Covenants and By-laws

BY-LAWS
OF STONEPNE OVERALL ASSOCIATION, NC.
ARTICLE 1
NAME AND LOCATION The name of the corporation is Stonepine Overall Association, Inc., hereinafter referred to as the Association. The registered office of the Association shall be located at 1804 Stonepine Avenue, Hudson, Wisconsin 54016 but meetings of members and directors may be held. at such places within the State of Wisconsin as may be designated by the Board of Directors.
ARTICLE 11
DEFINITIONS Section 1. "Declarant" shall mean Hans Hagen Homes, Inc., a Minnesota corporation, its successors and assigns if such successors or assigns should acquire more than one undeveloped Lot from Declarant for the purpose of development.
Section 2. "Lot" shall mean and refer to a separate platted lot intended for or containing a single living unit, without distinction as to whether the living unit is "detached" (commonly called "single-family") or "attached" (commonly called "townhouse").
Section 3. "Owner" shall mean the record owner, whether one or more persons or entities, of a fee simple title to any Lot which is a part of the Property, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation.
Section 4. "Property" shall mean and refer to that real property defined in the Declaration and such additions thereto as hereafter may be expressly brought within the jurisdictions of the Association, but shall not include any other lots or outlots within said subdivision not so expressly named.
Section 5. "Landscape Easement Area" shall mean and refer to each and all of those certain portions of the Property legally described and defined in the Declaration.
Section 6. "Community Facilities" shall mean the walks, paths, landscaping, open spaces, other recreational facilities, exterior lighting, development signage, and other
improvements or structures which may be from time to time or at any time located or constructed on any part of the Landscape Easement Area and Common Area.
Section 7. "Declaration" shall mean and refer to the Declaration of Covenants, Conditions, Restrictions, and Easements for Stonepine Overall Association, Inc. filed for record in the office of the County Register of Deeds in and for St. Croix County, Wisconsin on
, 1996, as Document No., and shall include any amended or supplemental Declaration executed in accordance with the provisions thereof.
Section 8. "Association" shall mean and refer to this corporation, which is also referred to as the "Association" "in said•Decrarationu
Section 9. 'Member" shall mean any person or entity holding membership in the Association as provided in Article Ill hereof.
Section 10. "Common Area" shall mean and refer to each and all of those certain portions of the Property legally described and defined in the Declaration.
                                                                          ARTICLE
MEMBERSHIP AND VOTING RIGHTS Section 1. Membership. Every Owner of a Lot subject to assessment, except as herein provided to the contrary, shall be entitled and required to be a member of the Association.
If title to a Lot is held by more than one person, each of such persons shall be a member. An Owner of more than one Lot shall be entitled to one membership for each such Lot. Each such membership shall be appurtenant to the Lot upon which it is based and shall transfer automatically by voluntary or involuntary conveyance of the title of that Lot. No person or entity other than an Owner or Declarant may be a member of the Association, and a membership in the Association may not be transferred except in connection with the transfer of title to that Lot.
Section 2. Trans@r. A membership in the Association shall not be transferred, pledged or alienated in any way, except upon the transfer of the record title of a Lot and then only to such transferee, by assignment, intestate succession, testamentary disposition, foreclosure or mortgage of record or other legal process. It shall be the responsibility of each Owner, upon becoming entitled to membership, to so notify the Association in writing, and until so notified, the Association may continue to carry the name of the fonner Owner as a member, in its sole discretion. In the event the Owner of any Lot should fail or refuse to transfer the membership registered in his name to the transferee of title of such Lot, the Association shall have the right to record the transfer upon the books of the Association and issue a new membership to the transferee, and thereupon the old membership outstanding in the name of the transferor shall be null and void as though the same had been surrendered.
Section 3. Voting. The Association shall have two classes of voting membership:
Class A. Class A members shall be all Owners of Lots, with the exception of the Declarant, prior to tennination of Class B membership, and shall be entitled to one vote for each Lot owned. When more than one person holds title to any Lot, all such persons shall be members. The vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any one Lot. There can be no split vote. Prior to or at the frne of any meeting at which a vote is to be taken, each Co-Owner or other person entitled to a vote at such meeting shall file with Secretary of the Association the• name of the voting co-Owner or other person entitled to a vote at such meeting, unless such coOwner or other person has filed a general voting authority with the Secretary applicable to all. votes until rescinded. Class B. The Class B member shall be the Declarant, who shall be entitled to three votes for each Lot owned. The Class B membership shall cease and be converted to Class A membership on the happening of either of the following events,• -whichever occurs first: i)          When the total votes outstanding in the Class A membership equal the votes outstanding in the Class B membership; or
The eighth anniversary of the recording of the Declaration.
