Oakwood | Hickory | Remington | Knickerbocker | Cloudcrest | Duplexes | Russell | Oaktree Pointe | Roundtree
West Saddleback | East Saddleback | Block 17 | South Saddleback | Summer Tree | Block 26

KNICKERBOCKER VILLAGE COVENANT

CERTIFICATE OF DEDICATION

GILCREASE HILLS, VILLAGE II, BLOCK 3

(as amended Oct. 20, 1993 & Nov. 16, 1995)

KNOW ALL MEN BY THESE PRESENTS:

That GILCREASE HILLS DEVELOPMENT CORPORATION, an Oklahoma Corporation (hereinafter sometimes called "Grantor"), is the owner of the following described real estate:

All that part of the Northwest Quarter (NW/4) of the Southwest Quarter (SW/4), Section Twenty-seven (27), Township Twenty (20) North, Range Twelve (12) East, of the Indian Base & Meridian, Osage County, Oklahoma, being more particularly described as follows, to wit:

COMMENCING at a point in the North line of the SW/4 of Section 27, said point being 233.7 feet South 89N 12' 01" East, of the northwest corner of the said SW/4 of said Section 27, being the point of beginning; Thence South 89N12'01" East, along the North line of the SW/4 of Section 27, a distance of 126.31 feet to a point for a corner, said point being in the centerline of North 24th West Avenue; thence South 0N 09' 35" West, along the centerline of North 24th West Avenue, a distance of 364.84 feet to the point of beginning of a circular curve to the left having a radius of 600.00 feet and a tangent length of 180.87 feet; Thence along said curve through a central angle of 33N 33' 05" and an arc length of 351.35 feet to the point of tangency; thence South 33N 23' 30" East, a distance of 326.27 feet to the point of beginning of a circular curve to the right having a radius of 360.00 feet and a tangent length of 109.72 feet; Thence along said curve through a central angle of 33N 54' 02" and an arc length of 213.00 feet; thence South 0N 30' 32" West, a distance of 78.18 feet to a point for a corner; Thence North 89N 04' 34" West, departing from the centerline of North 24th West Avenue, a distance of 657.42 feet to a point for a corner; thence North 0N 30' 32" East, a distance of 929.26 feet to a point for a corner; thence South 89N 12' 01" East a distance of 183.71 feet to a point for a corner; thence North

0N 30' 32" East, a distance of 3131.06 feet to the POINT OF BEGINNING and CONTAINING 485,218 square feet or 11.139 acres of land, more or less.

and has caused the same to be surveyed, staked, platted and subdivided into lots, blocks, and streets, and designated the same as Gilcrease Hills, Village II, Block 3, a subdivision in Osage County, Oklahoma (hereinafter called "the Subdivision").

EASEMENT GRANTS

The Grantor hereby dedicates for public use the public streets as shown on said plat. All streets shown on said plat as "private" streets are hereby reserved for subsequent conveyance to the Gilcrease Hills Townhouse I Association (hereinafter called "Townhouse Association"), subject to an easement of use and enjoyment by all parties owning lots in the Subdivision. No vehicular ingress and egress shall be permitted over, through, and across any property or area designated on the above-described plat as "limits of no access"; provided, however, that points of access or a portion thereof may be released, changed or altered with the approval of the governmental authority having jurisdiction thereof.

Grantor further dedicates to the public use forever easements and rights-of-way as shown and designated on said plat for the several purposes of constructing, maintaining, operating, repairing, removing, and replacing any and all public utilities, including storm and sanitary sewers, telephone lines, electric power lines and transformers, community antenna, television lines and amplifiers, gas lines and water lines, together with all fittings and equipment therefore including any wires, conduits, pipes, valves, meters, and any other appurtenances thereto, with the right of ingress upon said easement and rights-of-way for the use and purposes aforesaid, together with similar rights in each and all of the public streets shown on said plat; PROVIDING, HOWEVER, that the Grantor hereby reserves the right to construct any and all such utilities and systems, and to maintain operate, repair, remove or replace any and all such utilities and systems, together with the right of ingress and egress therefore over, across, and along all of the public streets shown in said plat, and over, across and along all strips of land included within the easements shown thereon, both for the purpose of furnishing said utilities and systems to the Subdivision and to any other area.

