shall

attach,  and  in  addition 

the  lien  shall  include  the  late 


charge,


                            
21

interest on the principal amount due at the maximum allowable
rate

from the date first due and payable, all costs of 

collection,

reasonable attorney's fees actually incurred, and any other
amounts

provided or permitted by law.  In the event that the
assessment

remains unpaid after sixty (60) days, the Association may, as
the

Board shall determine, institute suit to collect such amounts
or

to foreclose its lien.   Each owner, by acceptance of a deed
or

other conveyance to a building site, vests in the Association
or

its agents the right and power to bring actions against such
owner

or owners personally for the collection of such charges as a
debt

and/or to foreclose the aforesaid lien in the same manner as
other

liens for the improvement of real property.  The lien provided
in

this Article shall be in favor of the Association and shall be
for

the benefit of all other owners.  The Association, acting on
behalf

of the owners, shall have the power to bid on the building site
at

any  foreclosure  sale or to acquire,  hold, 

lease,  mortgage  and

convey the same.  No owner may waive
or otherwise escape liability

for  the  assessments
provided  for  herein,  including  by  way 

of

illustration but not limitation, abandonment of the building
site.

    The Board shall likewise have the right to use
forcible entry

and detained proceedings to enforce the rights provided to
the

Board under this Declaration as permitted from time to time by
the

statutes of the State of Illinois.

17.  SUBORDINATION OF
LIEN.

      The lien provided for in this
Declaration shall be subordinate

to the lien of any first mortgage now or
hereafter placed upon
the


                             
22



building site subject to assessment, provided, however, that
each

subordination shall apply only to the assessments which have
become

due and payable prior to a sale or transfer of such building
site

pursuant  to  a  decree  of 

foreclosure,  or  any  other  proceeding 
in

lieu of foreclosure.  Such sale or transfer shall not relieve
such

property from liability for any assessments thereafter
becoming

due, nor from the lien of any such subsequent
assessment.

18.  ESTOPPEL CERTIFICATES.

   

The  Association  shall,  upon  request  of 
a  member,  at  any

reasonable  time, 

furnish  an  estoppel  certificate  signed  by 
an

officer or other authorized agent of the Association,  setting
forth

the amount of unpaid assessments and/or other charges, if
any,

against said member's building site, up to a given date or time
of

conveyance.  The Association shall also certify as to whether
or

not there are violations of the governing documents on the
building

site  as  of  the  date of preparation
of  the  certificate.   Said

certificate shall be
delivered to the place' of closing and all

outstanding assessments and
other charges, if any, and a reasonable

charge, as determined by the
Board, to cover the cost of providing

such certificate shall be deducted
from the Seller's account at the

closing and transmitted directly to the
Association.

19.

      The
Association,  subject to the provisions of this Declaration

and the
By-Laws of the Association shall maintain and keep in good

repair the
area  of  common responsibility, which 

responsibility

shall be deemed to include by example and not by
limitation:


                             
23


A.   Maintenance  and  repair  of 
all  common  areas  and

    facilities
including, park areas, landscaping, utility lines,

   

pipes,  wires  and  conduits,  not  dedicated 
to  any  public

    authority, if any:
and

         B.  

Furnish and provide the necessary maintenance and

   
repair  services  for  the  utility  systems, 
and  for  any

    controlled discharge drainage
collection facility serving the

    properties and the
improvements situated thereon.

20.  

EASEMENT.

      The Association is hereby
granted an  easement  of  use  and

right-of-way on,
over, in, under and through all building sites in

order to comply with
the terms of this Declaration, and entry on

any building site for such
purpose shall not be deemed a trespass.

21.  ENFORCEMENT
AUTHORITY.

    The Board of Directors of the Homeowners'
Association shall

be authorized and empowered
to:

        A.   Make and
enforce reasonable rules and regulations

    governing the
conduct, use and enjoyment of the
properties.

        

B.   Impose reasonable fines, which shall constitute
a

    lien upon the building site of a member, and/or
suspend such

    member's right to use the common areas
and the right to vote,

    for  not  more 
than  thirty  (30)  days,  or  such  time 

as  a

    violation may continue and sixty 
(60)  days thereafter for

    violation of this
Declaration, the By-Laws or any rules and

    regulations
which have been duly adopted by the
Association.




                             
24



C.   Begin any action  in any court  on
behalf of  the

    Association and all owners to
abate any nuisance,  or otherwise

    to protect the
values and integrity of the community.

22.   ENFORCEMENT
PROCEDURE.

      The Board shall not impose a
fine,  suspend voting, begin court

action or infringe upon any other
rights of a member or other

occupant for violation of rules unless and
until the following

procedure is
followed:

         

A.   Demand.   Written demand to cease and desist
from

      any   alleged 
violation  shall  be  served  upon  the 

alleged

      violator
specifying:

               
(1)  The alleged violation;
and

               
( 2 )   The action required to abate the violation ; 
and

               
(3)     A time period, not less than ten (10)
days,

          during which
the violation is continuing, or a
statement

          that any
further violation of the same rule may
result

          in the
imposition of sanction after notice and
hearing

          if 

the  violation  is  not  continuing  at  the 
time  the

         

written demand is
sent.

         
B.   Notice.   Within twelve months of such demand,
if

      the violation continues past the period
allowed in the demand

      for 
abatement  without  penalty,  or  if  the 

same  rule  is

      subsequently
violated,  the Board shall serve the violator
with

      written  notice  of 
a  hearing  to  be  held  by  the 

Board  in

      executive session. 
The notice shall
contain:

              
(1)  The nature of the alleged violation;
and


                             
25


(2)  The time and place of the hearing, which
time

         shall be not leas
than ten (10) days from the giving
of

         notice;
and

              

( 3 )   An invitation to attend the hearing and
produce

         any 
statement,  evidence  and  witnesses  on  his 

or  her

         behalf;
and

             
(4)  The proposed sanction to be
imposed.

         C.  
Nearing.  The hearing shall be held in
executive

     session  pursuant  to 

this  notice  affording  the  member 
a

     reasonable  opportunity  to 

be  heard.     Prior  to 
the

     effectiveness of any sanction hereunder,
proof of notice and

     the invitation to be heard
shall be placed in the minutes of

     the
meeting:  Such proof shall be deemed adequate if a
copy

     of the notice together with a statement of
the date and manner

     of  delivery 

is  entered  by  the  officer  or  director 
who

     delivered such notice.  The notice
requirement shall be deemed

     satisfied if a
violator appears at the meeting.  The
minutes

     of  the  meeting 

shall  contain  a  written  statement  of 
the

     results of the hearing and the sanction, if
any,
imposed.

23.                                                                  



     During clearing and construction, until all
exposed dirt from

excavating has been removed from the building site or
brought to

an approved final grade surrounding the dwelling unit, and
until

the building site is permanently landscaped with vegetation
or

landscaping material, the building site owner shall prevent
the




                           
26


                                        

erosion and washing of soil from the building site by employing
the

following measures:

    A.  Disposing of
all landscape waste, such as brush, weeds,

removed trees, and excess
dirt, in a lawful fashion by
burial,
                                     


incineration or removal, without causing damage to any
adjacent

building site or other property within North Lake Shore
Subdivision.

      B .   In 
the  case  of  making  Improvements  to  a
building site,  the

owner shall place, or require a general or
sub-contractor to place,

all excavated soils deposited within the
building site at least five

(5) feet from any lot line, and the owner or
general or sub-contractor

shall not place any soil piles on an easement
or right-of-way of

record.  During and prior to completion of
construction efforts the

building site owner or contractor of the
building site owner's

designation shall erect and maintain a water
permeable cloth dike of

suitable strength and durability across the front
of a building site

and around the perimeter of excavating soil piles oz
shall employ

other effective means to prevent such soils from eroding or
washing

into easements or right-of-way or other building sites. 

