This restated and revised master declaration, covenants, conditions, and restrictions (hereinafter "Revised Master Declaration") is made this 5th day of November 2002, by Highland Village Owners Association, a Pennsylvania non-profit corporation.

WITNESSETH:

WHEREAS, Kress Brothers Builders, Inc., a Pennsylvania corporation (hereinafter "Developer"), has developed land in the Township of Cranberry, County of Butler, Commonwealth of Pennsylvania, which is more particularly described in Exhibit "A," attached hereto; and

WHEREAS, said land has been developed as a two-phased planned unit residential development called HIGHLAND VILLAGE P.U.R.D. PLAN OF LOTS ("Highland Village"), with the plan for Phase I being recorded on January 20, 1989, at Butler County Plan Book Volume 129, Page 25; and the plan for Phase II being recorded on February 21, 1991, at Butler County Plan Book Volume 144, Page 19; copies of which are attached hereto as Exhibit "B"; and

WHEREAS, the Developer caused all of the land and improvements thereon in Highland Village to be subject to certain covenants, conditions, easements, restrictions, charges, and liens provided for the purpose of preserving and enhancing the value of said land and for the benefit and enjoyment of the persons residing thereon; and

WHEREAS, the Developer originally provided for such covenants, conditions, easements, restrictions, charges, and liens in three documents, entitled: 1) "MASTER DECLARATION FOR THE HIGHLAND VILLAGE OWNERS ASSOCIATION WITH MAINTENANCE PROVISIONS" (hereinafter "Master Declaration"); 2) "HIGHLAND VILLAGE P.U.R.D. PROTECTIVE COVENANTS" (hereinafter "Phase I Protective Covenants"); and 3) "HIGHLAND VILLAGE P.U.R.D. PHASE II PROTECTIVE COVENANTS (hereinafter "Phase II Protective Covenants"); and

WHEREAS, the Master Declaration was prepared by the Developer at or before the time that the Phase I Protective Covenants were prepared, was referred to in the Phase I Protective Covenants and Phase II Protective Covenants, and was available for inspection and copying by prospective purchasers and residents of Highland Village. However, the Master Declaration was not recorded at or around the time when the Phase I Protective Covenants were recorded, as the Developer intended; and

WHEREAS, the Phase I Protective Covenants were recorded on or about May 9, 1989, at Butler County Record Book Volume 1478, Page 286; and the Phase II Protective Covenants were recorded on or about April 14, 1993, at Butler County Record Book Volume 2310, Page 99, and were re-recorded on or about May 6, 1993, at Butler County Record Book Volume 2316, Page 643; and

WHEREAS, the Developer deemed it desirable, for the efficient preservation of the values and amenities in Highland Village and for the maintenance, improvement and administration of the Common Areas within Highland Village, to create an agency to exercise the powers and duties of administering and maintaining the Highland Village Common Areas, administering and enforcing the covenants and restrictions applicable to Highland Village, and collecting and disbursing charges and assessments related thereto; and

WHEREAS, on or about May 19, 1989, the Developer caused to be incorporated under the laws of the Commonwealth of Pennsylvania, a non-profit corporation known as the Highland Village Owners Association (hereinafter "Association"), for the purpose of exercising the powers and duties aforesaid; and

WHEREAS, the Developer originally provided for By-laws for the Association in a document entitled "HIGHLAND VILLAGE OWNERS ASSOCIATION BY-LAWS" (hereinafter "By-laws"), which was prepared by the Developer and was available for inspection and copying by prospective purchasers and residents of Highland Village but was not recorded; and;

WHEREAS, at a meeting of the Association on March 16, 1999, the Developer agreed to transfer control and ownership of the Common Areas within Highland Village to the Association. Thereafter, by deed dated October 27, 1999 (recorded on December 3, 1999, at Butler County Record Instrument 199912030003404), the Developer transferred the Common Areas within Highland Village to the Association; and

WHEREAS, at a meeting of the Association on or about December 2, 1999, the members of the Association revised and amended the By-laws by voting to adopt a document entitled "BY-LAWS OF THE HIGHLAND VILLAGE OWNERS ASSOCIATION" (hereinafter "Revised By-laws"); and

WHEREAS, certain powers and duties previously reserved to the Developer under the By-laws were omitted in the Revised By-laws, which instead provides for governance of the Association through a Board of Directors ("Board"); and

WHEREAS, in accordance with the Revised By-laws, the Board promulgated and adopted a document entitled "RULES AND REGULATIONS OF HIGHLAND VILLAGE OWNERS ASSOCIATION" (hereinafter "Rules and Regulations"), which govern use of the Common Areas and are available for inspection by Association members in accordance with the Revised By-Laws; and

WHEREAS, the Developer has developed all or substantially all of the Highland Village development; and

WHEREAS, the Developer has relinquished to the Board the powers and duties of maintaining, administering, and enforcing the covenants and restrictions previously possessed by the Developer; and

WHEREAS, by written instrument dated November 21, 2001, the Developer formally acknowledged relinquishment and expressly assigned and transferred to the Board all powers and duties of maintaining, administering, and enforcing the covenants and restrictions possessed by the Developer. The written instrument, entitled "Affidavit of Glenn J. Kress and Assignment of Powers to Highland Village Owners Board of Directors" ("Affidavit and Assignment"), was recorded on or about November 21, 2001, at Butler County Record Instrument No. 200111210033507; and

WHEREAS, on or about November 21, 2001, the Association also recorded the previously unrecorded Master Declaration, at Butler County Record Instrument No. 200111210033507; and

WHEREAS, the Developer's previous powers of maintaining, administering, and enforcing the covenants and restrictions applicable to Highland Village as set forth in the Master Declaration and the Phase I Protective Covenants and Phase II Protective Covenants (referred to collectively as "Protective Covenants"), in the Developer's own right and as Attorney-in-Fact for purchasers of Lots in Highland Village, now reside with the Association; and

WHEREAS, pursuant to Section 16 of the Phase I Protective Covenants and Section 17 of the Phase II Protective Covenants, the Developer reserved the right to alter, modify, or amend the Protective Covenants, in the Developer's own right and as Attorney-in-fact for all purchasers of Lots in Highland Village; and

WHEREAS, the Developer's previous powers to alter, modify, or amend the Protective Covenants, in the Developer's own right and as Attorney-in-fact for all purchasers of Lots in Highland Village, now reside with the Association; and