RESTRICTIVE COVENANTS

For the purpose of providing an orderly development of the Subdivision and for the further purpose of providing adequate restrictive covenants for the mutual benefit of the Grantor and its successors in title (hereinafter called "Owner" or "Owners") to those parts of Subdivision numbered 1 through 113 on said plat (hereinafter called "Lots") Grantor does hereby impose the following restrictions and reservations and create the following easements to which it shall be incumbent upon Owners to adhere, to wit:

1. Land Use. All Lots, except Lot 113, shall be developed and maintained solely for residential purposes, and such development shall be limited to townhouse dwellings, the ground floor of the main structure of which, exclusive of open porches and garages, is not less than 850 square feet in area for a one-story dwelling, nor less than 425 square feet for a one and one-half story dwelling, nor less than 425 square feet for a two-story dwelling. No dwelling shall be constructed on any parcel or property containing less than 1300 square feet.

Title to Lot 113 (hereinafter called the "Common Area"), is reserved by Grantor for subsequent conveyance to the Gilcrease Hills Area Association (hereinafter called "Area Association", subject to an easement for use and enjoyment by Owners. In the event the Area Association shall either cease to exist or shall fail to maintain said Common Area, title thereto shall immediately vest in the Townhouse Association. The Area Association shall not construct or permit to construction of any improvements thereon; provided, however, nothing herein contained shall be constructed to prohibit construction of bridle paths or similar recreational facilities not requiring the construction of buildings, or similar man-made edifices which detract from the natural topography and landscaping thereof.

The Subdivision was processed as Planned Unit Development No.106, Lots 1 thru 113 of KNICKERBOCKER TOWNHOUSES, pursuant to Sections 910-970.8 of Title 42, Revised Ordinances of the City of Tulsa, as the same existed on July 7, 1971, which Planned Unit Development No. 106 was approved by the Tulsa Metropolitan Area Planning Commission on July 7, 1971. The total number of dwelling units in the Subdivision shall not exceed 112 as approved on Planned Unit Development No. 106. The permitted density, required livability space, and required off-street parking shall be regulated by Sections 940.2, 940.3 and 960 of Title 42, Revised Ordinances of the City of Tulsa, as the same existed on July 7, 1971.

2. Construction Guidelines. Each dwelling shall have covered carports containing sufficient space for at least two (2) cars. All roofs having a pitch of 3:12 or greater shall be restricted to cedar shakes or shingles or composition shingles, provided, however, certain now existing and future types of synthetic or natural roofing materials may be used upon the written consent of the Architectural Review Committee of the Gilcrease Hills Homeowners Association. Composition shingles shall be restricted to a dark grey weathered wood color and shall not be less than a minimum weight of 240 pounds per square. Plain concrete block shall not be used as a principal exterior material. Colors, materials and finishes shall be coordinated on all exterior elevations of the building to achieve total continuity of design. Gutters and down-spouts are to be painted to match the surface to which attached unless used as a major design element, in which case the color is to be consistent with the color scheme of the building.

3. Fencing. No Fence shall be constructed on any Lot or on the Common Area without the prior written approval of the Gilcrease Hills Area Association Architectural Control Committee (hereinafter called "Architectural Committee"), created pursuant to the provisions of paragraph 18 hereof. The Architectural Committee shall exercise complete control of the types, locations, materials, finishes, colors and heights of all fences.

4. Clotheslines and Storage. No clotheslines shall be placed on any Lot in a location visible from neighboring property or within the pubic view. No lumber, metals, or bulk materials shall be kept, stored, or allowed to accumulate on any Lot or the Common Area except building or other materials to be used in connection with the work of construction, alteration, or improvement approved in accordance with the terms hereof.