Such dikes or

other  systems  shall  be  maintained
until  the  excess  soil  has 

been

brought  to  approved  final  grade  or
removed  from  the  building 

site.

      C .   Within 
30  days ,  weather  permitting ,  after the final 
grade  has

been established and approved on the building site, the
building site

owner shall provide and install sod in the front and side
yards,




                               

27



vegetation to cover exposed soils by planting approved ground
cover,

sodding, seeding and strawing, or covering the exposed areas
with

approved  landscape  material  to  prevent 
erosion.  Drainage  easements  on

building sites shall be
maintained by the building site owner

according to the plat of record and
the specifications of final grade

as approved by the City
Engineer.

     D. Soils, mud and landscape waste
carried from a building site

onto other properties and common areas such
as easements, rights of

way and roadways, by erosive forces or by
vehicles leaving a

construction site, shall be cleaned up daily or as
necessary at the

expense of the building site
owner.

    The Developer, his successors and assigns,
shall have the right

to enter a building site at any time for the purpose
of preventing and

arresting undue erosion at the expense of the building
site owner if

the building site owner or his designated contractor is
unwilling or

unable to prevent such erosion.

24.  

CONSTRUCTION MATERIAL WASTE

    At each building site,
excess material and waste from

construction shall be gathered and
disposed of regularly in a lawful

fashion.  No building site shall
be used or maintained at anytime for

a dumping ground.

25. 
DRIVEWAYS.

    Driveways shall be constructed of concrete,
asphalt or other

material as approved by the Architectural Control
Committee.


                           
28






26.  NUISANCES AND
TRASH.

         

A.   No noxious or offensive trade or activities
shall

      be carried on in said subdivision,
nor shall anything be done

      therein or
thereon which may be or become an annoyance
or

      nuisance to the
neighborhood.

          
B.   No  structure  of  a  temporary 

character,  trailer,

      basement, shack,
garage, barn or other outbuilding shall be

     
erected  or  placed  on  any  building  site 

at  any  time, 

      except
during  the  construction  period,  without 

approval  of     


      the Architectural Control
Committee.  No unattached garage or
out

      building  shall  be 
approved  by  the  Architectural 

Control

      Committee unless it is compatible
with the existing single

      family dwelling
on the premises and is of comparable
quality

      and
construction.

          
C.   No animals, livestock or poultry of any kind
shall

      be  raised,  bred 

or  kept  on  any  building  site  in 
said

      subdivision except dogs and cats and
other common pet animals,

      and not for any
commercial
purposes.

          

D.   All weeds shall be kept cut on sold vacant
building

      sites, and no such vacant
building sites shall be permitted

      to fall
into an unsightly condition, except that the
building

      site owner shall not be obligated
to clear natural wooded

      areas of brush and
undergrowth.  No building site shall
be

      used or maintained as a dumping ground
for rubbish, and all

      trash, 

garbage  or  other  waste  shall  be  kept 
in  sanitary

      containers.  

Any vacant building site which falls into
an


                              
29

,unsightly condition may be mowed or cleaned up by the Developer at
the

expense of the owner.

    E. No permanent
fence, antenna, satellite dish, mail box and

above ground swimming pool,
shall be constructed without the prior

approval of the Homeowner's
Association.

27.  VEHICLES.

    No building
site owner or occupant shall permit any truck,

commercial vehicle, boat
or trailer, including without limitation,

cargo trailer, campers, house
trailers, mobile homes or carryalls, to

be  parked  or stored
on the building  site,  in the  driveway  or  in 

the

street in front of or alongside of the building site.  This
shall not

prevent the building site owner or the occupant from storing a
truck,

commercial vehicle, boat or trailer owned by such owner or
occupant,

or used by him in his business in any garage on the
premises.  No

derelict vehicles shall be kept or stored on any
building site.

28.  SIDEWALKS.      
.

    After the construction of the sidewalk in front of a
building

site and acceptance by the City Engineer or his representative,
the

building site owner shall be responsible for replacing at his
own

expense, any broken section.

29.  DURATION OF
RESTRICTION.

    The aforesaid covenants shall run with
the land and shall be

binding upon all parties and all persons claiming
under them
for


                             

30


a period of twenty-five (25) years from the date these
covenants

are  recorded,  after  which  time 
said  covenants  shall  be

automatically extended for
successive periods of ten (l0) years,

unless an instrument rescinding or
modifying these covenants which

is signed by more than seventy-five 

(75%)  percent of  the then

record owners of the building sites
delineated in the First Plat,

this Second Addition, and any other plats
of said North Lake Shore

Subdivision development, shall be recorded in
the office of the

Recorder of Deeds of Sangamon County, Illinois. 
Each building site

shall have one vote, agreeing to change or rescind
said covenants

in  whole  or  in  part.  

No  amendment  to  these  covenants 
and

restrictions  shall  operate-to  terminate 

the  existence  of  the

Homeowners' 
Association,  nor  shall  it  relieve  the 

Homeowners'

Association from  its  obligations 
hereunder  to  assess  fees  and

maintain all water
retention facilities, drainage facilities, non-

private utility easements
and boulevards as set forth in this plat

and subsequent plats for North
Lake Shore Subdivision.

30.  REMEDIES FOR
VIOLATION.

     In  the  event 

of  a  violation  or  breach  of  any 
of  these

covenants and restrictions by any person or entity subject
to such

covenants and restrictions, a person or entity enjoying the
benefit

of these restrictions shall have the right to proceed in a
judicial

action at law or in equity to compel compliance with the terms
of

these  covenants  and  restrictions,  or to
prevent the  breach  or   o

violation of them. 

Developer shall, in addition, have the
right




                            
31

to such compensation for actual expenses incurred as a result
of

any such broach or violation.

31.  
SEVERABILITY.

      Invalidation of one of these
covenants or restrictions by

judgment or other order shall not in any
manner affect any of the

other covenants, which shall remain in full
force and effect.

     IN WITNESS WHEREOF, Marine
Bank of Springfield, as Trustee

under the provisions of a Trust Agreement
dated November l, 1988

and known as Trust No. 531503-7, has caused this
instrument to be

executed  by  its  duly 

authorized  officers,  this      day 
of

                                
,  1993
.


                                  
MARINE BANK OF SPRINGFIELD,
AS
                                  
TRUSTEE under the provisions
of
                                  

a Trust Agreement dated
November
                                  
l, 1988 and known as Trust
No.
                                  
531503-7


(Corporate
Seal)                  
BY:
                                      
Trust
Officer


ATTEST:

By:
Its:




                                                                                         
.




                               
3Z



                 

,                    


a period of twenty-five (25) years from the date these
covenants

are  recorded,  after  which  time 
said  covenants  shall  be

automatically extended for
successive periods of ten (l0) years,

unless an instrument rescinding or
modifying these covenants which

is signed by more than seventy-five 

(75%)  percent of  the then

record owners of the building sites
delineated in the First Plat,

this Second Addition, and any other plats
of said North Lake Shore

Subdivision development, shall be recorded in
the office of the

Recorder of Deeds of Sangamon County, Illinois. 
Each building site

shall have one vote, agreeing to change or rescind
said covenants

in  whole  or  in  part.  

No  amendment  to  these  covenants 
and

restrictions  shall  operate to  terminate 

the  existence  of  the

Homeowners' 
Association,  nor  shall  it  relieve  the 

Homeowners'

Association from  its  obligations  hereunder
to  assess fees  and

maintain all water retention facilities,
drainage facilities, non-

private utility easements and boulevards as set
forth in this plat

and subsequent plats for North Lake Shore
Subdivision.

