DECLARATION OF RESTRICTIONS

OF

WATERFORD LANDING SUBDIVISION

 This Declaration of Restrictions, made this ___ day of August 2007.

     WHEREAS, Chesdin Ltd. is the fee‑simple owner of the above captioned real property located in the Namozine Magisterial District, Dinwiddie County, Virginia and as set forth on that certain plat entitled "Waterford Landing Section 6" made by S.V. Camp, III & Associates, Inc., dated April 19, 2007, said plat having been recorded in the Clerk's Office of the Circuit Court of Dinwiddie County, Virginia in Map Book ____ at pages _____________________.

     WHEREAS, Chesdin Ltd. intends to develop said property according to a common scheme of development; and it is the purpose of this declaration to declare and make known the covenants and restrictions to which said development may be subject, but not limited to as the owner reserves the right to add to this;

     WHEREAS, the purpose of incorporating said plat by reference is to define the area to which the following covenants and restrictions should apply.

     NOW THEREFORE, Chesdin Ltd., owner and developer of said property, and/or their assigns or successors, do hereby declare and make known that the following covenants and restrictions are to run with the land and shall be binding on all parties and persons for a period of twenty (20) years from the date of recordation of this instrument; 

After which date said covenants shall be automatically extended for successive periods of ten (10) years unless an instrument signed by a majority of the homeowners has been recorded agreeing to change said covenants in whole or in part.

       Invalidation of any one of these covenants or restrictions shall be proceedings at law or in equity against any lot owner who may violate or attempt to violate any covenants or restrictions. The Architectural Review Board, Dinwiddie County, and any individual lot owner or group of owners shall have the power to enforce these restrictions unless otherwise provided herein. 

The following covenants and restrictions are intended to protect the investments and to assure the pleasant environment free of many of the disquieting aspects of denser and less inherently beautiful communities for those families who are residents.

1. Each house constructed will be built as a private residence and not as rental property. In the event of a resale or any other extraordinary circumstances, to be determined by the Architectural Review Board (ARB), the house may be leased or rented with a lease of at lease six months required, with the terms of the covenants to be in effect for any lessee.

2. ARCHITECTURAL REVIEW BOARD

(a) All plans and specifications for any structure or improvement to be erected on or moved upon any lot, and the proposed location thereof, specifically site plans, on any lot or lots, the construction material, the roof and exterior, any later changes or additions after initial appraisel thereof and any remodeling, reconstruction, alterations, or addition thereto on any lot shall be subject to and shall require the approval in writing before any such work is commenced by the ARB, as the same is from time to time composed and a Dinwiddie County Building Permit as required.

(b) The ARB shall be initially composed of four (4) members. One member shall be Chesdin Ltd., and one member each from Route 623, Route 750, and Oxford Point Division. Upon completion of the fifth house a member will be added from this subdivision. After completion of house number fifteen (15), the ARB will be composed of three (3) members from the development, one from Chesdin Ltd., and one from either Route 623, Route 750, or Oxford Point Subdivision. The two members from the outside subdivision will be voting members, but their main purpose will be that of guidance and being informed of the progress of the development.

(c) There shall be submitted to the ARB two (2) complete sets of plans and specifications for any and all proposed improvements, the erection or alteration of which is desired, and no structure or improvements of any kind shall be erected, altered, placed, or maintained upon any lot unless and until the final plans, elevations and specifications have received such written approval as herein provided. Such plans shall include plat plans showing the location on the lot of any buildings, walls, fences, or other structures proposed to be constructed, altered, placed, or maintained, together with the proposed construction material.

(d) The ARB shall approve or disapprove of plans, specifications and details within fourteen (14) days from receipt thereof. One (1) set of said plans and specifications and details with the approval or disapproval endorsed thereon, shall be returned to the person submitting them and the other copy thereof shall be retained by the ARB for its permanent files.

e) The ARB shall have the right to disapprove any plans, specifications, or details submitted to it in the event the same are not in accordance with all the provisions of the deed restrictions or if the design of the proposed building or other structure is not in harmony with the general surroundings of such lot or with the adjacent buildings or structures.

(f) Neither the ARB or any agent thereof or Chesdin Ltd., its successors or assigns, shall be responsible in any way for any defects in any plans or specifications submitted, revised or approved in accordance with the foregoing provisions, nor for any structural or other defect in any work done according to such plans and specifications. Chesdin Ltd. shall have no liability whatsoever to ensure the functioning of the ARB and shall have no obligation past the appointment of such ARB.