5. Electrical and Telephonic Utilities, etc. Electrical and telephonic utilities and all community antenna television cables, including all supply lines (all of which electrical, telephonic and television installations are hereinafter collectively called "cable facilities", shall be located underground in the easements hereinbefore dedicated for such purposes. All electric transformers and service pedestals shall be located in the said easements at locations approved by the Grantor or the Architectural Committee; they shall be of the on-ground, weatherproof, completely enclosed type. All existing utility lines, poles, transformers and appurtenances shall be excepted from the provisions of the paragraph. Street light poles or standards shall be served by underground cable. Underground cable facilities to a particular dwelling may be run from the nearest service pedestal or transformer to the point of usage determined by the location and construction of the dwelling, provided that upon the installation of such a cable facility to a particular dwelling, the supplier of such service shall thereafter be deemed to have a definitive, permanent, effective and exclusive right-of-way easement on said Lot, covering a five-foot strip extending 2.5 feet on each side of such cable facility, extending from the service pedestal or transformer to the service entrance on said dwelling. Such supplier shall at all times have right of access to all easements granted herein for the purpose of installing, maintaining, removing or replacing any portion of its facilities. Each Owner shall be responsible for the protection of the underground cable facilities located on his Lot and shall prevent the alteration of grade or any construction activity which may interfere with said cable facilities. Repairs or costs of relocation required by violation of this covenant shall be paid for by the Owner of such Lot. This covenant shall be enforceable by the suppliers of such cable facilities and the Owner of each Lot agrees to be bound hereby.

6. Antennae and Rooftop Appliances. No towers, antennas, aerials, or other facilities for the reception or transmission of radio or television broadcasts or other means of communication shall be erected and maintained or permitted to be erected or maintained on any Lot, except by installations inside of structures constructed on said Lot, or by underground conduits, provided however, this provision shall not be construed to prohibit the construction of a master antenna tower to be used in connection with any community antenna television system operating within the Subdivision. In addition to the architectural control to be exercised pursuant to the terms hereof, appliances or installations or any mechanical equipment upon the roofs of structures shall not be permitted unless they are installed in such a manner that they are not visible from the neighboring property or adjacent streets.

7. Party Walls. Each wall which is built as a part of the original construction of the homes within the Subdivision and placed on the dividing line between Lots shall constitute a party wall, and, to the extent not inconsistent with the provisions hereof the general rules of law regarding party walls and liability for property damage due to negligence or willful acts or omissions shall apply thereto. The cost of reasonable repair and maintenance of a party wall shall be shared by the Owners who make use of the wall in proportion to such use. If a party wall should be destroyed or damaged by fire or other casualty, any Owner who has used the wall may restore it, and if the other Owners thereafter make use of the wall, they shall contribute to the cost of restoration thereof in proportion to such use, without prejudice, however, to the rights of such Owners to call for a larger contribution from the others under any rule of law regarding liability for negligent or willful acts or omissions. Notwithstanding any other provisions of the paragraph 7, an Owner who by this negligent or willful act causes the party wall to be exposed to the elements shall bear the whole cost of furnishing the necessary protection against such elements. The right of any Owner to a contribution from any other Owner under this paragraph 7 shall be appurtenant to the land and shall pass to such Owner's successors in title. In the event any dispute arises concerning a party wall, or under provision of this paragraph 7, each party shall choose one arbitrator, and such arbitrators shall choose one additional arbitrator, and the decision shall be by a majority of all arbitrators so chosen. Such decisions shall be binding upon all parties to the dispute.

8. Landscaping Guidelines. Each Owner shall maintain the slopes on his Lot at the slope and pitch by the finished grading thereof, including watering and planting of the slopes. A framework of landscaping elements has been conceived for the Subdivision based on a total design concept, which will blend with and enhance the existing elements. Individual expression is encouraged when based upon the following criteria:

(a) Whenever existing growth is pleasing and in good condition, it shall be saved and utilized.

(b) Landscape elements shall be of the "long-lived" variety. Short-lived materials can be utilized, but only as a supplement to longer-lived elements.

(c) Landscape elements shall relate to architectural design elements. Landscape materials are considered to be a strong unifying elements, and, therefore, shall reflect the physical, functional, and esthetic qualities of the site.

(d) Simple palettes of materials and simple compositions are recommended to achieve park-like design quality.

(e) Extensive horizontal and vertical surfaces comprised of singular materials shall be modulated or interrupted by foliage masses.

(f) Tree, both lines and masses, shall be utilized to enclose and subdivide exterior spaces relative to each individual site.