30.  REMEDIES FOR
VIOLATION.

     In  the  event 

of  a  violation  or  broach  of  any 
of  these

covenants and restrictions by any person or entity subject
to such

covenants and restrictions, a person or entity enjoying the
benefit

of these restrictions shall have the right to proceed in a 

judicial

action at law or in equity to compel compliance with the terms
of

these covenants  and  restrictions,  or to prevent
the  breach  or

violation of them.  Developer shall, in
addition, have the
right




                            

31

to such compensation for actual expenses incurred as a result
of

any such broach or violation.

31.  
SEVERABILITY.

      Invalidation of one of these
covenants or restrictions by

judgment or other order shall not in any
manner affect any of the

other covenants, which shall remain in full
force and effect.

     IN WITNESS WHEREOF, Marine
Bank of Springfield, as Trustee

under the provisions of a Trust Agreement
dated November l, 1988

and known as Trust No. 531503-7, has caused this
instrument to be

executed  by  its  duly 

authorized  officers,  this      day 
of

                                
,  1993
.


                                  
MARINE BANK OF SPRINGFIELD,
AS
                                  
TRUSTEE under the provisions
of
                                  

a Trust Agreement dated
November
                                  
l, 1988 and known as Trust
No.
                                  
531503-7
DECLARATION OF  PROTECTIVE  COVENANTS  AND 
RESTRICTIONS  FOR
      NORTH  LAKE 

SHORE  SUBDIVISION ,  FIFTH  AND  SIXTH 
ADDITION


    WHEREAS,  Bank One (AKA) Marine Bank
of Springfield as Trustee

under a Trust Agreement dated November l, 

1988, known as Trust No.

53-1503-7 (hereinafter referred to as
"Developer"), is the owner of

all of Lots 1 through 14 in North Lake
Shore Subdivision, Fifth

Addition ,  and  the  Sixth
Addition Lots  1  through  15,  a 

subdivision
of the following described property:

    SEE ATTACHED
EXHIBIT "A" FOR LEGAL DESCRIPTION

and

WHEREAS, it is desirable to
secure the best use and

improvements of the lots therein, and to protect
the owners of such

lots against such use of other lots therein as would
depreciate the

value of such property, and to prevent the erection of
poorly designed

or constructed buildings, and to make the best use of and
preserve the

natural beauty of said property and to locate the buildings
thereon

with regard to topographic features;
and

     WHEREAS, the Developer desires to create a
finer quality

residential subdivision having a standard architectural
harmony,

achieved through consistency of features such as color,
texture,

material type or exterior style, placement ,f landscape flora
and the

preservation of certain existing wooded areas in their natural
state,

and through relative consistency of design;
and

    WHEREAS, to secure such objectives, said Developer
desires to

subject the lots in said subdivision to the following
restrictions and

covenants, including but not limited to methods of
construction


and maintenance as will secure a continuous standard for
the proper





developer of said
subdivision.





    NOW THEREFORE, KNOW ALL
MEN BY THESE PRESENTS, that the aforesaid

Marine Bank of Springfield as
trustee under Trust dated November 1,

1988,  known  as 

Trust  No.  53-1503-7,  hereby  declares  that 
all  lots  in

North Lake Shore Subdivision, Fifth and Sixth
Additions, shall be sold,

transferred  and  conveyed 

subject  to  the  following  covenants 
and

restrictions:

1.    USE
RESTRICTIONS

      The term "Building Site" as
used in this Declaration shall mean any lot of record or portion thereof under a
single ownership whether,

Owned by  a  trust,  a 

partnership,  a  corporation,  an  individual 


Or individuals, including ownership in tenancy in common, joint tenancy


And tenancy by the entirety, intended for use as or used as the site


and location of a single family dwelling.

   
Developer  hereby  creates  an  ARCHITECTURAL 

CONTROL  COMMITTEE,

composed of William Furling and William Furling,
III.  In the event of

the death or resignation of any member of said
Committee, the remaining

members shall appoint a member to fill the
vacancy.  The Architectural

Control Committee shall have the right
to prevent the clearing of a lot

and subsequent excavation and grading
prior to construction of the main

residence upon such a lot according to
the following:    Prior to the

construction of the main
residence, a building site owner is required

to seek 

approval  of  building  plans  through  the 
Architectural 

Control Committee.   The Committee shall
consider quality of

workmanship and materials, external
design,




                                            

2





location with respect to topography and finished
grades, elevations





and building lines, location of
driveways and walkways and the





preservation of certain
existing trees and wooded areas.  To comply

with  this
requirement,  each building site  owner,  prior to 
any

construction on the building site, shall first submit a
preliminary

plan to the Architectural Control Committee stating in
general the

type,  style,  size  and  general 

design  of  the  residence  to  be

constructed,
along with its location on the building site and the

name of the building
site owner's designated General Contractor.

After  approval 

in  writing  of  the  preliminary  plan  by 
the

Architectural Control Committee, the building site owner shall
then

submit two (2) sets of the actual plans and specifications of
the

improvement to be constructed.  Such plans and specifications
shall

include the floor plan, exterior color schemes, and
materials,

elevations and actual plat plan showing distances from
easements

and lot lines and the location of the finished grade height of
the

first floor.  The building site owner agrees that he/she will
not

obtain a building permit until the Architectural Control
Committee

has approved the final plans.  If no objections to the
plans are

raised by the Architectural Control Committee within seven (7)
days

of submission of the final plans to said Committee,  the plans
shall

be deemed  to have been approved by said Architectural 

Control

Committee.

    The  following 
minimum  requirements  shall  apply  to 

all

residential improvements within this
subdivision:




                                       
3





A. Minimum floor area of a single level dwelling unit
shall be





1,800 square
feet.





    B. The minimum floor area of a
two level dwelling unit shall be





2,200 square
feet.





    C. The minimum side yard
dimension shall be those set forth in

applicable zoning ordinances and as
established on each individual site

by the Architectural Control
Committee, which shall have the authority

to require side yards exceeding
city zoning requirements but not more

than 20 feet between dwelling units
unless it is required to save

existing trees of 1 1/2" diameter or
more.

    D. Each single family dwelling shall have an
attached garage

suitable for the storage of at least two
vehicles.

    E. The roof shall have a minimum slope of
five (5) vertical feet

for each twelve (12) horizontal
feet.

    F. No tree larger than 1 1/2" in diameter shall
be cut or removed

unless written permission is received from the
Architectural Control

Committee.

     The
foregoing requirements shall be in addition to any other

requirements set
forth elsewhere herein.

     The Architectural
Control Committee, at. its option, may delegate

the duties specified
herein to the North Lake Shore Homeowner's

Association.  In any
event, the duties of the Architectural Control

Committee shall become the
responsibility of the North Lake Shore

Homeowner's Association no later
than the first day of January, 2000.

     The duties
of the Architectural Control Committee and the

Homeowner's Association as
set forth herein shall also include the

duties to review and approve
additions and exterior modifications to

any structure previously approved
by the Architectural
Control

                                  

4
Committee or Homeowner's Association acting as the
Architectural

Control
Committee.

2.

     Rights of way and easement
for installation and maintenance

of utilities, water retention
facilities, drainage facilities and

boulevards are reserved as shown on
the recorded plat.     Within

these easements, no
structure, fence, planting or other material,

shall be placed or
permitted to remain which may damage or impair

the function or interfere
with the installation and maintenance of

utilities, ox
easements.    Any improvements so located shall
be

removed  upon  the  request   of 

the  Developer,  its  successors  or

assigns, or any
public utility using said area, at the expense of

the owner of said
building site or tract.  The easement area of

each building site and
all improvements in it shall be maintained

continuously  by 

the  owner  of  the  building  site,  except 
those

improvements for which a public utility or authority is
obligated

to maintain.