(g) The ARB reserves the right to make periodic inspections of all construction or improvements to determine if said construction or improvements are in accordance with the approved drawings and specifications for said construction or improvements.

(h) The ARB and subsequently the homeowners association shall possess the right to assess all property owners an annual fee.

3. A consultant will he hired to inspect the condition of the buffer zones and will report yearly to the ARB and homeowners association. The ARB and/or the homeowners association must accept the recommendation of the consultant and take whatever action (including litigation, if necessary), to make sure that all covenants are enforced. Chesdin Ltd. will absorb the costs for the consultant for the first five (5) years, at which point the homeowners will be responsible.

4. Chesdin Ltd. will establish at the time of the first lot closing an account in the name of the future homeowners association with initial funding to be twenty‑five hundred dollars ($2,500.00) and to be perpetually funded by Chesdin Ltd. at the rate of five hundred dollars ($500.00) for lake front lots and three hundred dollars ($300.00) for any off‑water lots.  This money will be placed in the above‑referenced account at the time of closing on said lot. Chesdin Ltd. is exempted from making any payments on these first five water front lots. The purpose of this fund is to provide for future amenities and any enforcement of the restrictions deemed necessary by the consultant.

5. The maximum number of lots on the four hundred thirty‑two (432) acre parcel will be one hundred thirty (130). The maximum number of waterfront lots along a line extending from the northwest boundary of Tax Parcel 7‑(2)4 to the northeast boundary of Tax Parcel 6‑38 along Lake Chesdin will be fifty (50). Any future development along Old Whippernock Creek will be developed within the framework provided in this instrument.

6. Water front lots shall average 2.5 acres and no water front lots will be less than 2 acres. Interior lots shall be a minimum of 2.5 acres.

7. There will be a buffer zone consisting of a minimum of one hundred (100) feet from the one hundred sixty‑four(164) foot contour or one hundred twenty‑five (125) feet from the one hundred fifty‑eight(158) foot contour. This will be clearly defined on the final subdivision plat submitted to the County.

The following modifications will be permitted within said buffer zone:

(a) The soil and root mat will be left undisturbed except for a path to the lake which can be a minimum of ten (10) feet or a maximum of ten (l0%) percent of the frontage along the lake.

(b) Nothing can be cut that is larger than six (6) inches in diameter except in the exempted zone.

(c) Undergrowth can be cleared but no lower than six (6) inches.

(d) Branches can be trimmed up to a height of twenty (20) feet.

(e) Dead or diseased trees may be removed with the approval of the ARB.

(f) Best management practices shall be used at all times, but especially during the construction of bulkheads, docks, piers, etc., as permitted by the Appomattox River Water Authority.

8. There will be a fifty (50) foot buffer along all perennial streams. Perennial streams are those identified by a heavy blue line on the USGS quad maps. Road construction approved by VDOT is exempted.

9. There will be a fifty (50) foot buffer zone adjacent to the property line along Route 623, and the property line bordering the William's property.  There will be a one hundred(100) foot buffer zone adjacent to the property line running parallel to Route 750 up until the first water front lot begins. This buffer shall be deeded to the lot owner and will be subject to select clearing and plantings. No trees over eight (8) inches shall be cut nor shall any construction be permitted in this zone except for the entrances constructed by Chesdin Ltd.

10. Chesdin Ltd. will make its best effort to not locate a new road directly across from any current structure. This will be contingent upon VDOT requirements.

11. Chesdin Ltd. agrees to submit a landscaping plan, to include anticipated signage, with the preliminary site plat for the entrances.

12. Sizes of Homes

     (a)     No house placed on a waterfront lot shall have less than 2,500 square feet of heated space.  The ground floor footprint of the home must contain at least 2000 square feet, of which 500 square feet can be garage area. 

     (b)  No house placed on an internal lot shall have less than 2000 square feet of heated space.  The ground floor footprint of the home must contain at least 2000 square feet, of which 500 square feet can be garage area.

13. All utility lines must be located underground.

14. All roads will be designed and constructed in accordance with the subdivision street requirements of the Virginia Department of Transportation with the exception of the private road to be constructed to serve the three lots to be adjacent to Tax Parcels 7‑(2)‑4 and 7‑(2)‑3 in the northeastern part of the development.

15. Chesdin Ltd. will agree to add turn lanes to the proposed entrance on Route 623 and the first entrance to the development on Route 750 after leaving Route 623. These entrances, provided right‑of‑ways are dedicated and the turn lanes are approved by VDOT, will be put in at the same time that the road connecting said entrances is constructed.