WHEREAS, Article IX of the Revised By-laws provides for the powers and duties of the Board as the governing body of the Association; and

WHEREAS, Article IX, Section 1(c) of the Revised By-laws provides that the Board shall have power to exercise for the Association all powers, duties, and authority vested in or delegated to the Association and not reserved to the Association Membership under the Revised By-laws, the Articles of Incorporation, or the Declaration (as defined therein); and

WHEREAS, the Revised By-laws, the Articles of Incorporation, and the Declaration do not reserve to the Association Membership any previous powers of the Developer to maintain, administer, and enforce the covenants and restrictions applicable to Highland Village; or to alter, modify, or amend the Protective Covenants; and

WHEREAS, for the past several years, the Developer has not exercised any powers under the Master Declaration, Protective Covenants, and/or the Revised By-laws, instead deferring to the Board; and

WHEREAS, for the past several years, the Board has exercised and continues to exercise powers previously reserved to the Developer under the Master Declaration, Protective Covenants, and/or the Revised By-Laws; and

WHEREAS, in light of the Revised By-laws and the Affidavit and Assignment, all powers previously reserved to the Developer under the Master Declaration and the Protective Covenants - including but not limited to the powers to administer and enforce covenants and restrictions; and to alter, modify, or amend the Master Declaration and the Protective Covenants - became powers of the Board upon relinquishment, assignment, and/or transfer by the Developer; and

WHEREAS, the Master Declaration, the Phase I Protective Covenants, and the Phase II Protective Covenants contain inconsistent provisions, and provisions that no longer apply to Highland Village (such as voting class membership and powers and duties of the Developer); and

WHEREAS, the Association desires to restate and amend the Master Declaration and the Protective Covenants to cure certain omissions therein, restate certain provisions contained therein, modify certain provisions contained therein, and replace the three separately recorded documents with this one Revised Master Declaration applicable to both phases of Highland Village; and

WHEREAS, the Board further desires to establish a procedure for handling future amendments to this Revised Master Declaration, with participation of the Association Membership; and

WHEREAS, pursuant to the Uniform Planned Community Act, specifically at 68 Pa.C.S. §5219(a), a declaration may be amended by a vote of at least: a) 67% of the Association; or b) a larger percentage of the Association specified in the declaration; and

WHEREAS, the Association Membership approved this Revised Master Declaration in accordance with the requirements of 68 Pa.C.S. §5219(a) prior to this document being recorded. Of a total of 130 Lots, 112 Lot Owners cast votes, and 5 Lot Owners executed proxies (in accordance with 68 Pa.C.S. §5310(b)) for the Board to cast votes on their behalf. Of the 112 votes cast by Lot Owners, 102 voted to approve this Revised Master Declaration, and 10 voted against approval. The Board exercised the 5 proxy votes by voting to approve this Revised Master Declaration. Accordingly, a total of 107 votes of a possible 130 votes, or approximately 82% of the Association Membership, voted to approve this Revised Master Declaration.

NOW, THEREFORE, the Association, as the Developer's successor in interest and Attorney-in-Fact for purchasers and owners of Lots in Highland Village, and in its own right, hereby declares that all of the land described in Exhibits "A" and "B" and improvements thereon, shall be held, sold, and conveyed subject to the following covenants, conditions, easements, restrictions, charges, and liens, which shall run with the land and shall be binding upon and shall inure to the benefit of all persons having any right, title, or interest therein or any part thereof and their respective heirs, devisees, personal representatives, successors, and assigns.

ARTICLE I
DEFINITIONS

"Assessment" shall mean any charge (Annual or Special) determined under this Revised Master Declaration.

"Association" shall mean the non-profit corporation named HIGHLAND VILLAGE OWNERS ASSOCIATION, its successors and assigns, created for the purposes of maintaining, administering, and enforcing the covenants and restrictions applicable to Highland Village in accordance with its Articles of Incorporation, Revised By-laws, and the terms hereinafter set forth.

"Board" shall mean the Board of Directors of the Association.

"Common Areas" shall mean all real property owned by the Association for the common use and enjoyment of the Owners.

"Developer" shall mean Kress Brothers Builders, Inc.

"Lot" shall mean any plot of land used or intended for residential purposes and shown on the recorded subdivision map of the Plan, specifically excepting the Common Areas.

"Member" shall mean all those Owners who are members of the Association, as provided in Article III, Section 1 hereof.

"Owner" shall mean the record owner, whether one or more persons or entities, of a fee simple title to any Lot that is a part of the Plan.

"Plan" or "Plans" shall mean all that certain real property situate in the Township of Cranberry, County of Butler, Commonwealth of Pennsylvania, known as the HIGHLAND VILLAGE P.U.R.D. PHASE I AND II PLAN OF LOTS, as recorded in the Recorder of Deeds Office of Butler County, Pennsylvania, including the Common Areas included therein, and any future modifications, amendments, or extensions thereof, as more particularly described in Exhibits "A" and "B."

"Revised By-laws" shall mean the by-laws governing the conduct of business of the Highland Village Owners Association as voted on and approved by the Members of the Association on or about December 2, 1999.

"Structure or Improvement" shall be broadly construed to mean any addition or improvement to a residential dwelling structure that can be observed from any part of the Lot, exterior of the dwelling structure; any exterior structure or improvement on a Lot that is not integral to the residential dwelling structure (whether attached to or detached from the residential dwelling structure), such as swimming pools, sheds, concrete pads or similar improvements of a permanent nature; any exterior structure or improvement on a Lot requiring a building permit from the municipality; any of the prohibited structures listed in Article VIII, Section 11, herein; and any other exterior structure or improvement on a Lot that can be observed from any location within the Plan, as determined by the Board.

ARTICLE II
PROPERTY SUBJECT TO REVISED MASTER DECLARATION

The property subject to this Revised Master Declaration has been developed as a two-phased planned unit residential development called HIGHLAND VILLAGE P.U.R.D. PLAN OF LOTS ("Highland Village"), with the plan for Phase I being recorded on January 20, 1989 (at Butler County Plan Book Volume 129, Page 25) and the plan for Phase II being recorded on February 21, 1991 (at Butler County Plan Book Volume 144, Page 19), and includes all of the land and improvements thereon, including but not limited to the Common Areas and the developed and undeveloped Lots, as more particularly described in Exhibits "A" and "B," attached hereto.