     No fence or
structure of any type shall be permitted within

the  fifteen 

(15)  foot  easement  along  the  rear  of 
building  sites

abutting Island Bay Lane to the west. 

Vegetative screening and

other  planting  shall  be 
allowed  within  said  easement  area 

to

provide screening for Island Bay Lane.  Nothing in this
paragraph

is intended to prohibit owners of such building sites from
erecting

fences  or  other  structures  west 
of  the  fifteen foot  easement

abutting 

Island  Bay  Lane  if they  so desire or  if 
required
by




                                      
5


ordinance of the City of Springfield to screen swimming pools
or





other rear yard
improvements.





     Lot 

owners  and  building  site  owners  are 
prohibited  from

altering, restructuring or redesigning drainage
easement areas,

except where grading or restructuring is necessary in
connection

with construction of improvements on the building site. 

Any such

grading or restructuring shall not alter or impair the
drainage

easements and where regrading and restructuring is necessary
it

shall not  be done without  prior approval of  the
Architectural

Control Committee, and the lot owner or building site owner
shall

replant all easement areas to restore grass and vegetation
removed

during regrading or restructuring.

3. 
HOMEOWNER'S  ASSOCIATION

     Every 

person  or  entity  who  is  the  record 
owner  of  a  fee  or

undivided fee interest in any
building site that is subject to this

Declaration shall be deemed to have
membership in the North Lake

Shore Homeowners' Association.  The
foregoing is not intended to

include person who hold an interest merely
as security for the

performance of an obligation,  and the giving of
a security interest

shall not terminate the owner's membership.  No
owner, whether one

or more persons, shall have more than one membership
per building

site.  In the event of multiple owners of a building
site, vote and

rights  of  use  and  enjoyment 

shall  be  as  provided  herein.

Membership shall be
appurtenant to and may not separated from

ownership of any building
site.  Ownership of a building site shall

be  the 

sole  qualification  for  membership.    The 
rights 
and


                                          
6


  privileges of membership, including the right to vote and to
hold

  office may be exercised by a member or the member's spouse,
but in

  no event shall more than one vote be cast nor office hold
for each

  building
site.

       The  Developer 

shall  incorporate  the  North  Lake 
Shore

  Homeowners' Association end shall draft, execute and file
Articles

  of  Incorporation  and  By-Laws for 

the  Homeowners' Association

  consistent  with 
the  terms  and  conditions  of this 

Declaration.

  Membership in the North Lake Shore Homeowners'
Association shall

  become  automatically  effective 
upon  the  sale  or  the  last  lot 



  or building site in North Lake Shore Subdivision, Second
Addition, or

  at such earlier time as the Developer shall elect, at
Developer's

  sole option.   The Developer reserves the
right to add building

  sites and memberships located in additional
contiguous property to

  membership  in  the 

North  Lake Shore  Homeowners Association  as

 
additional  plats,  of  any,  are  added  to 

North  Lake  Shore

  Subdivision.   Any 
such  new members  shall  be  subject  to 

the
     
  Same rights  and 
obligations  with  respect  to  membership  in 

the

  Homeowners' Association as all current members at the time any
such

  addition is made.


       Except as specifically provided
otherwise herein, each owner

  of a building site shall be liable
for his proportionate share of

  the coat (based upon the percentage
of all lots owned by an owner

  as to the total number of lots then
subject to the provisions of  

  this Declaration) for
the proper maintenance of water retention

  facilities, drainage
facilities and boulevards within the entire


North Lake Shore
Subdivision, which water retention facilities, 

Drainage facilities
and boulevards are described below and which may be added
to





from time to time to include additional water
retention facilities,





drainage facilities and boulevards
upon completion and inclusion of

additional plats in the subdivision
under these or subsequent

protective covenants.   Costs 

and fees  shall  be  assessed  by  the 


Developer  or Homeowners' Association based upon actual or
reasonable

projected costs for maintenance of the water retention
facilities,

drainage facilities and boulevards and payment thereof shall
be

mandatory.  Any maintenance fee assessed by Developer or by the



Homeowners' Association and not paid within thirty (30) days of its


assessment shall constitute a lien upon the property of the delinquent


owner which lien shall be subject to enforcement of foreclosure in


accordance with the provisions of  Illinois law.  
Developer agrees

that for two (2) years from the date of the recording
of this

instrument it will maintain the easement areas in North Lake
Shore

Subdivision, Fifth and Sixth Additions.  After two
(2)





years, the maintenance of the easement areas shall be
performed by the





Homeowners'
Association.

     Owners of individual building sites
or portions thereof shall mow,

landscape or otherwise maintain the
surface of utility easements

located upon  their 

property.   Any  utility  easements  not 
located 

upon  the property of an individual building site
owner shall be mowed, 

landscaped and maintained by the Developer
or,














                                          

8












after two (2) years from
the date of recording of this instrument,





by the
Homeowners' Association.

     The easement areas to
be maintained by the Developer or the

Homeowners Association referred to
above are as
follows:

         
A.   The entrance areas of North Lake Shore
Subdivision,

      including the center isle and
the planting areas on any of the

     
entrances.

          
B.   Water retention facilities where
constructed.

          

C.   Boulevards where
constructed.

          
D.   Utility easements not located upon any
individual

      building site or privately
owned parcels.

      After  twelve 
(12)  months  from  the  date  of 

completion  of

construction of water retention facilities, or upon
incorporation,

whichever shall later occur, the Homeowners' Association
shall have

the obligation to maintain all water retention facilities,
drainage

facilities  and  boulevards  in 
accord  with  the  requirements  of

applicable
ordinances of the City of Springfield, Illinois.

    The
Developer shall not be required to construct any water

retention
facilities upon property located within the North Lake

Shore
Subdivision,  Second Addition,  or any Plat of North Lake
Shore

Subdivision subsequently included under this declaration
unless

such  water  retention  facilities  are 

required  by  the  City  of

Springfield at the time
of Plat approval.      If water
retention

facilities  are  required  by  the 

City  of  Springfield  or  any 
other

entity  subsequent  to  plat  approval, 

the  responsibility 
for




                                         
9


construction and payment therefor shall be at the sole expense
of





the Homeowners'
Association.





4.   ASSOCIATION BOARD; POWERS AND
DUTIES.





     The directors named in
the Homeowners' Association's Articles

of Incorporation constitute the
Association's first Board which

shall hold office and which shall hold
and exercise all of the

rights, duties, powers and functions of the Board
set forth in this

Declaration,  and the By-Laws,  until
the  first election of  Directors

by the members of the
Association at the first annual
membership

meeting.

     The Board shall have
all powers for the conduct of the affairs

of the Association as provided
by this Declaration, by applicable

law,  and  by 

the  Articles  of Incorporation  and  By-Laws  of 
the

Association, which are not specifically reserved to the members
of

Developer herein.  Without limitation thereon, the Board shall
have

the power and obligation to perform the following
duties:

          

A.   Real and Personal Property.      To
acquire, own, hold,

       improve, 
maintain,  manage,  lease,  insure,  pledge, 

convey,

       transfer or dedicate real or
personal property for the benefit

      
of  the  Members  in  connection  with  the 

affairs  of  the

      
Association, except the acquisition, mortgaging or
disposal

       of common areas and/or
improvements shall be subject to the

      
conditions and limitations provided herein;
and

           
B.   Rule Making.   To  establish,  modify 

and  enforce

       rules 
and  regulations  for  the  use  of  the 

properties  as

       provided 
herein,   and  to   review,   modify 
and 

approve


                                 
10



architectural standards as recommended by the
Architectural

Control Committee and

     
C.   
Assessments.           
To fix,  levy and collect assessments

as provided herein
and

     D.  