9. Maintenance and Exterior Care of Dwelling Units. The Townhouse Association shall perform all maintenance and repairs required with respect to all private streets shown on the plat, including any repairs necessitated by reason of damage to such private streets occasioned by the repair of water lines located thereunder. The Townhouse Association shall perform all maintenance required with respect to the Common Area. By acceptance of title to the private streets and the Common Area, the Townhouse Association agrees to perform all maintenance and repairs required by this paragraph 9.

In addition to required maintenance upon the Common Area and private streets, the Townhouse Association shall provide exterior maintenance upon each Lot which is subject to assessment hereunder, as follows: maintenance of unfenced lawns in front of the dwelling units and painting exterior building surfaces. The Association shall not be responsible for maintaining or repairing roofs, fences enclosing yards, carports, patios, backyard sidewalks or utility rooms. Such exterior maintenance shall not include glass surfaces, nor shall such exterior maintenance include the care of lawns and shrubs within fenced enclosures surrounding dwelling units on Lots subject hereto.

In the event that the need for maintenance or repair is caused through the willful or negligent act of the Owner, his or her family, guests, or invitees, the cost of such maintenance or repairs shall be added to and become a part of the assessment to which such Lot is subject.

The Owner of each Lot shall keep all parts of the same which are not subject to maintenance by the Townhouse Association free from rubbish, litter, and noxious weeds. All trash, garbage, or rubbish and litter shall be kept in containers adequate for the purpose and shall be stored on the Lot in such a manner as to be out of public view until such day as is designated for collection of such material.

All landscaping from time to time placed upon the Lot in accordance with the terms hereof shall be maintained in good condition and repair at all times. Each Lot shall be subject to an easement for access to make reasonable repairs on adjoining Lots and structures thereon; provided, however, that:

(a) Any damage caused by such entry upon a Lot or upon any adjoining property shall be repaired at the expense of the Owner whose property was the object of the repair work which caused the same;

(b) Any such entry shall be made only at reasonable times and with as little inconvenience as possible to the Owner of the entered Lot; and

(c) In no event shall said easement be deemed to permit entry into the interior portions of any residence.

In addition to any other remedies available at law or in equity, the Gilcrease Hills Homeowners Association (hereinafter called "Homeowners Association") or the Townhouse Association may correct any breach of this restrictive covenant and assess the cost of such correction to the Owner as a part of the annual maintenance assessment provided for in paragraph 16 hereof. Once assessed, such costs shall be a part of such maintenance assessment and shall be collectible in the same manner and subject to the same remedies as such assessment.

10. Automobiles, Boats and Trailers. Except as expressly hereinafter provided, no Lot shall be used as a parking, display or accommodation area for any type of motor vehicle, boat, trailer, camper, or motor-driven cycle, the purpose of which parking, display, or accommodation is either storage or the performance of any activity thereon such as, but not limited to, maintenance, repair, rebuilding, dismantling, repainting, or servicing of any kind, except as hereinafter provided. Such storage or activities may be performed within structure located on the Lot which screen the sight and sound of the activities from the street and from adjoining property in such a manner so as to have the storage or activity out of the public view. The foregoing restriction shall not be deemed to prevent the washing or polishing of such motor vehicles, boats, trailers, campers, or motor-driven cycles, together with those activities normally incident or necessary to such washing and polishing, nor shall it be deemed to prevent the parking and storage of motor vehicles, boats, trailers or motor-driven cycles in any carport located on any Lot within the subdivision. No boat, trailer, camper, truck, or commercial vehicles shall be parked at any time on or in front of any Lot in an area visible from adjoining property or in the public view, except as such parking necessary to make commercial deliveries.

11. Signs. No sign or other advertising device of any nature whatsoever shall be placed or maintained upon any Lot, except neatly painted "For Sale", "For Rent", or "Open for Inspection" and such other signs as may be authorized by the Architectural Committee. All signs shall be subject to regulation by the Architectural Committee. It's written approval must be obtained before any signs, whether or not authorized herein, may be erected on any Lot. Notwithstanding the foregoing, however, Grantor or its designees may erect and maintain upon any Lot or Lots such signs and other advertising devices as it may deem necessary in connection with the conduct of its business of development, subdivision and sale of Lots or other real property owned by Grantor or its designees; provided, however, that Grantor's rights to conduct such advertising shall expire fifteen (15) years from the date hereof.