ARTICLE III
MEMBERSHIP AND VOTING RIGHTS IN THE ASSOCIATION

Section 1. Membership. Every Owner of a Lot shall be a Member of the Association. Membership shall be appurtenant to and may not be separated from ownership of any Lot.

Section 2. Voting. As of the date of this Revised Master Declaration, the Association has only one class of Voting Membership: Class A. Class A Members shall be all Owners, who shall be entitled to one vote for each Lot owned. When more than one person holds an interest in any Lot, all such persons shall be Class A Members; however, the vote for such Lot shall be exercised as they among themselves determine, and in no event shall more than one vote be cast with respect to any Lot.

ARTICLE IV
TYPES OF RIGHTS, ENCROACHMENTS, EASEMENTS

Section 1. Owners' Right and Easement of Enjoyment. Every Owner shall have a right and easement of enjoyment in and to the Common Areas, including reasonable pedestrian ingress and egress to and from a Lot across such Common Areas, which shall be appurtenant to and shall pass with the title to every Lot, subject to the provisions of Section 2 of this Article.

Section 2. Limitation of Owners' Right and Easement of Enjoyment. The rights and easements of enjoyment created hereby shall be subject to the following:

1. the right of the Association, in accordance with Article V hereof, to levy Annual and Special Assessments, and to charge a Resale Certificate fee;
2. the right of the Association to undertake necessary repairs and maintenance of the Common Areas at reasonable times, as well as the right of the Association under the Articles of Incorporation and Revised By-laws to borrow money for the purpose of improving the Common Areas;
3. the right of the Association to recoup from an individual Owner a common expense caused by the negligence or misconduct of the individual Owner;
4. the right of the Association to suspend the voting rights of an Owner for any period during which any assessment against a Lot remains unpaid;
5. the right of the Association to charge reasonable admission and other fees for the use of any recreational facility situated in Common Areas by Owners and their guests;
6. the right of the Association to limit the number of Owners and guests that may use the Common Areas and facilities;
7. the right of the Association to suspend use of the Common Areas and facilities by Owners or guests for any infraction of the Board's published Rules and Regulations. The amount of time for such suspension shall not exceed 60 days after the infraction or violation has been corrected;
8. the right of the Association to provide or cause to be provided periodic maintenance to utility lines located on any Lot, whether subterranean or supported by structures, as well as the right and license at reasonable times and upon reasonable notice to enter upon the Lots or to have the respective utility companies or government agencies enter upon the Lots in or upon which the connections, or any portion thereof, lie in order to repair, replace, and/or generally maintain said connections to the full extent necessary for such purposes;
9. the right of the Association to grant rights of way and/or easements for any public utility purpose to a government agency, public utility, or other entity for the purpose of installing and/or maintaining such utilities in Highland Village (including but not limited to Common Areas) as approved by the Board; provided, however, that such easements and/or rights of way shall not be permanently inconsistent with the enjoyment of the Common Areas by the Members of the Association; and
10. the right of the Association to dedicate or transfer all or any part of the Common Areas to a government agency, public utility, or other entity for purposes consistent with this Revised Master Declaration as determined by the Board and subject to such conditions as may be agreed upon by the Members and the governing body of the Township of Cranberry or its designated officer or agency.

Section 3. Delegation of Use. An Owner may delegate his or her right of enjoyment to the Common Areas and facilities to his or her tenants.

Section 4. Title to Common Areas. The Association holds title to the Common Areas, subject to all prior grants and reservations of coal, oil, gas, mining rights, rights of way, building line, building and use restrictions, all exceptions, easements, and conditions as the same may be and appear in prior instruments of record.

Section 5. Encroachments. All encroachments of Lot lines, where the encroachment is reasonably necessary, as set forth in deeds of Owners and/or recorded plans and declaration plans, and which are caused by variations in construction, settlement, reconstruction following a fire, or other similar reason, shall create a perpetual easement in favor of the encroaching Owner. Such easement shall be created without cost to the encroaching Owner, shall be appurtenant to the land, and shall pass to the Owner's successors in title. Such encroachment easements shall not be suspended by the Association for any reason.

ARTICLE V
COVENANTS FOR ASSESSMENTS

Section 1. Creation of Lien and Personal Obligations of Assessment. Each Owner of any Lot 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 covenant and agree to pay the Association: (1) Annual Assessments as established by the Board; (2) Special Assessments for improvements to the Common Areas, and for such other extraordinary projects and activities as the Board deems necessary for the benefit of the Association; and (3) a Resale Certificate fee. Assessments shall be established and collected from time to time as hereinafter provided. The said Assessments and fee, together with interest, as well as costs and reasonable attorney's fees incurred by the Board for collecting the same, shall be a charge on the land and shall be a continuing lien upon the Lot against which each such Assessment or fee is made. Each such Assessment or fee, together with any interest, costs, and reasonable attorney's fees, shall also be the personal obligation of the person(s) who is/are the Owner(s) of such Lot when the Assessment or fee became due, and no foreclosure sale or judicial sale shall discharge the personal liability of such Owner(s).

Section 2. Purpose of Assessments. Assessments levied by the Association shall be used exclusively to promote the recreation, scenic enjoyment, health, safety, and welfare of the Owners and residents of Highland Village, including but not limited to the improvement, maintenance, and protection of the Common Areas (such as payment of insurance and taxes (if applicable) for the Common Areas); the maintenance, repair, and replacement of the street lights and signs in Highland Village consistent with their original design and construction; and conducting the business of the Association (including, but not limited to, Association projects and activities; administering and enforcing covenants and restrictions; collecting and disbursing Assessments; all operating expenses of the Association; the cost of necessary management and administration, including fees paid to any management agency; the cost of furnishing water, electricity, heat, gas, garbage and trash collection and/or other utilities to the Common Areas; the cost of funding all reserves established by the Association, including, when deemed appropriate by the Board, a general operating reserve and/or a reserve for replacement; and such capital improvements as may be permitted in Section 5 of this Article.)