Easements.              
To grant and convoy easements to the

common  areas  as 
may  become  necessary,  subject  to 

the

conditions and limitations provided herein
and

               
Employment  of Agents.       To  
employ,     enter    
into

contract        with, 

delegate  authority  to  and 
supervise        

such persons
or entities as may be appropriate to manage,
conduct





and  perform  the  business 

obligations  and  duties  of 
the





Association
and


        
F.      Enforcement of Governing
Documents.    To perform





acts, as may be
reasonably necessary or appropriate,  including

bringing suit,
causing a lien to be foreclosed or suspending

membership rights, and to
enforce or effectuate any of the

provisions of the Governing Document;
and                  



      G.    Membership
Meetings.              
To  call  the  first 

Annual meeting of the members
of the Association, within 180 days





after 44 lots have
been transferred from Developer to Class





"A" members, or
such earlier time designated by Developer, in





a written
notice of which first annual membership meeting

shall be sent annual
members at least ten (10) days in advance

of such meeting. 

Notwithstanding anything to the contrary
in                   


this Declaration provided, until the date of said first
annual

membership meeting, no Class "A" member shall have any
voting

                        
11



rights, and the right of each such Class "A" member to
vote





      on any  matter
is hereby denied until such meeting.    
Each





      annual meeting of the
members of the Association following

      such
initial annual membership meeting shall be held at
the

      time  and  place 

to  be  designated  at  the  initial 
annual

      membership
meeting.

5.   OWNERS'  RIGHTS



      Every owner shall have a right and
easement of enjoyment in

and  to  the  common 
areas  which  shall  be  appurtenant  to 

and 

shall pass  with  the  title  to 
every  building  site,  subject  to 

the
following:





          

A.   The right of the Association to charge
reasonable

    admission and other fees for the use of any
facility now or

    hereafter situated or constructed upon
the common areas and

    to impose reasonable limits on
the number of guests who may

    use the facility;
and

         B.   The
right of the Association to suspend the voting

    rights
and right to use the common areas and facilities by
any

    owner  for  any  period 

during  which  any  assessment  of 
the

    Association against said owner's building site
remains unpaid,

    and  for  any 

infraction  by  an  owner  of  the 
Association's

    published  rules  and 

regulations  for  the  duration  of 
the

    infraction, and for an additional period
thereafter not to

    exceed sixty (60) days;
and                                      


        C.   The 

right  of  the  Developer  with  regard  to 
the

    properties which may be owned for the purpose of
development,


                                  

12



to grant easements in and to the common areas contained
within

the properties to any public agency, authority or utility
for

such purposes as benefit the properties or parties thereof
and

owner of building sites contained therein;
and

     D.   The right of the Association
by a majority vote of

all  of  the  members  of 

the  Board to  borrow  money for the

purpose of improving
the common areas,  or any portion thereof,

for acquiring additional
common areas, or for constructing,

repairing or improving any facilities
located or to be located

thereon, and to give as security for the payment
of any such

loan a mortgage covering all or any portion of the
common

areas, provided, however, that the lien and encumbrance
of

any such mortgage given by the Association shall be subject

and
subordinate to any and all rights, interests, options,

easements and
privileges herein reserved or established for

the benefit of Developer or
any owner, or any holder of any

mortgage, irrespective of when executed,
given by Developer

or any owner encumbering any building site or other
property

located within the
properties;

      E.    The right
of the Association to dedicate or
transfer                     



all or any portion of the common areas to any public
agency,

authority or utility for such purpose and subject to
such

conditions  as  may  be  agreed  to 
by  the  members  of  the

Association.  

No  such  dedication  or  transfer  shall 
be

effective unless such dedication or transfer has been
approved

by at least 66-2/3
percent.


                         
13



(1)  The votes which the Class "A" members
present





        

or  represented by proxies are entitled to  cast at
a





        
meeting duly called for such purposes;
and

             
(2)  The  votes  which  the  Class  "B" 

member  is

         entitled
to cast whether present or represented by
proxy

         at a meeting duly
called for such purposes, so long
as

         such Class "B"
membership shall exist;
and

         F.   The
right of  the Association with regard to
the

     properties which it may own to grant
easements to Developer,

     any public agency,
authority or utility for such purposes as

    

benefit  the  properties  or portion  thereof 
and  owners  of

     building sites
contained therein.

6.   VOTING.



     The Association shall have two classes of
membership, Class

"A" and Class "8" as
follows:

                
A.     Class 
"A"           Class "A"
members shall be all owners

    with the exception of the
Developer, any successor of the

    Developer who takes
title for the purpose of development and

    sale 

and  anyone  holding  one  or more  building 
sites  for  the

    purpose of development or
sale.  Class "A" members shall be

    entitled to one
vote for each building site in which they hold

    the
interest required for membership by Section 3 hereof.

   

When more than one person holds such interest in any
building

    site, the vote for such building site shall
be exercised as      ,

    those
owners themselves determine and advise in writing to
the

    secretary  prior to  any 
meeting.   In  the  absence  of 

such


                               
14


advice, the building site's vote shall be suspended in
the





      event  more 
than  one  person  seeks  to  exercise 

it.   If  a





     
building site is owned by a corporation, partnership or
trust,





      such entity shall
designate in writing the person authorized

     
to vote in behalf of such
entity.

          
B.   Class "B".     The Class "B" member shall be
the

     

Developer.        The  Class 
"B"  member  shall  be  entitled  to 

four

      votes for each building site in which
it holds the interest

      required for
membership by Section 3 provided that the
Class

      "B" membership shall cease and
become converted to Class "A"

     
membership  upon  the  happening  of  either 

of  the following

      events, whichever
occurs
earlier:

                
(1)  When the total vote outstanding of the
Class

           "A"
membership equals the total votes outstanding of
the

          
Class  "B" membership 
or

               

(2)  At   such   time   as  
Developer  
voluntarily

          
relinquishes its Class "H" membership rights.

?.   

PURPOSE OF ASSESSMENTS.

      The assessments
levied by the Association shall be for the

purpose  of 
promoting the recreation,  scenic enjoyment, health,

welfare and
safety of the residents and for protecting, advancing

and promoting the
environment of the properties for the common

benefit and enjoyment of the
owners and occupants of residences,

improvement and maintenance of the
common areas and other common

facilities and areas of common
responsibilities including but not

limited to repair, replacement and
additions thereto, and for
the


                                 

15


cost of labor, equipment and materials, management and
supervision

thereof, all as may be authorized from time to time by the
Board

of Directors.

8.  CREATION OF LIEN AND PERSONAL
CALCULATIONS OF ASSESSMENTS.

      Each owner of
a building site by acceptance of a deed or other

conveyance 
therefor,  whether  or  not  it  shall  be 

so  expressed  in

such deed or other conveyance, shall be
deemed to covenant and

agree to pay the
Association:

         
A.   An entering membership
fee;

         
B.   Annual
assessments;

         
C.   Special assessments and/or individual
assessments

    against any particular building
site,  shall be established and

    collected
pursuant to the terms of this Declaration, 

including

    but not limited to reasonable fines as may
be imposed herein.

    All such assessments together
with  interest thereon,  late

    charges and
cost of collection thereof, including reasonable

   
attorney's fees
shall:

              
(1)  Be a charge and a continuing lien upon
the

         building site
against which any such assessment is
made,

        

and;

             
(2)  Be the joint and several personal
obligation

         of each
person who was an owner of said building site
at

         the  time 
when  any  such  assessment  made  against 

said

         building site fell
due.

    No owner shall be entitled to a refund of any
portion of the

entering  membership fee,  any 
annual  or  special  assessment, 

or


                               
16


installment of a special assessment, paid by him, even though
said

owner's  membership  in  the  Association 
terminates  prior  to

expiration  of  the 

period  covered  by  any  such  assessment 
or

installment theretofore paid by him.  No owner may avoid or
escape

liability for the entering membership fee,  or any annual or
special

assessment, or individual assessment, imposed or levied
pursuant

to this Declaration by abandonment of his property or by
attempted

waiver  as  a  non-user  of  the 

benefits  of  membership  in  the

Association, or of
common areas and facilities.