12. Nuisances. No noxious, noisesome, or offensive activities shall be carried on upon any Lot, nor shall anything be done or kept thereon which may be or become an annoyance or nuisance to the Owners or occupants of any one or more neighboring Lots.

13. Animals. No animals, livestock, poultry, bees, or other insects, except domestic dogs, cats, and household pets in reasonable number (which number shall not exceed two (2) unless specifically authorized by the Townhouse Association) shall be kept on any Lot. Household pets shall not be kept, bred, or raised for commercial purposes. No animal shall be permitted to run loose unless accompanied by or under the control of the owner thereof.

14. Commercial Activities Prohibited. Lots shall not be used for or in connection with the conduct of any trade, business, profession, or commercial activity of any kind or nature whatsoever. No building upon the Common Area shall be used in the conduct of any real estate business, as an office or otherwise, except that Grantor or its designees may maintain model homes and real estate offices for the purpose of selling any Lot or Lots (improved or unimproved) subject hereto and other real property owned by Grantor or persons designated by Grantor; provided, however, that the rights of Grantor to conduct such commercial activities shall expire fifteen (15) years from the date hereof.

15. Temporary Buildings. Except in connection with the preceding paragraph 14, no temporary residence, structure or shelter of any kind shall be maintained on any Lot, nor shall any Lot be used for residential purposes; provided, however, Grantor may erect and maintain temporary buildings used only for construction and administration purposed incidental to the initial construction of improvements and dwellings within the Subdivision. All temporary buildings permitted hereunder shall be promptly removed upon the completion of the original sale of Lots or houses in the Subdivision owned by Grantor or persons designated by Grantor.

16. Membership in Associations.

(a) Every Owner shall have a right and easement of enjoyment in and to the Common Area which shall be appurtenant to and shall pass with the title to every Lot, subject to the following provisions:

(i) The right of the Home Owners Association and the Townhouse Association to charge reasonable admission and other fees for the use of any recreational facility situated upon the Common Area;

(ii) The right of the Home Owners Association and the Townhouse Association to suspend the voting rights and right to use the recreational facilities by an Owner for any period during which any assessment against his Lot remains unpaid; and for a period not to exceed sixty (60) days for any infraction of its published rules and regulations;

(iii) the right of the Home Owners Association to dedicate or transfer all or any part of the Common Area to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the members. No such dedication or transfer shall be effective unless an instrument signed by two-thirds (2/3) of the members of the Home Owners Association or the Townhouse Association agreeing to such dedication or transfer has been recorded. Any Owner may delegate in accordance with the Bylaws, his right of enjoyment to the Common Area and facilities thereon to the members of his family, his tenants, or contract purchasers who reside on his Lot.

(b) Every Owner of a Lot which is subject to assessment shall be a member of the Home Owners Association and the Townhouse Association. Membership shall be appurtenant to and may not be separated from ownership of any Lot which is subject to assessment.

(c) Creation of Obligation to Pay Assessments and Lien to Secure Payment. The Owner of any Lot within the Subdivision, by acceptance of a deed therefore, whether or not it shall be so expressed in any such deed or other conveyance, shall be deemed to agree to pay to the Townhouse Association: (i) annual assessments or charges, and (ii) special assessments for capital improvements, such assessments to be fixed, established and collected from time to time as hereinafter provided. The annual and special assessments together with such interest, costs of collection thereof and reasonable attorney's fees, shall be the personal obligation of the person who was the Owner of such Lot at the time the assessment fell due, and the annual assessment shall be a charge on the Lot against which each such assessment is made and a continuing lien thereupon.

(i) Purpose of Assessments. The assessments levied by the Townhouse Association shall be used exclusively for the purpose of promoting the recreation, health, and welfare of the residents of the Subdivision and in particular for the improvement and maintenance of the Common Area and facilities thereon, the private streets in the Subdivision, exterior painting of residential dwelling units on Lots, and services and facilities devoted to this purpose and related to the use and enjoyment of the Common Area and of the residences upon the Lots. Maintenance by the Townhouse Association shall be limited as set forth in Section 9 above. The Townhouse Association shall not be responsible for repairs necessitated by acts of negligence or omission by Owners, but shall have the right, at the sole option of the Board of Directors, to make such repairs, assessing the costs thereof to the Owner for whom such repairs are made. The Townhouse Association specifically shall not be responsible for extraordinary repairs necessitated by storms, floods, hail, wind, tornados, fire, civil disobedience, riots, or other Acts of God."