Section 3. Annual Association Budget for Assessments. Prior to each fiscal year, the Board shall estimate the total budget necessary to pay the cost of services, wages, materials, insurance, taxes (if applicable), supplies, and other expenses which will be required to conduct the business of the Association during the ensuing year, together with a reasonable amount considered by the Board to be necessary for a reserve for contingencies and replacements. The Board will use this projected budget to establish the following year's Annual Assessment.

Section 4. Annual Assessments.

1. Annual Assessments shall be uniform in amount as to each Lot; provided, however, that an Owner's first Annual Assessment for any purchased Lot shall be prorated in relation to the number of months remaining in the calendar year, and shall include the cost of the Resale Certificate for the Lot if unpaid at the Closing.
2. The Board shall establish the amount of the Annual Assessment against each Lot for each assessment period at least 30 days in advance of such date or period.
3. Written notice of each Annual Assessment shall be sent to every Owner subject thereto.
4. Annual Assessments established by the Board do not require approval of the Membership; provided, however, that the Board may not increase Annual Assessments above 15% of the previous year's Annual Assessment without approval of the Membership as set forth in Sections 5 and 6 of this Article.
5. Annual Assessments shall be collected and paid in periodic installments as determined by the Board; provided, however, the number of such installments shall be no more than 12 nor less than four (4) in any year.
6. In the event the Board is delayed in preparing the annual budget estimate or the need for Membership approval causes a delay, Owners shall continue to pay Annual Assessment charges at the rate established for the previous period until the new Annual Assessment amount and assessment periods are established.

Section 5. Special Assessments. In addition to the Annual Assessments authorized above, the Board may levy Special Assessments for the purposes of defraying, in whole or in part, the cost of any construction, maintenance, and/or repair of capital improvements upon the Common Properties; or defraying, in whole or in part, such other extraordinary expenses related to conducting the business of the Association (including but not limited to Association projects or activities, and administering and enforcing covenants and restrictions). With the sole exception of Special Assessments for Non-compliance with restrictive covenants (the procedure for which is provided in Article VIII, Section 14), all Special Assessments shall have the assent of at least 67% of the votes of the Membership, voting in person or by proxy, at a meeting duly called under Section 6, below, for this purpose.

Section 6. Notice and quorum for Special Assessments authorized under Section 5. Written notice of any meeting called for the purpose of establishing a Special Assessment authorized under Section 5 shall be delivered or mailed to all Members not less than 30 days nor more than 60 days in advance of the meeting. At the first such meeting called, the presence of Members or of proxies entitled to cast 60% of all the votes 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 60 days after the preceding meeting. The Board may continue to call meetings until the required quorum is present.

Section 7. Assessment Due Dates.

1. At the time that Annual Assessments are established as set forth in Section 4 herein, the Board shall also establish assessment dates or periods for payment of such Annual Assessments. Annual Assessments for newly purchased Lots shall commence on the first day of the month following the month that title is conveyed to a purchased Lot.
2. The due date of a Special Assessment under Section 5 herein shall be established by the Board in the resolution and vote authorizing such Special Assessment.

Section 8. Effect of Non-Payment of Assessments / Remedies of the Association.

1. As provided for in Section 1 of this Article, any assessment levied pursuant to these covenants which is not timely paid shall -- together with interest, costs, and reasonable attorney's fees incurred for collecting the same -- be a charge on the land and shall be a continuing lien upon the Lot against which each such Assessment is made, as well as the personal obligation of the Lot Owner(s).
2. The failure to pay any installment of an Annual Assessment or Special Assessment by the due date thereof shall cause the whole Assessment to then become due and payable, and shall require the payment of interest from the due date at the rate of up to fifteen percent (15%) per annum, and a late charge of $25.00.
3. The Association, through the Board or by any Member, may bring an action at law against the Owner personally obligated to pay an Annual Assessment or Special Assessment, or may foreclose the lien against the Lot. In the event that the Association pursues a collection action, there shall be added to the amount of an unpaid or untimely paid Assessment the costs of collecting the same, including court costs and reasonable attorney's fees.
4. The Association, through the Board, may suspend the voting rights and right to use of Common Areas and facilities by an Owner for any period during which an Assessment against a Lot remains unpaid.
5. No Owner may waive or otherwise escape liability for Assessments provided for herein by non-use of the Common Areas or abandonment of his or her Lot.

Section 9. Resale Certificates. As noted in Section 4 of this Article, the Board may assess a fee for the preparation of a Resale Certificate as currently required by the Uniform Planned Community Act (specifically at 68 Pa.C.S. §5407). The amount of the fee shall be reasonable as established by the Board, and may be adjusted by the Board from time to time; provided, however, that the Board may not increase the fee above 15% of the previous year's fee without approval of the Membership as set forth in Sections 5 and 6 of this Article.

Section 10. Subordination of the Lien to Mortgage. The lien of the Assessments provided for herein shall be subordinate to the lien of any mortgage or mortgages now or hereafter placed upon any Lot subject to assessment; provided, however, that such subordination shall apply only to the Assessments that have become due and payable prior to a sale or transfer of such Lot pursuant to a decree of foreclosure, or any other proceedings in lieu of foreclosure. Such sale or transfer shall not relieve such Lot from liability for any Assessments thereafter becoming due, nor from the lien of any such subsequent Assessment. Sale or transfer of the Lot shall not affect the Assessment lien. Judicial sale pursuant to an action to foreclose the said lien, or a deed delivered and recorded, reciting that it is in lieu of such action, shall extinguish the lien of such Assessments which become due prior to such sale, but shall not extinguish the underlying personal liability therefore.

ARTICLE VI
SEPARATE MORTGAGES, TAXES, UTILITY CHARGES

Section 1. Mortgages. Each Owner shall have the right to mortgage or encumber the Owner's Lot. No Owner shall have the right or authority to mortgage or otherwise encumber in any manner whatsoever any other interest in any Lot or the Common Areas, except to the extent of an Owner's rights implied in law as an appurtenance to the Owner's Lot.

Section 2. Taxes. Real estate taxes are to be separately taxed to each Owner for the Owner's Lot and the Owner's pro-rated share of the Common Areas. In the event taxes for the Common Areas are not separately taxed to the Owners but are instead taxed against the Association, the Association will, in turn, require reimbursement of such tax payments by the Owners under Article V.