9.   ENTERING MEMBERSHIP
FEE.

     Each  person  or 

entity  who  holds  an  ownership  interest in 


a building site, by acceptance of a deed therefor, whether or not
it

shall be so expressed in any such deed or other conveyance,
shall

be deemed to covenant and agree to pay to the Association
within

ten (10) days after first becoming a member of the Association,
an

entering membership fee of One Hundred Dollars ($100.00) to be
used

by the Association for the same purposes for which annual
and

special  assessments  may  be  levied, 

provided,  however,  that  no

person or entity shall be
required to pay the entering membership

fee more than once, without
regard to the number of building sites

in  which  said 
owner from  time  to  time  may  hold  an 

ownership

interest, and without regard to the number of times said owner
may

again become a member of the Association after said owner's
initial

membership therein
terminates.




                                
17





10.  ANNUAL
ASSESSMENTS.

     It shall be the duty of the Board
at least thirty (30) days

prior to the Association's annual meeting 
to prepare  a budget

covering the estimated costs of operating the
Association during

the coming year which may include a capital
contribution or reserve

in accordance with a capital budget separately
prepared.  The Board

shall cause the proposed budget and the
assessments to be levied

against each building site for the following
year to be delivered

to the last known residence address of each member
at least thirty

(30) days prior to the meeting.  The budget and
assessment shall

become effective unless disapproved at the annual
meeting by a vote

of  at  least  fifty-one 

percent  (51%)  of  the  total 
Association

membership votes including those votes of the Class "B"
member(s).

Notwithstanding the foregoing, however, in the event the
members

disapprove the proposed budget, or the Board fails for any
reason

so to determine the budget for the succeeding year, then and
until

such  time  as  a  budget  shall 

have  been  determined  as  provided

herein, 
the  budget  in  effect for the  then  current 

year  shall

continue  for  the  succeeding 
year.   Notwithstanding  the  other

provisions 

of  this  Declaration,  the   annual 
assessment  will  be

$35.00  per building  sits 

until  such  time  as  the first 
annual

Association meeting is held.  The $35.00 annual fee shall be
paid

by all owners of vacant building sites but shall not be paid by
the

Class "B"
member.




                               

18





11.  SPECIAL
ASSESSMENTS.

          
In addition to the annual assessment authorized above,
the

       Association may levy in any
calendar, year, n special assessment

      
for the purpose of defraying in whole or in part, the cost
of            


       any construction or reconstruction,
unexpected repair,

       replacement, or
maintenance of a described capital improvement


       upon the common areas, 

including  the  necessary  fixtures  and 


       personal  property related
thereto, provided, that any such

      
assessment shall have the assent of two-thirds (2/3) of the


       votes of the total membership
including the Class "B" members

       who
are voting in person or by proxy at the meeting duly called



       for this purpose, written notice
of  which  shall  be  sent  to 


       all  members  not 

less  than  thirty  (30) days  in  advance 


       of  the  meeting 

setting  forth  the  purpose  of 
the

       meeting.  The Board of
Directors may make such special

      
assessments payable  in  installments  over  a 

period  which 

       may, 
in  the  Board's discretion, extend in excess of
the

       fiscal year in which
adopted.

       12.  INDIVIDUAL
ASSESSMENT.

           

In the event that the need for maintenance or repairs
of        


       the common areas is caused by the
willful or negligent act of an

      
owner, his  family,  guests or invitees or in the event that an


       owner of  any building site
shall fail or refuse to maintain

      
such building site, or repair or replace the improvements


       situated thereon in a manner
satisfactory to the Board, the

      

Association, after approval by vote of 75% of all members of the


       Board, shall give such written
notice of the Association's       


       intent to provide the required
maintenance, repair or

       replacement,
at such owner's sole cost and expense.  The
owner shall have fifteen
(15) days within which to complete said

maintenance,  repair or
replacement,  or if such  work  cannot
be

accomplished  within  said  fifteen  day 

period,  to  commence  said

maintenance, repair or
replacement.  If such owner fails or refuses

to 
discharge  properly  his  obligations  as 

outlined  above,  the

Association  shall  have 
the  right,  through  its  duly 

authorized

agents or employees to enter, at reasonable hours of a day,
upon

said building site to perform such work.  The Association may
then

levy an individual assessment upon any building site to cover
the

cost and expense incurred by the Association in fulfilling
the

provisions of this section.

13.  EXEMPTION FROM
ASSESSMENT.

    The following property subject to this
declaration shall be

exempt from all assessments, charges and liens
created herein:

        
A.   All properties to the extent of any easement
or

    other interest therein dedicated and accepted by
any public

    authority and devoted to public
use.

         B.   All
common areas as defined
herein.

         C.  

Any vacant land or building sites owned by a Class

    "B"
member unless a building site is occupied as a
residence.

    Any such land or building sites owned by a
Class "H" member

    shall be maintained by such Class "H"
member at such member's

    sole cost and
expense.

14.   ASSESSMENTS DUE
DATES.

      The annual assessment 
installments for each  building  site

shall commence on the
first day of the month following the
transfer


                             

20



of ownership of the building site from Developer to the owner,
and

shall  become  due  and  payable  on 
the  first  day  of  each 

month

thereafter.   The method  of  payment 
and  due  dates for  special

assessments  shall 

be  as  established  by  the  Association 
in

accordance with this Declaration, its Articles and By-Laws. 
The

method of payment and due dates for individual assessments
shall

be as determined by the Board in accordance with this
Declaration.

The  Association  shall  prepare 

a  roster  of  building  sites  and

assessments
applicable thereto, which shall be open to inspection

by any member upon
reasonable notice to the Board.

15.  
COMPUTATION.

      Annual  and 

special  assessments  shall  be  charged 
equally

against each building site.

16.  EFFECT OF NONPAYMENT
OF ASSESSMENTS; REMEDIES OF THE

     
ASSOCIATION.

      Any  assessments 

which  are  not  paid  when  due  shall 
be

delinquent.  Any assessment or assessment installment
delinquent

for a period of more than ten (l0) days may incur a late
charge in

an amount as the  Board may determine from time to 

time.     The

Association shall cause a notice of
delinquency to be given to any

member who has not paid within the ten
(10) days following the due

date.   If the assessment or
assessment installment is not paid

within thirty (30) days, the
Association may declare the entire

balance of such assessment for the
remainder of such annual period

due and payable in full, and a lien as
herein provided for shall

attach,  and  in  addition 

the  lien  shall  include  the  late 


charge,


                            
21

interest on the principal amount due at the maximum allowable
rate

from the date first due and payable, all costs of 

collection,

reasonable attorney's fees actually incurred, and any other
amounts

provided or permitted by law.  In the event that the
assessment

remains unpaid after sixty (60) days, the Association may, as
the

Board shall determine, institute suit to collect such amounts
or

to foreclose its lien.   Each owner, by acceptance of a deed
or

other conveyance to a building site, vests in the Association
or

its agents the right and power to bring actions against such
owner

or owners personally for the collection of such charges as a
debt

and/or to foreclose the aforesaid lien in the same manner as
other

liens for the improvement of real property.  The lien provided
in

this Article shall be in favor of the Association and shall be
for

the benefit of all other owners.  The Association, acting on
behalf

of the owners, shall have the power to bid on the building site
at

any  foreclosure  sale or to acquire,  hold, 

lease,  mortgage  and

convey the same.  No owner may waive
or otherwise escape liability

for  the  assessments
provided  for  herein,  including  by  way 

of

illustration but not limitation, abandonment of the building
site.