(ii) Basis and Maximum of Annual Assessments. From January 1, 1996 until December 31, 2000, the maximum assessment shall be fixed at Forty Dollars ($40.00) per Townhouse dwelling unit per month, being Four Hundred Eighty Dollars ($480) per year.

(A) From and after December 31, 2000, the maximum annual assessment may be decreased to the maximum rate in effect on December 31, 1995, that being Twenty-five Dollars ($25).

(B) From and after December 31, 2000, the annual assessment may be increased effective January 1 of each year without a vote of the Owners, in an amount equal to the proportionate percentage increase, if any, in the Bureau of Labor Statistics, Unites States Department of Labor, Consumer Price Index (City Average) or any successor of such index, for the month of July next preceding said January 1 over the index for the preceding month of July, and an amount equal to any increase of the annual assessment of the Home Owners Association.

(iii) Special Assessments for Capital Improvements. In addition to the annual assessments authorized above, the Townhouse Association or the Home Owners Association may levy in an assessment year a special assessment applicable to the year only, for the purpose of defraying, in whole or in part, the cost of any construction or reconstruction, unexpected repair or replacement of a described capital improvement upon the Common Area or any recreational area maintained by the Home Owners Association including the necessary fixtures and personal property related thereto after approval thereof by the vote of two-thirds (2/3) of each class of Owners attending a meeting called for the purpose.

(iv) Notice and Quorum for Any Action Authorized Under (ii) and (iii). Written notice of any meeting called for the purpose of taking any actions authorized under (ii) and (iii) shall be sent to all members not less than fifteen (15) days or more than thirty (30) days in advance of the meeting. At the first such meeting called, the presence of members or of proxies entitled to cast sixty percent (60%) of all the votes of each class of membership shall constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same notice requirement, and the required quorum at the subsequent meeting shall be one-half (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than sixty (60) days following the preceding meeting.

(v) Uniform Rate of Assessment. Both annual and special assessments must be fixed at a uniform rate for all Lots and may be collected on a monthly basis.

(vi) Date of Commencement of Annual Assessments; Due Dates. The annual assessments provided for herein shall commence as to each Lot on the first day of the month following completion of construction of the dwelling unit located thereon. The first annual assessment shall be adjusted according to the number of months remaining in the calendar year. The Board of Directors of the Townhouse Association shall fix the amount of the annual assessment against each Lot at least thirty (30) days in advance of each annual assessment period and shall establish the due dates thereof. Written notice of the annual assessment shall be sent to every Owner subject thereto. The Townhouse Association shall upon demand at any time furnish a certificate in writing signed by an officer of the Townhouse Association, setting forth the assessment due and unpaid, if any, on a specified Lot. A reasonable charge may be made for the issuance of these certificates. Such certificate shall be conclusive evidence of payment of any assessment therein said to have been paid.

(vii) Effect of Non-Payment of Assessment Remedies. Each regular assessment and each special assessment shall be separate, distinct and personal debt and obligations of the Owner or Owners of the Lots against which the same are assessed. In the event of a default or defaults in payment of any such assessment or assessments and in addition to any other remedies herein or by law provided, each the Townhouse Association and the Homeowners Association may enforce each such obligations follows:

(A) By suit or suits at law to enforce each such assessment obligation. Each such action shall be brought in the name of the Townhouse Association, or Homeowners Association, as the case may be, on behalf of all the Owners. Any judgment rendered in any such action shall include, where permissible under any law, a sum for reasonable attorneys' fees in such amount as the court may adjudge against such defaulting Owner. Upon full satisfaction of any such judgment, it shall be the duty of the Townhouse Association or the Homeowners Association, as the case may be, by an authorized officer thereof to execute and deliver to the judgement debtor an appropriate satisfaction thereof.