Section 3. Utilities. Each Owner shall pay for the Owner's telephone, gas, electricity, water, sewer, and/or other utilities which are separately metered or billed to each user by the appropriate utility company, municipality, agency, or authority. Utility costs related to the Common Areas shall be treated as part of the common expenses paid through Annual Assessments.

ARTICLE VII
UTILITY SERVICE CONNECTIONS

Section 1. Rights and Duties. The rights and duties of Owners with respect to utility service connections, including but not limited to sanitary and storm sewer, water, electric, and telephone lines and related facilities, shall be governed by the following:

1. Wherever utility service connections, or any portion thereof, lie in or upon a Lot owned by persons or entities other than the Owner of any Lot served by the connections, the Owner of any Lot served by the connections shall have the right and license at reasonable times and upon reasonable notice to enter upon the Lots or to have the respective utility companies or government agencies enter upon the Lots in or upon which the connections, or any portion thereof, lie in order to repair, replace, and/or generally maintain said connections to the full extent necessary for such purposes.
2. Whenever utility service connections serve more than one Lot, the Owner of each Lot served by the connections shall be entitled to the full use and enjoyment of such portions of said connections as service his or her Lot, and shall have the same license and right as are provided immediately hereinabove with respect to portions lying in or upon Lots owned by other Owners.
3. In the event of a dispute between Owners with respect to the repair, replacement, or maintenance of any utility service connections, or with respect to the sharing of the cost thereof, then upon written request of one of such Owners addressed to the Association, the matter shall be submitted to the Board, which shall decide the dispute. The decision of the Board shall be final and conclusive on the parties.
4. Any entry exercised by an Owner or any person or entity acting in that Owner's interest or account hereunder is subject to the obligation to repair and restore the area entered to its condition prior to such entry, and such Owner does hereby indemnify and agree to hold harmless the Owner of the Lot upon which such entry is made from any loss or damage to person or Lot occasioned by such entry, including costs and reasonable attorney's fees.

ARTICLE VIII
BUILDING AND USE COVENANTS AND RESTRICTIONS

The Association and the Board, as the Developer's successor in interest as Attorney-in-Fact for purchasers and Owners in Highland Village, and in the Board's own right as the governing body of the Association, hereby declare and covenant with all present and future Owners that the following Covenants and Restrictions shall be binding upon and be appurtenant to the Common Areas and every Lot in Highland Village:

Section 1. Covenants shall bind and run with land - Duration - Extension. These building and use covenants and restrictions shall run as covenants with the land and shall be binding upon the Developer, Owners, and all persons or entities claiming under them and their respective heirs, personal representatives, fiduciaries, successors and assigns, until the 31st day of December, 2017, at which time they shall automatically renew for 25 years, unless terminated, amended, or otherwise are modified by a vote of 67% of the Members of the Association, which termination, amendment, or modification shall be evidenced by an appropriate writing recorded in the Recorder of Deeds Office of Butler County, Pennsylvania. The 67% of the Members referred to herein shall be an actual 67% of the Members, not 67% of a quorum present for a meeting. (See Article IX.) If, for any reason, the Association shall be inactive, or shall cease to exist, then any action hereunder required to be taken by a vote by Members of the Association shall be taken by the Owners under the same procedures as required in this Revised Master Declaration to be taken by Members of the Association.

Section 2. Protective Covenants. As set forth in the Protective Covenants, the following restrictions and covenants apply to all of the Lots:

1. None of the Lots shall be used for any purpose other than for single-family residential use;
2. No noxious or offensive activity shall be conducted upon any Lot nor shall anything be done thereon which may become an annoyance or nuisance to the neighborhood;
3. No basement, garage, or any structure other than the dwelling house for which plans have been approved, in accordance with the terms hereof, shall be used as a residence, temporarily or permanently, nor shall any dwelling house in the process of construction, nor any basement or foundation, be used for residential purposes;
4. All easements, restrictions, reservations and building lines affecting the Lots as shown on the recorded plans known as HIGHLAND VILLAGE P.U.R.D.PLAN OF LOTS, as recorded in Butler County Plan Book, Volume 129, Page 25, and Volume 144, Page 19, are incorporated herein by reference;
5. The finish living area, exclusive of porches, basements and garages, for any ranch or split-level type of dwelling shall contain not less than 1500 square feet, maintain a minimum of 7-12 roof pitch, and a minimum of 8 inch overhang on all roof overhangs; for any one and one-half story dwelling shall not contain less than 1900 square feet; for any two-story dwelling with integral garage shall contain not less than 2200 square feet; and for any two-story dwelling with attached garage shall contain not less than 2100 square feet;
6. Approval of Building Plans:
   1. All building plans for proposed dwelling structures shall be submitted to the Board, or its agent as designated in writing, for approval as to compliance herewith and design compatibility prior to the beginning of the construction. One set of the approved plans shall be retained by the Board to ensure that the structure is built in accordance with the approved plan. All such plans must be approved in writing by the Board, or its designated agent, in accordance with Section 13 of this Article.
   2. No owner or builders of any Lot shall apply for a building permit without first having obtained approval of the Board, or its designated agent, endorsed upon said Owner's building plans.
   3. All dwellings constructed on any Lot shall be finished with a suitable exterior building material which shall extend to the grade of said Lot, with no exposed block foundation. All proposed building materials for the exterior portion of the dwelling to be constructed must be approved in writing by the Board, or its designated agent, before commencement of the construction. Wood siding will require at least one application of stain or sealer.
   4. The setbacks of actual houses within the development shall be staggered in accordance with the topography and good building site plans and in the interest of furthering a quality development. No homes in the Plan shall look alike, and no home of the same design may be built where it can be seen from a home of the identical design, and no more than five percent (5%) of the homes in the development may be of the same design.
7. All areas disturbed in connection with construction shall be landscaped and seeded or planted with ground cover that will blend with the area. All Lots must have a minimum of two (2) trees with a diameter not less than two (2) inches. Corner Lots shall have three (3) trees with a diameter not less than two (2) inches, and Cul-De-Sac Lots shall have one (1) tree with a diameter not less than two (2) inches. All Lots must have a minimum of twelve (12) 18 inch or larger shrub plantings, a minimum of eight (8) being of the coniferous family. All property Owners shall maintain and replace any street trees if they should die. All trees over six (6) inches in diameter shall remain in the undisturbed area unless located in home-sites or driveway areas.
8. No structure other than a single-family dwelling shall be erected on any of the aforesaid Lots. All garages must be either integral or attached to the house. Each Owner must install a self-illuminating exterior post lamp of approved design within ten (10) feet of the property line, and a mailbox and post of approved design where required by the postal authorities. If a mailbox is replaced after the effective date of this Revised Master Declaration, it must be replaced with a mailbox and post of a Board-approved design. No above-ground swimming pools shall be permitted to be installed.
9. All driveways and turning aprons must be paved with either asphalt, paving bricks, Omni Stone or concrete, and if any other type of material is to be used for the driveway and/or turning apron, then in that event written approval from the Board or its designated agent must first be obtained. In all cases, all driveways and turning aprons must be paved or constructed within one (1) year from date of occupancy. Precast concrete stepping stones are not permitted as walks or driveways.
10. Within one (1) year from the issuance of the building permit by the Township for any residential home, the home and landscaping shall be completed.
11. All debris resulting from excavating, construction, and/or grading of each Lot must be removed by contractor/builder, or Owner of the Lot. No debris, rubbish, or scrap material may be placed or dumped on any Lot.
12. No Lot Owner may construct any permanent or temporary accessory building or structure, as the same is described in the Cranberry Township Zoning Ordinance, within any of the Common Areas, unless approved by the Board, or its designated agent, under Section 13 of this Article.
13. The invalidation of any one of these covenants and/or restrictions by judgment, decree, or order of court shall in no way affect any of the other provisions, which shall remain in full force and effect.