    The Board shall likewise have the right to use
forcible entry

and detained proceedings to enforce the rights provided to
the

Board under this Declaration as permitted from time to time by
the

statutes of the State of Illinois.

17.  SUBORDINATION OF
LIEN.

      The lien provided for in this
Declaration shall be subordinate

to the lien of any first mortgage now or
hereafter placed upon
the


                             
22



building site subject to assessment, provided, however, that
each

subordination shall apply only to the assessments which have
become

due and payable prior to a sale or transfer of such building
site

pursuant  to  a  decree  of 

foreclosure,  or  any  other  proceeding 
in

lieu of foreclosure.  Such sale or transfer shall not relieve
such

property from liability for any assessments thereafter
becoming

due, nor from the lien of any such subsequent
assessment.

18.  ESTOPPEL CERTIFICATES.

   

The  Association  shall,  upon  request  of 
a  member,  at  any

reasonable  time, 

furnish  an  estoppel  certificate  signed  by 
an

officer or other authorized agent of the Association,  setting
forth

the amount of unpaid assessments and/or other charges, if
any,

against said member's building site, up to a given date or time
of

conveyance.  The Association shall also certify as to whether
or

not there are violations of the governing documents on the
building

site  as  of  the  date of preparation
of  the  certificate.   Said

certificate shall be
delivered to the place' of closing and all

outstanding assessments and
other charges, if any, and a reasonable

charge, as determined by the
Board, to cover the cost of providing

such certificate shall be deducted
from the Seller's account at the

closing and transmitted directly to the
Association.

19.

      The
Association,  subject to the provisions of this Declaration

and the
By-Laws of the Association shall maintain and keep in good

repair the
area  of  common responsibility, which 

responsibility

shall be deemed to include by example and not by
limitation:


                             
23


A.   Maintenance  and  repair  of 
all  common  areas  and

    facilities
including, park areas, landscaping, utility lines,

   

pipes,  wires  and  conduits,  not  dedicated 
to  any  public

    authority, if any:
and

         B.  

Furnish and provide the necessary maintenance and

   
repair  services  for  the  utility  systems, 
and  for  any

    controlled discharge drainage
collection facility serving the

    properties and the
improvements situated thereon.

20.  

EASEMENT.

      The Association is hereby
granted an  easement  of  use  and

right-of-way on,
over, in, under and through all building sites in

order to comply with
the terms of this Declaration, and entry on

any building site for such
purpose shall not be deemed a trespass.

21.  ENFORCEMENT
AUTHORITY.

    The Board of Directors of the Homeowners'
Association shall

be authorized and empowered
to:

        A.   Make and
enforce reasonable rules and regulations

    governing the
conduct, use and enjoyment of the
properties.

        

B.   Impose reasonable fines, which shall constitute
a

    lien upon the building site of a member, and/or
suspend such

    member's right to use the common areas
and the right to vote,

    for  not  more 
than  thirty  (30)  days,  or  such  time 

as  a

    violation may continue and sixty 
(60)  days thereafter for

    violation of this
Declaration, the By-Laws or any rules and

    regulations
which have been duly adopted by the
Association.




                             
24



C.   Begin any action  in any court  on
behalf of  the

    Association and all owners to
abate any nuisance,  or otherwise

    to protect the
values and integrity of the community.

22.   ENFORCEMENT
PROCEDURE.

      The Board shall not impose a
fine,  suspend voting, begin court

action or infringe upon any other
rights of a member or other

occupant for violation of rules unless and
until the following

procedure is
followed:

         

A.   Demand.   Written demand to cease and desist
from

      any   alleged 
violation  shall  be  served  upon  the 

alleged

      violator
specifying:

               
(1)  The alleged violation;
and

               
( 2 )   The action required to abate the violation ; 
and

               
(3)     A time period, not less than ten (10)
days,

          during which
the violation is continuing, or a
statement

          that any
further violation of the same rule may
result

          in the
imposition of sanction after notice and
hearing

          if 

the  violation  is  not  continuing  at  the 
time  the

         

written demand is
sent.

         
B.   Notice.   Within twelve months of such demand,
if

      the violation continues past the period
allowed in the demand

      for 
abatement  without  penalty,  or  if  the 

same  rule  is

      subsequently
violated,  the Board shall serve the violator
with

      written  notice  of 
a  hearing  to  be  held  by  the 

Board  in

      executive session. 
The notice shall
contain:

              
(1)  The nature of the alleged violation;
and


                             
25


(2)  The time and place of the hearing, which
time

         shall be not leas
than ten (10) days from the giving
of

         notice;
and

              

( 3 )   An invitation to attend the hearing and
produce

         any 
statement,  evidence  and  witnesses  on  his 

or  her

         behalf;
and

             
(4)  The proposed sanction to be
imposed.

         C.  
Nearing.  The hearing shall be held in
executive

     session  pursuant  to 

this  notice  affording  the  member 
a

     reasonable  opportunity  to 

be  heard.     Prior  to 
the

     effectiveness of any sanction hereunder,
proof of notice and

     the invitation to be heard
shall be placed in the minutes of

     the
meeting:  Such proof shall be deemed adequate if a
copy

     of the notice together with a statement of
the date and manner

     of  delivery 

is  entered  by  the  officer  or  director 
who

     delivered such notice.  The notice
requirement shall be deemed

     satisfied if a
violator appears at the meeting.  The
minutes

     of  the  meeting 

shall  contain  a  written  statement  of 
the

     results of the hearing and the sanction, if
any,
imposed.

23.                                                                  



     During clearing and construction, until all
exposed dirt from

excavating has been removed from the building site or
brought to

an approved final grade surrounding the dwelling unit, and
until

the building site is permanently landscaped with vegetation
or

landscaping material, the building site owner shall prevent
the




                           
26


                                        

erosion and washing of soil from the building site by employing
the

following measures:

    A.  Disposing of
all landscape waste, such as brush, weeds,

removed trees, and excess
dirt, in a lawful fashion by
burial,
                                     


incineration or removal, without causing damage to any
adjacent

building site or other property within North Lake Shore
Subdivision.

      B .   In 
the  case  of  making  Improvements  to  a
building site,  the

owner shall place, or require a general or
sub-contractor to place,

all excavated soils deposited within the
building site at least five

(5) feet from any lot line, and the owner or
general or sub-contractor

shall not place any soil piles on an easement
or right-of-way of

record.  During and prior to completion of
construction efforts the

building site owner or contractor of the
building site owner's

designation shall erect and maintain a water
permeable cloth dike of

suitable strength and durability across the front
of a building site

and around the perimeter of excavating soil piles oz
shall employ

other effective means to prevent such soils from eroding or
washing

into easements or right-of-way or other building sites. 

Such dikes or

other  systems  shall  be  maintained
until  the  excess  soil  has 

been

brought  to  approved  final  grade  or
removed  from  the  building 

site.

      C .   Within 
30  days ,  weather  permitting ,  after the final 
grade  has

been established and approved on the building site, the
building site

owner shall provide and install sod in the front and side
yards,




                               

27



vegetation to cover exposed soils by planting approved ground
cover,

sodding, seeding and strawing, or covering the exposed areas
with

approved  landscape  material  to  prevent 
erosion.  Drainage  easements  on

building sites shall be
maintained by the building site owner

according to the plat of record and
the specifications of final grade

as approved by the City
Engineer.

     D. Soils, mud and landscape waste
carried from a building site

onto other properties and common areas such
as easements, rights of

way and roadways, by erosive forces or by
vehicles leaving a

construction site, shall be cleaned up daily or as
necessary at the

expense of the building site
owner.

    The Developer, his successors and assigns,
shall have the right

to enter a building site at any time for the purpose
of preventing and

arresting undue erosion at the expense of the building
site owner if

the building site owner or his designated contractor is
unwilling or

unable to prevent such erosion.