(B) At any time within ninety (90) days after the occurrence of any such default with respect to annual assessments, the Townhouse Association may give notice to the defaulting Owner, which said notice shall state the date of the delinquency, the amount of the delinquency, and make a demand for a payment thereof. If such delinquency is not paid within ten (10) days after delivery of such notice, the Townhouse Association may file in the office of the County Clerk of Osage County, Oklahoma, a claim evidencing the lien provided for in this subparagraph 16 (c) against the Lot of such delinquent Owner. Such claim shall state (1) the name of the delinquent Owner; (2) a description of the Lot against which claim of lien, if any, is made; (3) the amount claimed to be due and owing; (4) that the lien, if any, is asserted by the Townhouse Association pursuant to the terms of this Certificate of Dedication (giving the date of execution and the date, book and page references of the recording thereof in the Office of the County Clerk of Osage County, Oklahoma); and (5) that a lien, if any, is claimed against the described Lot in an amount equal to the amount of the said delinquency. Any such claim shall be signed and acknowledged by any two (2) or more members of the Board of Directors of the Townhouse Association and shall be dated as of the date of the execution of the last such Board member to execute said claim. The filing of a claim of lien as herein provided shall be deemed a perfection of such lien and shall make such lien superior to all other claims except as herein provided. The lien may be foreclosed by appropriate action in court or in the manner provided by law for the foreclosure of a mortgage under power of sale. In the event foreclosure is by action in court, reasonable attorneys' fees shall be allowed to the extent permitted by law. In the event the foreclosure is as in the case of a mortgage under power of sale, any person designated by the Townhouse Association in writing shall be deemed to be acting as the agent of the lienor and shall be entitled to actual expenses and such fees as may be allowed by law or as may be prevailing at the time the sale is conducted.

(viii) Mortgage Protection.

(A) Any lien created upon a Lot pursuant to this paragraph, 16 (c), shall be subject and subordinate to, and shall not affect the rights, of the holder of the indebtedness secured by any recorded first mortgager or deed of trust (meaning a mortgage or deed of trust with first priority over other mortgages or deeds of trust) upon any such Lot made in good faith and for value; provided, however, that in the event of foreclosure of any such mortgage or deed in trust, any lien perfected by filing as provided in subparagraph 16 (c) (viii)

(viii) (B) above shall survive such foreclosure and shall attach to theinterest taken by any purchaser at a foreclosure sale, and shall thereafter have the same effect and be enforced in the same manner as provided herein; (B) No amendment to this paragraph shall affect the rights of the holder of any such mortgage or deed of trust recorded prior to adoption of such amendment who does not join in the execution thereof; (C) By subordination agreement executed by a majority of the Board, the benefits of subparagraphs 16 (c) (viii) (A) and 16 (c) (viii) (B) may be extended to mortgages or deeds of trust not otherwise entitled thereto. (D) Copies of Documents. The Articles of Incorporation, Bylaws, and rules and regulations of the Townhouse Association and the Gilcrease Hills Homeowners Association may be examined at the offices of the Gilcrease Hills Homeowners Association at 1919 W. Seminole, Tulsa, Oklahoma.(D) Copies of Documents. The Articles of Incorporation, Bylaws, and rules and regulations of the Townhouse Association and the Gilcrease Hills Homeowners Association may be examined at the offices of the Gilcrease Hills Homeowners Association at 1919 W. Seminole, Tulsa, Oklahoma.

17. Compliance with Laws. Each Owner shall promptly comply with all laws, statutes, ordinances, rules, and regulation of federal, state or municipal governments or authorities applicable to use, zoning and occupancy of and construction and maintenance of improvements on the Lots and any additions thereto.

18. Architectural Control. No building, residence, fence, wall, or other structure or landscaping shall be commenced, erected, or maintained upon any Lot in the Subdivision, nor shall any exterior addition to or change or alteration therein, or change in the exterior appearance thereof, change in landscaping be made until specifications showing the nature, kind, shape, height, materials, color, and location of the same shall have been submitted to and approved in writing as to harmony of exterior design and location in respect to surrounding structure and topography by an Architectural Control Committee (the "Architectural Committee") composed of three (3) or more representatives appointed as provided in the Bylaws of the Area Association. Copies of Architectural Guidelines promulgated by the Architectural Committee are available at the office of the Grantor.