Section 3. Subdivision of Lots prohibited. The subdivision of any Lot, and the leasing of a partial Lot, are strictly prohibited, except with the prior written approval of the Board and of the proper municipal and governmental agencies having jurisdiction over residential subdivisions.

Section 4. Animals - Pets. The maintenance, keeping, boarding and/or raising of animals, livestock, or poultry of any kind, regardless of number, shall be and is hereby prohibited on any Lot or within any building situate upon the Lot, except that this shall not prohibit the keeping of dogs, cats, and/or caged birds or other common domestic pets, provided that they are not kept, bred or maintained for commercial purposes and, provided further, that such domestic pets are not a source of annoyance or nuisance to other Owners. Pets shall be attended at all times and shall be registered, licensed and inoculated as may from time to time be required by law.

Section 5. Prohibited placement of vehicles and trailers. Except as herein otherwise provided, no junked, inoperative, unregistered vehicle; unlicensed vehicle; commercial vehicle and/or truck (which cannot fit into a standard residential garage); trailer; camper; camp truck; house trailer; boat; other machinery or equipment of any kind or character (except for such equipment and/or machinery as may be reasonable in connection with the use and maintenance of any Lots or Common Areas, by Owners or the Association), shall be permanently kept on any Lot except within a garage; nor (except for bona fide emergencies) shall the repair or extraordinary maintenance of automobiles or other vehicles be carried out thereon. The Association may, in the sole discretion of the Board, provide and maintain a suitable area designated for the parking of such vehicles or the like. The word "permanently" as used herein shall mean a period in excess of seven (7) days in any calendar month or 14 days in any calendar year, TIME BEING OF THE ESSENCE.

Section 6. Signs. With the exception of entrance signs, political signs, seasonal signs, patriotic signs, directional signs, signs for traffic control, community signs, safety signs and a single sign advertising a Lot or residence for sale or rent (which shall not be in excess of six (6) square feet in area), no sign of any kind shall be displayed or exposed to public view on any Lot or other location in Highland Village unless first approved by the Board in writing.

Section 7. Debris - Rubbish.

1. Debris of any sort, including that resulting from excavation, construction, or grading, must be removed by the Owner or Owner's contractors or builders immediately following the activity from which the debris has accumulated. Owners, or Owners' contractors, builders or agents, shall not permit debris, rubbish, or scrap materials to accumulate or be disposed, placed, or dumped within any area of the Plan, including Common Areas. This provision shall not apply to debris, rubbish, or other materials intended for pickup under a regularly scheduled municipal refuse collection service.
2. With respect to debris, rubbish, or other materials intended for pickup under a regularly scheduled municipal refuse collection service, the placement of such materials for collection must not be done earlier than on the day immediately preceding the scheduled collection. Such materials must be stored prior to placement for collection in tightly closed plastic bags or sanitary containers in a location obscured from view from the front street, road, or way.

Section 8. Burning and storing of waste prohibited. No burning of any trash and no accumulation or storage of litter, lumber, scrap metals, refuse, bulk material waste, new or used building materials, or trash of any kind shall be permitted on any Lot except by appropriate permit by a governing agency.

Section 9. Utility line placement. Except for hoses and the like which are reasonably necessary in connection with normal lawn care and maintenance, no water pipe, sewer pipe, gas pipe, drainage pipe, telephone line, electric line or cable, television cable or similar transmission line, or the like shall be installed or maintained above the surface of the ground.

Section 10. Mineral extraction prohibited. No Lot shall be used for the purpose of boring, mining, quarrying, exploring for or removal of oil or other hydrocarbons, minerals, gravel, or earth.

Section 11. Prohibited structures or improvements. Prohibited structures or improvements include: detached accessory structures of a temporary or permanent character, carports, shacks, barns, pens, kennels, runs, stables, outdoor clothes lines, sheds, storage sheds, outbuildings, above-ground swimming pools, or other structures or improvements that are erected, used, or maintained on any Lot at any time, that have not first received Board approval under Section 13 of this Article.

Section 12. Obstruction of easements prohibited. No structure, planting, permanent improvement, or other material other than driveways and sidewalks shall be placed over, on, or within any easement or right-of-way areas shown on the Highland Village Plans if such placement would damage or interfere with the easement for the installation or maintenance of such easement or right-of-way, or which would or may change, obstruct, or retard direction or flow of any drainage channel or feature.