24.  

CONSTRUCTION MATERIAL WASTE

    At each building site,
excess material and waste from

construction shall be gathered and
disposed of regularly in a lawful

fashion.  No building site shall
be used or maintained at anytime for

a dumping ground.

25. 
DRIVEWAYS.

    Driveways shall be constructed of concrete,
asphalt or other

material as approved by the Architectural Control
Committee.


                           
28






26.  NUISANCES AND
TRASH.

         

A.   No noxious or offensive trade or activities
shall

      be carried on in said subdivision,
nor shall anything be done

      therein or
thereon which may be or become an annoyance
or

      nuisance to the
neighborhood.

          
B.   No  structure  of  a  temporary 

character,  trailer,

      basement, shack,
garage, barn or other outbuilding shall be

     
erected  or  placed  on  any  building  site 

at  any  time, 

      except
during  the  construction  period,  without 

approval  of     


      the Architectural Control
Committee.  No unattached garage or
out

      building  shall  be 
approved  by  the  Architectural 

Control

      Committee unless it is compatible
with the existing single

      family dwelling
on the premises and is of comparable
quality

      and
construction.

          
C.   No animals, livestock or poultry of any kind
shall

      be  raised,  bred 

or  kept  on  any  building  site  in 
said

      subdivision except dogs and cats and
other common pet animals,

      and not for any
commercial
purposes.

          

D.   All weeds shall be kept cut on sold vacant
building

      sites, and no such vacant
building sites shall be permitted

      to fall
into an unsightly condition, except that the
building

      site owner shall not be obligated
to clear natural wooded

      areas of brush and
undergrowth.  No building site shall
be

      used or maintained as a dumping ground
for rubbish, and all

      trash, 

garbage  or  other  waste  shall  be  kept 
in  sanitary

      containers.  

Any vacant building site which falls into
an


                              
29

,unsightly condition may be mowed or cleaned up by the Developer at
the

expense of the owner.

    E. No permanent
fence, antenna, satellite dish, mail box and

above ground swimming pool,
shall be constructed without the prior

approval of the Homeowner's
Association.

27.  VEHICLES.

    No building
site owner or occupant shall permit any truck,

commercial vehicle, boat
or trailer, including without limitation,

cargo trailer, campers, house
trailers, mobile homes or carryalls, to

be  parked  or stored
on the building  site,  in the  driveway  or  in 

the

street in front of or alongside of the building site.  This
shall not

prevent the building site owner or the occupant from storing a
truck,

commercial vehicle, boat or trailer owned by such owner or
occupant,

or used by him in his business in any garage on the
premises.  No

derelict vehicles shall be kept or stored on any
building site.

28.  SIDEWALKS.      
.

    After the construction of the sidewalk in front of a
building

site and acceptance by the City Engineer or his representative,
the

building site owner shall be responsible for replacing at his
own

expense, any broken section.

29.  DURATION OF
RESTRICTION.

    The aforesaid covenants shall run with
the land and shall be

binding upon all parties and all persons claiming
under them
for


                             

30


a period of twenty-five (25) years from the date these
covenants

are  recorded,  after  which  time 
said  covenants  shall  be

automatically extended for
successive periods of ten (l0) years,

unless an instrument rescinding or
modifying these covenants which

is signed by more than seventy-five 

(75%)  percent of  the then

record owners of the building sites
delineated in the First Plat,

this Second Addition, and any other plats
of said North Lake Shore

Subdivision development, shall be recorded in
the office of the

Recorder of Deeds of Sangamon County, Illinois. 
Each building site

shall have one vote, agreeing to change or rescind
said covenants

in  whole  or  in  part.  

No  amendment  to  these  covenants 
and

restrictions  shall  operate-to  terminate 

the  existence  of  the

Homeowners' 
Association,  nor  shall  it  relieve  the 

Homeowners'

Association from  its  obligations 
hereunder  to  assess  fees  and

maintain all water
retention facilities, drainage facilities, non-

private utility easements
and boulevards as set forth in this plat

and subsequent plats for North
Lake Shore Subdivision.

30.  REMEDIES FOR
VIOLATION.

     In  the  event 

of  a  violation  or  breach  of  any 
of  these

covenants and restrictions by any person or entity subject
to such

covenants and restrictions, a person or entity enjoying the
benefit

of these restrictions shall have the right to proceed in a
judicial

action at law or in equity to compel compliance with the terms
of

these  covenants  and  restrictions,  or to
prevent the  breach  or   o

violation of them. 

Developer shall, in addition, have the
right




                            
31

to such compensation for actual expenses incurred as a result
of

any such broach or violation.

31.  
SEVERABILITY.

      Invalidation of one of these
covenants or restrictions by

judgment or other order shall not in any
manner affect any of the

other covenants, which shall remain in full
force and effect.

     IN WITNESS WHEREOF, Marine
Bank of Springfield, as Trustee

under the provisions of a Trust Agreement
dated November l, 1988

and known as Trust No. 531503-7, has caused this
instrument to be

executed  by  its  duly 

authorized  officers,  this      day 
of

                                
,  1993
.


                                  
MARINE BANK OF SPRINGFIELD,
AS
                                  
TRUSTEE under the provisions
of
                                  

a Trust Agreement dated
November
                                  
l, 1988 and known as Trust
No.
                                  
531503-7


(Corporate
Seal)                  
BY:
                                      
Trust
Officer


ATTEST:

By:
Its:




                                                                                         
.




                               
3Z



                 

,                    


a period of twenty-five (25) years from the date these
covenants

are  recorded,  after  which  time 
said  covenants  shall  be

automatically extended for
successive periods of ten (l0) years,

unless an instrument rescinding or
modifying these covenants which

is signed by more than seventy-five 

(75%)  percent of  the then

record owners of the building sites
delineated in the First Plat,

this Second Addition, and any other plats
of said North Lake Shore

Subdivision development, shall be recorded in
the office of the

Recorder of Deeds of Sangamon County, Illinois. 
Each building site

shall have one vote, agreeing to change or rescind
said covenants

in  whole  or  in  part.  

No  amendment  to  these  covenants 
and

restrictions  shall  operate to  terminate 

the  existence  of  the

Homeowners' 
Association,  nor  shall  it  relieve  the 

Homeowners'

Association from  its  obligations  hereunder
to  assess fees  and

maintain all water retention facilities,
drainage facilities, non-

private utility easements and boulevards as set
forth in this plat

and subsequent plats for North Lake Shore
Subdivision.

30.  REMEDIES FOR
VIOLATION.

     In  the  event 

of  a  violation  or  broach  of  any 
of  these

covenants and restrictions by any person or entity subject
to such

covenants and restrictions, a person or entity enjoying the
benefit

of these restrictions shall have the right to proceed in a 

judicial

action at law or in equity to compel compliance with the terms
of

these covenants  and  restrictions,  or to prevent
the  breach  or

violation of them.  Developer shall, in
addition, have the
right




                            

31

to such compensation for actual expenses incurred as a result
of

any such broach or violation.

31.  
SEVERABILITY.

      Invalidation of one of these
covenants or restrictions by

judgment or other order shall not in any
manner affect any of the

other covenants, which shall remain in full
force and effect.

     IN WITNESS WHEREOF, Marine
Bank of Springfield, as Trustee

under the provisions of a Trust Agreement
dated November l, 1988

and known as Trust No. 531503-7, has caused this
instrument to be

executed  by  its  duly 

authorized  officers,  this      day 
of

                                
,  1993
.


                                  
MARINE BANK OF SPRINGFIELD,
AS
                                  
TRUSTEE under the provisions
of
                                  

a Trust Agreement dated
November
                                  
l, 1988 and known as Trust
No.
                                  
531503-7