16. Use

 (a) Said lots, excluding lots for community use and common area, shall be used exclusively for residential purposes.

 (b) Re‑subdivision shall be prohibited.

 (c) Re‑subdivision shall be permitted in the instance wherein two landowners adjoining a lot wish to purchase said lot together for the purpose of enlarging the land area of their existing lots. This re‑subdivision shall be permitted only for the purpose of adding on to existing lots and shall not be permitted in the event that any such add‑on would leave a residue. More specifically, any individual lot owner wishing to enlarge his lot by purchasing an adjoining lot will have to purchase the entire adjoining lot or split it with the landowner joining the other side of said adjoining lot. If more than one lot is used for construction of a dwelling house, such combined lots shall be considered as one lot for the purpose of these restrictions. No accessory or temporary building shall be used or occupied as living quarters. No structure shall have tar paper, roll brick siding, or similar materials on outside walls.  No house trailer, campers, tents, shacks, boats, or similar structure shall‑be erected, moved to or placed upon said premises without approved proper screening or enclosure.       All building exteriors must be completed within twelve (12) months from the date construction commences.

 (d) The following required set backs shall be strictly adhered to with no building or structure encroaching in any manner.

All Front Yard, Side Yard and Rear Yard Set back lines for each lot shall conform to the Dinwiddie County building code restrictions.

 (e) Any used or second-hand materials to be employed in construction shall be designated as such in the specifications and subject to the approvals of    the Architectural Review Board.

 (f) Any building or structure on any lot in the subdivision which may be destroyed in whole or in part by fire, windstorm, or from any other cause, must be rebuilt or all debris removed (and excavations refilled)and the lot restored to a sightly condition with reasonable promptness, provided, however, that in no event shall such debris remain longer than six (6) months.

 (g) No barrels or tanks of any nature shall be permitted as storage tanks in an exposed place on these lots.

17. Nuisance and General Prohibitions and Requirements

 (a) No noxious, illegal or offensive activities shall be permitted on any lot, nor shall anything be done thereon which shall be or become an annoyance or nuisance to the neighborhood.

 (b) No animals or livestock shall be kept or maintained on said lot except a reasonable number of household pets which must be the property of the owner of said lot. No swine, fowl, or other undesirable animals shall be kept on any lot regardless of their status as a household pet. Pleasure horses shall be exempted but in no event shall the keeping or raising of pleasure horses be allowed as a commercial enterprise and pleasure horses shall only be kept in areas designated by the Waterford Home Owners Association.

 (c) No signs of any kind shall be displayed on any lot without the written permission of Chesdin Ltd., its successors or assigns.

 (d) All lots must be kept in a tidy manner and maintained in such manner as to prevent their becoming unsightly by reason of unattractive growth on such lot or the accumulation of rubbish or debris thereon. This requirement shall not come into effect until lots are conveyed to individuals other than the developer which is to include but not be limited to Chesdin Ltd. No stripped down, partially wrecked, or junk motor vehicles or sizeable part thereof, and no bus or truck for storage purposes shall be permitted to be parked on any private roadway in the subdivision or on any lot in such manner as to be visible to the occupants of the lots within the subdivision. Failure to do so may result in maintenance of said lot and/or removal of the herein described item by Chesdin Ltd., its successors or assigns, in which event a proper charge for same shall be levied, and collected from the property owner.

 (e) No lots shall be used as dumping ground for rubbish. Trash, garbage, and other waste shall be kept in sanitary containers. During the construction of improvements and thereafter, no trash shall be burned on any lot except in a safe incinerator, and unless so burned, shall be removed by the lot owner at his expense.

 (f) The use of motorized pleasure vehicles such as, but not limited to, mini‑bikes and motorcycles on the easements on the subdivision are strictly prohibited.

 (g) Owners within this subdivision shall exercise proper care to see that their guests do not violate these restrictions.

 (h) All telephone and electrical installations to the individual residence shall be underground to conform with the overall subdivision plan of this section.

18. Double‑wides and pre‑fab housing shall be prohibited; this is not to exclude pre‑cut housing.

19. Satellites are allowed with the location to be approved by the A.R.B. Landowner shall take reasonable steps to make sure such do not interfere with others or cause an undesirable appearance to the subdivision. Satellites should blend in with the surroundings and it is recommended that they be of mesh material.

20. (a) Neither Chesdin Ltd., nor their heirs, successors or assigns, shall be responsible for the maintenance or upkeep for any easement located on the above captioned real property whether such easement be used for utilities, bridle paths, or any other use.