Section 4. In the event any Owner shall be in arrears in the payment of any amounts due under any of the •provisions of the Declaration or these By-Laws for a period of thirty (30) days, or shall be in default in the performance of any of the terms of the Declaration or these By-Laws for a period of thirty (30) days, such Owner's right to vote as a member of the Association shall be suspended and shall remain suspended until all payments are brought current and all defaults remedied.
Section 5. Quorum. The presence in person or by proxy of twenty-five percent (25 %) of the votes of each class of membership shall constitute a quorum for any action except as otherwise provided in the Articles of Incorporation, the Declaration, or these By-Laws. If, however, such quorum shall not be present or represented at any meeting, the members entitled to vote thereat shall have power to adjourn the meeting from time to time, without notice other than announcement of the meeting, until a quorum as aforesaid shall be present or represented.
Section 6. Proxies. Votes may be cast in person or by proxy. Proxies must be filed with the Secretary of the Association before the appointed time of each meeting of the members of the Association. No proxy shall be valid more than eleven months after its execution.
Section 7. MajoziL.Re.quir.ed. A majority shall be sufficient for the transaction of all business of the Association except on matters where a greater vote is required by the Declaration, the Articles of Incorporation, the By-Laws or by statute.
Section 8. Meetings. Meetings of the Association shall be in accordance with the following provisions:
A, Annual Meetings. The first annual meeting of the members of the members of the Association shall be held within twelve months from the date of incorporation of the Association, the exact date to be decided by the Board of Directors. At such first annual meeting of the members, the members may designate a regular date for successive annual meeting.. If the members fail to designate the date of the next annual meeting until such a designation is made by the members. If any designated date falls upon a legal holiday, it shall be understood that the actual date of the meeting shall be the next business day succeeding such designated date.
Special Meetings. A special meeting of the members shall be held within 120 days of the termination of Class B membership, at which time an .election shall be had of a full slate of directors who shall collectively replace the unexpired terms of the Board in office immediately prior to such election. It shall be the duty of the President to call a special meeting of the members when requested in writing by three (3) members of the Board of Directors or upon a petition signed by members who are entitled to vote twenty-five percent (25%) of all of the Class A membership. Notice of any special meeting shall state the time and place of such meeting and the purpose thereof. No business shall be fransacted at a special meeting except as stated in the notice by consent of four-fifths (4/5) of the votes present in person or by proxy at such meeting. Notice of Meetings. It shall be the duty of the Secretary to serve a notice of each annual or special meeting, stating the purposes thereof as well as the time and. place where it is to be held, upon each member of record, at least ten (10) days, but not more than fifty (50) days, prior to such meeting. The mailing of a notice to each member at the address shown for such member on the Association's records shall be deemed notice served. Order of Business. The order of business at all meetings of the members shall be as follows: Roll Call Proof of notice of meeting or waiver of notice Reading of minutes of preceding meeting Reports of officers Report of committees Election of Directors Unfinished business New business ARTICLE IV
NOMINATION AND ELECTION OF DIRECTORS Section 1. Nomination. Nomination for election to the Board of Directors shall be made by a Nominating Committee. Nominations also may be made from the floor at the amual meeting. The Nominating Committee shall consist of a Chairman, who shall be a member of the board of Directors, and two or more members of the Association. The nominating Committee shall be appointed by the Board of Directors prior to each annual meeting of the members, to serve from the close of such annual meeting until the close of the next annual meeting, and such appointment shall be •announced at each •annual meeting. The Nominating Committee shall make as many nonlinations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among members or non-members.
Section 2. Ele_tiQn. Election to the Board of Directors shall be by secret written ballot. At such election the members of their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted.
ARTICLE V
BOARD OF DIRECTORS Section 1. N—mbeL-and--QualificatiQn. The affairs of Association shall be governed by a Board of Directors composed of five (5) persons (except for the first Board of Directors, which shall be composed of three (3) persons). Directors need not be members of the Association.
Section 2, The first Board of Directors named in the Articles of Incorporation shall maintain, manage and adrninister the affairs, the real estate and other property of the Association, until the first amual meeting of the members and until their successors have been duly elected and qualified, unless said Directors sooner resign, be removed or are otherwise disqualified to serve.