Section 13. Submission of plans and Board approval required. Prior to commencement of construction or erection of any structure or improvement on a Lot, the Owner of the Lot shall first obtain final approval from the Board, in writing, as set forth herein:

1. Requests for approval of proposed structures or improvements (hereinafter "Proposals") shall be submitted to the Board in all cases, whether or not a municipal building permit is required;
2. Proposals shall include building plans, construction drawings, and a narrative description of the proposed structure or improvement. Within 45 days after receiving a Proposal, the Board may request additional information or documents as a condition of acting on a Proposal, and the Owner shall be responsible for complying with all such requests. Failure to comply with a request for additional information or documents shall be adequate grounds for denying a Proposal. Upon request, the Board may waive the requirements for building plans and/or construction drawings for Proposals of a minor nature as determined by the Board in its sole discretion;
3. All Proposals shall be submitted to the Board prior to construction or erection to assure exterior architectural and design compatibility, and to verify that the completed construction/erection will be in compliance with the restrictive covenants applicable to the Lot. No excavation or construction/erection shall be performed unless and until the Board has notified the Owner of final approval of the Proposal, in writing;
4. All Proposals shall be submitted to the Board at least one (1) calendar day before the next scheduled Board meeting in order to be considered at the meeting; provided, however, that the Board reserves the right to review a Proposal for up to 45 days before taking action (as set forth in sub-section (e) herein). A Proposal is considered submitted by an Owner and received by the Board when the Proposal is delivered to the President of the Board, either by U.S. mail or hand-delivery, and when responses to requests by the Board for additional information or documents as provided in sub-section (b) have also been received by the Board;
5. Within 45 days after receiving a Proposal, the Board shall finally approve, conditionally approve, or deny the Proposal, and shall notify the Owner of such action, in writing. Such notification will contain an explanation of the reason(s) for the Board's action. In the event that the Board fails to act on a Proposal within 45 days after receipt (as provided in sub-section (d) herein), the Proposal shall be deemed approved by the Board; provided, however, that the 45 day deadline may be extended, in writing, by the Owner whose Proposal is under consideration;
6. In the event of conditional approval of a Proposal by the Board, the conditional approval shall not become a final approval unless and until the Owner agrees to the conditions, in writing. Upon the Board's receipt of written notification of acceptance of the conditions, the Board shall promptly notify the Owner of final approval, in writing;
7. In the event of final approval of a Proposal by the Board, one copy of the final approved Proposal will be kept for reference by the Board to guard against unauthorized deviation from the final approved Proposal. No work or construction/erection which deviates from the final approved Proposal shall commence unless and until a revised Proposal has been submitted and finally approved by the Board, in writing;
8. In reviewing Proposals, the Board shall consider, at a minimum, exterior architectural and design compatibility, compliance with restrictive covenants applicable to the Lot (including, but not limited to, Sections 2 and 11 of this Article), the adequacy of the Proposal as submitted, and any relevant duties of the Board under the Revised By-laws. The Board may, in rendering a decision, take into account comments expressed by affected Owners or other Members, prior decisions of the Board, and other relevant factors. Decisions of the Board concerning Proposals are within the sole discretion of the Board;
9. Owners may seek reconsideration of a Board decision by submitting a written request for reconsideration at least one calendar week before the next scheduled Board meeting where reconsideration is sought. A request for reconsideration shall set forth the reasons why the Board should reconsider its decision, and must contain a clear statement of the relief requested;
10. Owners desiring to challenge a Board action regarding a Proposal may do so by either: 1) seeking recourse through the Court of Common Pleas of Butler County; or 2) obtaining from the Membership reversal or modification of the Board action as set forth in sub-section (l) herein. In no event may an Owner commence construction/erection of a structure or improvement where the Board has denied a Proposal; and in no event may an Owner commence construction/erection of a structure or improvement without receiving final approval from the Board, in writing. In the event of non-compliance with one or more restrictive covenants during the pendency of a court challenge (as determined by the Court), the Owner shall also pay a Special Assessment for Non-compliance for violating such restrictive covenant(s), as set forth in Section 14 of this Article;
11. In the event that an Owner commences construction/erection of a structure or improvement where the Board has denied a Proposal, or otherwise where the Owner has not obtained final approval from the Board, in writing; and in the event that the Board initiates an enforcement action against such Owner to enjoin such violation(s); the Owner shall be responsible for paying the Association's costs of litigation, including all court costs and reasonable attorney's fees, regardless of the outcome of the case. In addition, in the event of non-compliance with one or more restrictive covenants during the pendency of an enforcement action (as determined by the Court), the Owner shall also pay a Special Assessment for Non-compliance for violating such restrictive covenant(s), as set forth in Section 14 of this Article.
12. As set forth in sub-section (j) herein, an Owner desiring to challenge a Board action regarding a Proposal may do so by obtaining from the Membership reversal or modification of the Board action. To do so, the Owner shall follow the procedure for amending covenants and restrictions as set forth in Article IX herein.

Section 14. Violation and Enforcement of Covenants and Restrictions.