 (b) Chesdin Ltd. shall have no liability of any kind whatsoever for injury to any persons or property incurred as a result of any individual or group of individuals using any of the aforesaid easements including, but not limited to, the bridle path or any other facility or any other part of the aforesaid property for any use or reason whatsoever.

21. No motor vehicle shall be parked over fourteen (14) days in any given year on any lot without having a current Virginia State License Tag and current State Inspection Sticker unless it is parked in a fully enclosed garage. No tractor trailer or semi‑tractor trailer shall be parked over 12 hours in any one (1) week on any lot or driveway so as to be visible from the street.

22. No mailbox shall be erected or maintained on any lot unless approved by the Architectural Review Board.

23. No individual sewage disposal system shall be permitted on any lot unless such system is designed, located and constructed in accordance with the requirements, standards and recommendations of state and local health authorities. Approval of such systems as installed shall be obtained from such authorities.

24. Each lot purchased from the Owner shall be subject to the conditions of rezoning established by the Board of Supervisors, Dinwiddie County, Virginia and each owner shall insure that all county building codes are fulfilled.

25. The exterior of all houses and other structures must be completed within one (1) year after the construction of same shall have commenced, except where such completion is impossible or would result in great hardship to the owner or builder due to strikes, fires, national emergencies or natural calamities. Houses may not be temporarily or permanently occupied until the exteriors thereof have been completed.

26. The following are prohibited unless approved, in writing, by the Architectural Review Board:

A.  No swimming pool is to be constructed above ground.

B.  No cinder block masonry shall be left exposed on any structure.

C.  All houses shall be constructed on a solid foundation.

27. The following are required unless exempt, in writing, by the Architectural Review Board:

 A.  All exposed wood siding used on any structure must be stained orpainted.

 B. If wood decks are used on the front or side of the home, the exposed area beneath must be enclosed by lattice or other attractive materials.

 C. All roof shingles shall be equal to or exceed Prestique II type.

 D. Bulkheads, piers and the utilization of other riparian rights by construction of improvements or structures shall only be allowed after approval by the Architectural Review Board and all applicable governmental agencies, and no such structures will be allowed unless said structures are compatible with similar or proposed improvements on other Lots and after a finding that the construction of such structures will not unduly interfere with the riparian rights or reasonable property expectations of the owners of other Lots within the Subdivision.

28. Any owner of any Lot disagreeing with the finding of the Architectural Review Board may appeal the decision to the Board of Directors of the Association by giving written notice of appeal to the President of the Association within Fifteen (15) days following receipt of notice of denial of any approval of construction. The Board of Directors of the Association shall then review the plans, giving the Chairman of the Architectural Review Board the opportunity to present to the Board of Directors of the Association specific reasons why the plans were denied, in the presence of the owner of the Lot or his agent, and the owner of the Lot or his agent may present information challenging the findings of the Architectural Review Board. The decision of the Architectural Review Board shall only be overridden by a majority vote of the Board of Directors of the Association.

29. The owners reserve unto themselves, their successors, or assigns, the right to construct or permit construction of, operate and maintain other facilities, such as churches, schools recreational areas, country clubs, et cetera, if such facilities are not inconsistent with the residential development of Waterford subdivision.

30. The Declarant reserves unto himself, the rights of ingress or egress over and upon the common areas, lots, roads and land of Waterford Landing in order to construct or permit construction of, operate and maintain facilities, such as recreational areas, docks and piers and specifically reserves unto themselves the future right to construct docks and piers along the water for lot owners of future sections of Waterford Landing.

31. No building, structure, outbuilding, fence or wall shall be erected, placed or altered on any lot until the construction plans, specifications and site layout plan shall have been submitted to and approved by the Architectural Review Board as to square footage, quality of workmanship and materials, harmony of exterior design and/or color with existing structures and as to locations with respect to topography and finish grade elevation.

32. The Board's approval or disapproval as required in these covenants shall be in writing.

33.Property Rights

 Section 1. Owners' Easements of Enjoyment. 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:

(a) the right of the Association to charge reasonable admission and other fees for the use of any recreational facility situated upon the Common Area;

(b) the right of the Association to suspend the voting rights and right to use of 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 60 days for any infraction of its published rules and regulations;

(c) the right of the 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 agreeing to such dedication or transfer signed by seventy percent of each class of members has been recorded.

 Section 2. Delegation of Use. Any owner may delegate, in accordance with the By‑Laws, his right of enjoyment to the Common Area and facilities to the members of his family, his tenants, or contract purchasers who reside on the property.