Section 3. P.Q_yers. The Board of Directors shall have the following powers:
To adopt and publish rules and regulations governing the use of the facilities of the Association, and the personal conduct of the members and their guests thereon, and to establish penalties for the infraction thereof: To suspend the voting rights and right to use of recreational facilities of a member, but not rights of access and easements necessary for the use of his Lot, during any period in which such member shall be in default for a period of thirty (30) days in the payment of any assessment levied by the Association, or the payment of any other amount or the performance or any other term of the Declaration or these By-Laws. Such rights also may be suspended after notice and hearing, for a period not to exceed 60 days for infraction of published rules and regulations; To assess reasonable service charges for tardy payment of assessments and for returned checks. To exercise for the Association all powers, duties and authority vested in or delegated to dlis Association and not reserved to the membership by other provisions of these By-Laws, or {he Articles; To declare the office of a member of the Board of Directors to be vacant in the event such member shall be absent from three (3) consecutive regular meeting of the Board of Directors; and To employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties, subject to the subject to the limitations set forth in the Declaration. To accept delegation of powers from nonstock corporations representing owners of Lots within the Stonepine project. Section 4. Duties. The Board of Directors shall have the following duties:
To cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the members at the annual meeting of the members, or at any special meeting when such statement is requested in writing by one-fourth (1/4) of the membership entitled to vote; To supervise all officers, agents and employees of this Association, and to see that their duties are properly performed; To establish the annual assessment period and fix the amount of the annual assessment against each member for each Lot owned and against the Declarant, if any, for the following fiscal year preceding the start of such fiscal year, all in accordance with the terms of the Declaration and these By-Laws; To fix the amount of any special assessment against each member for each Lot owned and agai.1Et the Declarant all in accordance with the tenns of the Declaration and these By-Laws; To send written notice to all members of any meeting of the members called for the purpose of voting upon increases in annual assessments above the maximum set by the Declaration or voting upon a proposed special assessment; To send written notice of each assessment for the following fiscal year to every Owner and, where appropriate, to the Declarant, not later than 30 days preceding the start of such fiscal year, and levy all such assessments as liens; To foreclose by action in the manner provided by Wisconsin Statutes the lien against any Lot for which assessments are not paid within sixty (60) days after due date and to bring an action at law against the Owner or other person personally obligated to pay the same; H. To issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board of Directors for. the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment;
To procure and maintain, as directed by the Board of Directors, liability and fire and other hazard insurance on properö' owned by the Association which shall include fire and extended coverage on insurable common properv on a current replacement cost basis in an amount not less than 100% of the insurable value (based on current replacement only); and to use proceeds of such hazard insurance solely for the repair, replacement or reconsffuction of such insurable cornmon property including insured improvements and to procure and maintain other insurance as required or authorized by the Declaration; To cause all officers or employees having fiscal responsibilities to be covered by fidelity insurance, as it may deem appropriate, and at least as required by the Declaration; To cause all of the Common Area, Community Facilities and Landscape Easement Areas to be maintained; and To perform the other functions of the Association as set forth in the Declaration. Section 5. Term of Office. At the first annual meeting the members shall elect two (2) Directors for a term of one year, two (2) Directors for a term of two years, and one (1) Director for a tenn of three years;• and at each annual meeting thereafter the members shall elect Directors for a term of three years to fill the vacancies created by expiring terms. There shall be no limit on the number of times a Director may serve.
Section 6. Vacancies. Any vacancy in the Board of Directors shall be filled by vote of the majority of remaining Directors, even though they may constitute less than a quorum.
Each person so elected shall be a Director for the unexpired term of his predecessor, or until his successor is elected.
Section 7. Compensation. No Director shall receive compensation for any service as a Director. However, any Director may be reimbursed for actual expenses incurred in the performance of duties.
Section 8. Remo-Y.aLQf-Direc.tors. At any regular or special meeting of the Association duly called, any Director may be removed with or without cause by a majority of the Directors and a successor may then and there be elected to fill the vacancy thus created.
Section 9. Organization-M-eting. The first meeting of a newly elected Board of
Directors shall be held within ten (1()) days of its election at such place as shall be fixed by the Directors at the meeting at which such Directors were elevated, and no notice shall be necessary to the newly elected Directors in order legally to constitute such meeting provided a majority of the whole Board of Directors shall be present.
Section 10. R-ælar-Meetings. Regular meeting of the Board of Directors shall be held monthly without notice, at such place and hour as may be determined from time to time by resolution of the Board of Directors. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not legal holiday.
Section 11. Special-M—tings. Special meetings of the Board of Directors may be called by the President on three (3) days' notice to each Director, given personally, by mail, telephone or telegraph, which notice shall state the time, place and purpose of the meeting. Special meetings of the Board of Directors shall be called by the President or Secretary in like manner and on like notice on the written request of at lease three (3) Directors.
Section 12. Telephone..CQnfer.ence. A meeting of the Directors or any committee of the Board may be conducted by a telephone conference or any means of communication through which the participants may simultaneously hear each other during the meeting, if notice of the meeting has been given and if the number of persons participating in the conference is sufficient to constitute a quorum. Participating in a conference constitutes personal presence at the meeting.