1. Upon violation or attempted violation of these covenants and restrictions by an Owner(s), person(s) or entity(ies), it shall be lawful for the Association (acting through the Board) or the Owner(s) of any Lot to prosecute a legal action in law or in equity against the violator(s) to enjoin such violation(s) or attempted violation(s). In such a lawsuit, there shall be and there is hereby created and declared to be a conclusive presumption that a violation or attempted violation of any of the covenants and restrictions contained in this Revised Master Declaration cannot be adequately remedied by the recovery of damages, and that the appropriate remedy is abatement of the violation (such as removal of an unauthorized structure or improvement). In addition to Section 13(k) of this Article, in the event of a successful prosecution of a violation or attempted violation, the Owner(s), person(s) or entity(ies) adjudged to have violated or attempted to violate these covenants and restrictions shall also be liable for monetary damages resulting from any prohibited action, as well as consequential damages, including but not limited to costs of suit and reasonable attorney's fees related to prosecuting the action. In addition, in the event of non-compliance with one or more restrictive covenants during the pendency of a court challenge (as determined by the Court), the Owner shall also pay a Special Assessment for Non-compliance for violating such restrictive covenant(s), as set forth in sub-section (b)(5) herein.
2. Whether or not the Association elects to initiate legal action as set forth above, the Board may also issue a Special Assessment for Non-compliance against an Owner(s) who violates these covenants and restrictions, in accordance with the following procedure:
   1. The Board shall first make a determination at a Board meeting that the Owner(s) is in violation of one or more covenants and restrictions, which determination shall be recorded in the minutes of the meeting;
   2. Following a determination that the Owner(s) is in violation, the Board shall notify the Owner(s), in writing, of the Board's determination (hereinafter "Notice of Violation"). The Notice of Violation shall contain a statement of the applicable covenant(s) or restriction(s) violated, and shall also contain either or both of the following provisions:
      1. provision for a time period within which the violation(s) must be abated;
      2. provision for a time period within which the Owner(s) must submit to the Board a Proposal under Section 13 of this Article. The decision of whether or not to allow the Owner(s) to submit a Proposal under this section is within the sole discretion of the Board.
   3. Upon receipt of the Notice of Violation, the Owner(s) shall either:
      1. comply with the applicable covenant(s) or restriction(s) within the time period set forth in the Notice of Violation; or
      2. submit a Proposal under Section 13 of this Article to obtain Board approval (if applicable).
   4. In the event that either:
      1. the violation(s) is abated within the time period provided for in the Notice of Violation, or
      2. the Board finally approves a Proposal submitted under this section; the Board shall not issue a Special Assessment for Non-compliance under this section.
   5. In the event that the Owner(s) fails to comply with Notice of Violation under this section and fails to obtain final approval from the Board as set forth herein (if applicable), the Board may issue a Special Assessment for Non-compliance. The Special Assessment for Non-compliance may be assessed for each day of non-compliance (each day constituting a separate offense), but shall not exceed $100 per day per violation. In determining the amount of the Special Assessment, the Board will consider the nature and duration of the violation(s), whether the violation(s) is willful, the willingness of the Owner(s) to cooperate with Board in correcting the violation(s), and other relevant factors as determined by the Board in its sole discretion.
   6. Special Assessments for Non-compliance under this section are to be determined by the Board in its sole discretion and are not subject to the Special Assessment approval procedure set forth in Article V, Section 5.
   7. Special Assessments for Non-compliance under this section may be collected as a monetary damage in conjunction with a legal action as set forth in sub-section (a), above, or may be collected as other Special Assessments under Article V, Section 8.
3. Nothing in this section is intended, nor shall be construed, to abridge, limit, or otherwise alter rights of action or remedies now or hereafter existing in law or in equity.

Section 15. Use of Common Areas. The Common Areas and facilities may be used for recreational purposes only by Owners and/or residents of Highland Village, their families, guests and invitees, subject to such rules and regulations as may be promulgated by the Board from time to time, or for such other uses as approved by the Board. The Common Areas shall not be used for any purpose in violation of law, or in a manner that will increase the rate of insurance on the Common Areas.

ARTICLE IX
AMENDMENT TO REVISED MASTER DECLARATION

Section 1. Amendment Procedure. The Association may alter, modify, or amend the covenants and restrictions in this Revised Master Declaration from time to time hereafter, as set forth herein:

1. In the event that the Board determines that covenants and restrictions should be altered, modified, or amended, the Board will call for a special vote of the Members to approve such changes in accordance with sub-section (c) herein; or
2. In the event that one or more Owner(s) desire that covenants and restrictions should be altered, modified, or amended, such Owner(s) may request the Board to call for a special vote of the Members to approve such changes. Such requests shall be in writing. In the event that a request is accompanied by a petition signed by at least 50% of the Members, the Board shall call for a special vote as requested. In the event that a request is unsupported by a petition signed by at least 50% of the Members, the Board will decide in its sole discretion whether to call for a special vote of the Members.
3. In the event that a special vote of the Members is called under this section, the Board shall notify the Members of such special vote at least 45 days in advance of the voting deadline. Such notification shall contain a clear description of the proposed changes to the covenants and restrictions and the reasons for the proposed changes. The notification shall also provide clear instructions regarding how and when votes shall be cast. Voting shall be in accordance with Article III herein. In addition, votes shall be cast in writing, shall identify the Member(s) casting the vote, and shall be submitted to the designated location on or before the deadline set forth in the notice. In the event that the Board elects to hold a special meeting for casting votes, provision shall be made for absentee voting at such special meeting. Votes may only be cast in favor of proposed changes or against proposed changes: write-in suggestions or qualifications will not be considered.
4. Proposed changes to the covenants and restrictions shall not become effective unless 67% of the Members of the Association vote in favor of such changes in accordance with the voting provisions of this section. The 67% of the Members referred to herein shall be an actual 67% of the Members, not 67% of a quorum present for a meeting. In the event of a favorable vote, the changes will become effective upon recording a revised master declaration in the Recorder's Office of Butler County.
5. The power of attorney previously granted to the Developer in the Protective Covenants (coupled with the power to execute, acknowledge, and deliver any documents deemed necessary to effectuate and accomplish such alteration, modification, or amendment) has been transferred to the Board; provided, however, that the Board is authorized to exercise such power of attorney only to the extent that the Members approve changes to the covenants and restrictions by a 67% vote as set forth in this section, and only to the extent that the voting provisions of this section have been complied with.

ARTICLE X
MISCELLANEOUS

Section 1. Deed language on resale. In the event that a Lot Owner sells or otherwise transfers a Lot, the deed purporting to effect such transfer shall contain a provision incorporating by reference the covenants, restrictions, easements, charges, and liens set forth in this Revised Master Declaration.

Section 2. Notices. Any notice required to be sent to a Member or Owner under the provisions of this Revised Master Declaration shall be deemed to have been properly sent when mailed, by ordinary first class U.S. mail, postage paid, to the last known address of the Member(s) or Owner(s) as appear in the records of the Association at the time of mailing.

Section 3. Severability. If any one or more of these covenants or restrictions is hereafter declared by judgment, decree, or order of a court of competent jurisdiction to be invalid or unenforceable, such declaration shall not affect the remaining covenants and restrictions, which shall continue in full force and effect as though the stricken provisions were not originally a part thereof.

Section 4. Integration. This Revised Master Declaration constitutes the entire integrated declaration of Highland Village, and supersedes the prior Master Declaration and the Protective Covenants. No prior documents shall be relevant or admissible for the purpose of determining the meaning or extent of any provisions herein in any litigation or proceeding.

ARTICLE XI
PENNSYLVANIA MUNICIPALITIES PLANNING CODE

This Declaration shall be construed so as to grant the Township of Cranberry and its successors all the rights, duties, and responsibilities as are provided for under the Pennsylvania Municipalities Planning Code, Act of July 31, 1968. P.L. 805, as amended, 53 P.S. §10101, et seq., as the same refers to Common Areas and the right of access to and from said Common Areas.

Witness the execution hereof: (on file)