34. Voting Rights

Section 1. 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. The Association shall have two classes of voting membership:

     Class A. Class A member shall be all owners, with the exception of the Declarent, and 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 members. The vote for such lot shall be exercised as they determine, but in no event shall more than one vote be cast with respect to any Lot. If the owners cannot agree themselves, the Board of Directors of the Association shall determine and designate a voting member from among the owners of the Lot.

     Class B. The Class B member(s) shall be the Declarant (as defined in the Declaration), and shall be entitled to three (3) votes for each of the 130 proposed Lots of Waterford Landing, owned by the Declarant. The number of lots shall decrease at the time any lot is transferred unto a Class A member. The Class B membership shall cease and be converted to Class A membership on the happening of the following event:

     (a) when the total votes outstanding in the Class A membership equal the total votes outstanding in the Class B membership

35. COVENANT FOR MAINTENANCE ASSESSMENTS

     Section 1. Creation of the Lien and Personal Obligation of Assessments. The Declarant, for each Lot owned within the Properties, hereby covenants, and each owner of any Lot by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, is deemed to covenant and agree to pay to the Association: (1) annual assessments or charges, to include but not be limited to the cost of repair, maintenance, and running of the Street Lights, and (2) special assessments for capital improvements, such assessment to be established and collected as hereinafter provided. The annual and special assessment, together with interest, costs, and reasonable attorney's fees, shall be a charge on the land and shall be a continuing lien upon the property against which each such assessment is made. Each such assessment, together with interest, costs, and reasonable attorney's fees, shall also be the personal obligation of the person who was the owner of such property at the time when the assessment fell due. The personal obligation for delinquent assessments shall not pass to his successors in title unless expressly assumed by them.

     Section 2. Purpose of Assessments. The assessments levied by the Association shall be used exclusively to promote the recreation, health, safety, and welfare of the residents in the properties and for the improvement and maintenance of the Common Area.

     Section 3. Maximum Annual Assessment. Until January 1 of the year immediately following the conveyance of the first lot to an owner, the maximum annual assessment shall be One Hundred and No/100 dollars ($100.00) per lot.

      (a) From and after January 1 of the year immediately following the conveyance of the first lot to an owner, the maximum annual assessment may be increased each year not more than 10% above the maximum assessment for the previous year without a vote of the membership.

      (b) From and after January 1 of the year immediately following the conveyance of the first lot to an owner, the maximum annual assessment may be increased above 10% by a vote of seventy (70) percent of each class of members who are voting in person or by proxy, at a meeting duly called for this purpose.

      (c) The Board of Directors may fix the annual assessment at an amount not in excess of the maximum.

      (d) The Declarant has pre‑paid to the Association fees for all annual and special assessments to be assessed and shall not be liable for any further annual or special assessments.

     Section 4. Special Assessments for Capital Improvements. In addition to the annual assessments authorized above, the Association may levy, in any assessor year, a special assessment applicable to that year only for the purpose of defraying, in whole or in part, the cost of any construction, reconstruction, repair or replacement of a capital improvement upon the Common Area, including fixtures and personal property related thereto, provided that any such assessment shall have the assent of Seventy percent of the votes of each class of members who are voting in person or by proxy at a meeting duly called for this purpose.

      Section 5. Notice and Quorum for Any Action Authorized Under Sections 3 and 4. Written notice of any meeting called for the purpose of taking any action authorized under Section 3 or 4 shall be sent 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 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 60 days following the preceding meeting.

     Section 6. 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, except as noted above.

     Section 7. Date of Commencement of Annual Assessments: Due Dates. The annual assessments provided for herein shall commence as to all Lots on the first day of the month following the conveyance of the Common Area. The first annual assessment shall be adjusted according to the number of months remaining in the calendar year. The Board of Directors shall fix the amount of the annual assessment against each Lot at least thirty (30) days in advance of each annual assessment period. Written notice of the annual assessment shall be sent to every Owner subject thereto. The due date shall be established by the Board of Directors. The Association shall, upon demand, and for a reasonable charge, furnish a certificate signed by an officer of the association setting forth whether the assessments on a specified Lot have been paid. A properly executed certificate of the Association as to the status of assessments on a lot is binding upon the Association as of the date of its issuance.

     Section 8. Effect of Nonpayment of Assessments: Remedies of the Association. Any assessment not paid within thirty {30) days after the due date shall bear interest from the due date at the rate of 9 percent per annum. The Association may bring an action at law against the owner personally obligated to pay the same, or foreclose the lien against the properly. No owner may waive or otherwise escape liability for the assessments provided for herein by non‑use of the Common Area or abandonment of his Lot.