Section 13. Waiver of Notice. Before or at any meeting of the Board of Directors, any Director may, in writing, waive notice of such meeting, and such waiver shall be deemed equivalent to the giving of such notice. Attendance by a Director at any meeting of the Board of Directors shall be deemed a waiver of notice by him of the time and place thereof. If all the Directors are present at any meeting of the Board, no notice shall be required and any business may be transacted at such meeting.
Section 14. Quorum. At all meetings of the Board of Directors, a majority of the
Director shall constitute a quorum for the transaction of business, and the acts of the majority of
the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors except as otherwise provided in the Declaration, Articles or these By-Laws. If, at any meeting of the Board of Directors, there be less than a quorum present, the majority of those present may adjourn the meeti.ng from time to time. At any such adjourned meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice.
Section 15. Action Taken Without a Meeting. The Directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the Directors. Any action so approved shall have the same effect as though taken at a meeting of the Directors.
Section 16. No Proxies. Directors shall not vote by proxy
ARTICLE VI
OFFICERS AND THEIR DUTIES Section 1. Enumeration of Offices. The officers of fris Association• shall be a president and vice-president, who shall at all times be members of the Board of Directors, a secretary and a treasurer, and such other officer as the Board may from time to time by resolution create.
Section 2. Election of Officers. The election of officers shall take place at the first meeting of the Board of Directors following each annual meeting of the members.
Section 3. The officers of this Association shall be elected annually by the Board of Directors, and each shall hold office for one (1) year unless he shall sooner resign, be removed or otherwise be disqualified to serve.
Section 4. Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board of Directors may, from time to tüne, determine.
Section 5. Resignation and Removal. Any officer may be removed from office with or without cause by the Board of Directors. Any officer may resign at any tüne by giving written notice to the Board of Directors, the president or the secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
Section 6. Yacancies. A vacancy in any office may be filled by appointment by the Board of Directors. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces.
Section 7. Multiple Offices. The offices of a secretary treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 4 of this Article.
Section 8. Duties, The duties of the officers are as follows:

The president shall preside at all meetings of the Board of Directors; he shall see that orders and resolutions of the Board are carried out; shall sign all leases, mortgage deeds and other written insüuments (except to the extent that the Board of Directors authorizes or mandates the delegation of such authority). He shall have the power to appoint committees from among the members of the Association from time to time as he may in his discretion deem appropriate to assist in conducting the affairs of the Association.
Vice President The vice-president shall act in the place and stead of the president in the event of his absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him by the Board of Directors.
Secretary The secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the members; shall keep the corporate seal of the Association (if any be adopted) and affix it on all papers requiring said seal; shall serve notice of meetings of the Board and of the members; shall keep appropriate current records showing the members of the Association together with their address, and shall perform such other duties as required by the Board of Directors.
Treasurer The treasurer shall receive and deposit in appropriate bank accounts all monies as directed by resolution of the Board of Directors; shall sign all checks and promissory notes of the Association (except to the extent that the Board of Directors authorizes or mandates the delegation of such authority); shall keep proper books of account, and shall prepare an annual budget and a statement of income and expenditures to be presented to the membership at its regular annual meeting, and deliver a copy of each to the members.
ARTICLE vn
COMMITTEES The Board of Directors shall appoint a Nominating Committee, as provided in these ByLaws. In addition, the Board of Directors shall appoint other committees as deemed appropriate in carrying out its purpose.
ARTICLE vm
INDEMNIFICATION OF OFFICERS AND DIRECTORS To the full extent permitted by Wisconsin Statutes as amended from time to time, or by other provisions of law, each person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, wherever brought, whether civil, crirninal, administrative or investigative, by reason of the fact that he is or was a director, officer, employee, or agent of the association, or that he is or was serving at the •specific request of the Board of Directors of the association as a director, officer, • employee or agent of another corporation, partnership, joint venture, ü•ust or other enterprise, shall be indemnified by the association against expenses, including attorneys' fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding; provided, however, that the indemnification with respect to a person who is or was serving as a director, officer employee or agent or another corporation, parmership, joint venture, frust or other enterprise shall apply only to the extent such person is not indemnified by such other corporation, partnership, joint venture, trust or other enterprise. The indemnification provided by this section shall continue as to a person who has ceased to be a director, officer, employee or agent and shall inure to the benefit of the heirs, executors, and administrators of such person and shall apply whether or not the claim, against such person arises out of matters occurring before the adoption of this section.