19. Approvals, Variances, and Waivers. The Architectural Committee shall have the exclusive right to grant approvals required by the restriction and to waive or vary the restrictions in particular aspects whenever, in its opinion, such waiver or variance is in the best interests of the Owners in the Subdivision.

20. Enforcement. Except as expressly otherwise provided herein, the Home Owners Association, the Area Association, the Townhouse Association, (herein collectively called "the Associations") or any Owner shall have the right to enforce, by any proceeding at law or in equity, all restrictions, conditions, covenants, reservations, and charges now or hereafter proposed by the provision hereof. Failure by the Associations or by any Owner to enforce any covenants or restrictions herein contained shall in no event by deemed a waiver of the right to do so thereafter. The City of Tulsa (unless the Subdivision shall be annexed to any other municipality, in which event , that municipality to which the Subdivision shall be annexed), acting by and through any appropriate government agency or appropriate official, shall have the right to enforce any land use restriction set forth in paragraph 1 hereof or to which the Subdivision may be subject pursuant to Planned Unit Development No. 106.

21. Severability. Invalidation of any of these covenants or restriction by judgement or court order shall in no way affect any other provision which shall remain in full force and effect.

22. Amendment. Covenants and restrictions contained in this Certificate of Dedication shall run with and bind the land, and shall inure to the benefit of and be enforceable by the Associations, or the owner of any Lot, their legal representatives heirs, successors, and assigns, for a term of forty (40) years from the date this Certificate of Dedication is recorded, after which time said covenants shall be automatically extended for successive periods of ten (10) years. The covenants and restrictions of this Certificate of Dedication may be amended during the first forty (40) year period by an instrument signed by the Owners of no less than eighty percent (80%) of the Lots in the Subdivision, and thereafter by an instrument signed by the Owners of not less than seventy-five percent (75%) of said Lots. Any such amendment must de duly recorded to be effective.

23. FHA-VA Approval. As long as Grantor owns any of the Lots, amendment of this Certificate will require the prior approval of the Federal Housing Administration or the Veterans Administration.

24. Inapplicability to Property of Public Entity. The provision hereof shall be inapplicable to any property now owned or hereafter acquired by the State of Oklahoma or any political subdivision thereof.

IN WITNESS WHEREOF, the undersigned, being the Grantor herein, has hereunto set its hand and seal this 29th day of July, 1971.

GILCREASE HILLS DEVELOPMENT CORPORATION

By Burt McIntosh

Vice President

"Grantor"

ATTEST:

Linda M. Williams

Secretary

(SEAL)

STATE OF OKLAHOMA)

) ss.

COUNTY OF TULSA )

On this 29th day of July , 1971, before me, the undersigned, a Notary Public in and for the County and State aforesaid, personally appeared Burt McIntosh ,

to me known to be the identical person who subscribed the name of GILCREASE HILLS DEVELOPMENT CORPORATION, to the foregoing Certificate of Dedication as its Vice President, and acknowledged to me that he executed the same as his free and voluntary act and deed and as the free and voluntary act and deed of such corporation, for the uses and purposes therein set forth.

Given under my hand and seal of office the day and year last

above written.

William C. White

Notary Public

My commission expires:

May 21, 1975

(SEAL)

CERTIFICATE OF SURVEY

I, the undersigned, WHIT Y. MAUZY, JR., Registered Land Surveyor in the Sate of Oklahoma , do hereby certify that I have carefully and accurately surveyed and staked the above described

real estate and premises dedicated as Gilcrease Hills, Village II, Block 3, a subdivision in Osage County, State of Oklahoma; that iron pins have been place on all corners and that the above plat is a true representation of said survey.

Dated this 29th day of July, 1971

Whit Y. Mauzy, Jr.

Registered Land Surveyor

STATE OF OKLAHOMA)

) ss.

COUNTY OF OSAGE )

Before me, the undersigned, a Notary Public within and for the State of Oklahoma, on this 29th day of July, 1971, personally appeared WHIT Y. MAUZY JR., to me known to be the identical person who executed the within and foregoing instrument, and acknowledged to me that he executed the same as his free and voluntary act and deed for the uses and purposed therein set forth.

Given under my hand and seal the day and year last above written.

William C. White

Notary Public

My commission expires:

May 21, 1975

(SEAL)