ARTICLE
BOOKS OF ACCOUNT: FISCAINEAR Section 1. Books of Account. The Association shall keep detailed books of account showing all expenditures and receipts of administration which shall specify the maintenance and repair expenses of the Landscape Easement Area, Common Area and Public Medians, if any, and any other expenses incurred by or on behalf of the Association and the members. Such accounts, books, records, financial statements and other papers of the Association shall be open for inspection by the members and other persons having an interest in any Lot, including any Owner, and lender and any holder, insurer or guarantor of a first mortgage on any Lot, during reasonable business hours or under other reasonable circumstances. The Association shall not be obligated to prepare audited annual financial statements, but any
mortgage holder shall be permitted, upon written notice, to have an annual audited financial statement of the Association for the immediately preceding fiscal year prepared at their expense (unless one is otherwise available, in which case it shall be provided free of charge to party so requesting). Current copies of the Declaration, the Articles of Incorporation, the By-Laws of the Corporation, and other rules concerning the project, shall be available for inspection by any Owner and lender, and to holders, insurers or guarantors of any first mortgage at the principal office of the Association during normal business hours or under other reasonable circumstances, where copies of the same may be purchased at reasonable cost.
Section 2. Fiscal Year. The fiscal year of the Association shall commence January 1 and end the following December 31 each year.
ARTICLE X
ASSESSMENTS As more fully provided in the Declaration, each member is obligated to pay the Association annual and special assessments which are secured by a continuing lien upon the Lot against which the assessment is made. Any assessments which are not paid when due shall be delinquent. If the assessment is not paid within thirty (30) days after the due date, the assessment shall bear interest from the date of delinquency at the rate of eight percent (8%) per annum, and if not paid within sixty (60) days after the due date, the Association may bring an action at law against the Owner personally obligated to pay the same or foreclose the lien against the property by action in the manner provided by Wisconsin Statutes, and interest, costs, and reasonable attorneys' fees of any such action shall be added to the amount of such assessment. No owner may waive or otherwise escape liability for the assessments provided for herein by nonuse of the Common Area or community facilities or abandonment of his Lot.
ARTICLE Xl
PERSONAL PROPERTY FOR COMMON USE The Association may acquire and hold for the use and benefit of all of the Owners tangible and intangible personal property and may dispose of the same by sale or otherwise.
Such beneficial interest shall not be transferable except with the transfer of title to a Lot, provided that an Owner may delegate his right of enjoyment of such personal property to residents of his Lot. A transfer of title to a Lot shall transfer to the transferee ownership of the transferor's beneficial interest in such properw in accordance with the purpose for which it is intended, without hindering or encroaching upon the lawful rights of other Owners. The transfer of title to a Lot under foreclosure shall entitle the purchaser to the beneficial interest in such personal property associated with the foreclosed Lot. ARTICLE Xll
SERVICE CONTRACTS The Board of Directors, on behalf of the Association, may obtain and pay for the service of any persons or entities, to manage corporate affairs, or any part thereof, to the extent it deems advisable, as well as such other personnel as Board of Directors shall determine to be necessary or desirable for the proper operation of the Property, whether such personnel are furnished or employed directly by the Association or by ant person or entity with whom or which it contracts. The Board of Directors may contract for legal and accounting services necessary or desirable in connection with the operation of the Properv or the enforcement of the Declaration. Any agreement for professional management of the Property, or any other confract• providing for services by Declarant or any entity owned or controlled by the same persons as Declarant, must provide for the termination by either party without cause or payment of a termination fee on ninety (90) days' or less written notice and by either party for cause upon thirty (30) days' or less written notice, and shall have a maximum contract term of three years, but may be renewable by agreement of the parties for successive tenns.
ARTICLE
AMENDMENTS Section 1. These By-Laws may be amended at a regular or special meeting of the members, by the vote of 75% of each class of members, provided, that so long as there is Class B membership, the following actions will require the prior written approval (or waiver of fflis requirement) by the Federal Housing Administration (or the affidavit or Declarant that as of the date of such amendment neither the project nor any part thereof and been submitted to, or had been given project approval by, the Federal Housing Administration): annexation of additional property, mergers and consolidations, dissolution and amendment of these By-Laws.
Section 2. In the case of any conflict between the Articles of Incorporation and these By-Laws, the Articles shall control; and in the case of any conflict between the Declaration and these By-Laws, the Declaration shall control.
CERTIFICATE
The foregoing were adopted as the By-Laws of Stonepine Overall Association, Inc., a nonstock corporation under the laws of the State of Wisconsin, at a meeting of the Board of Directors on

President
STATE OF NüNNESOTA
1996, by

DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND EASENÆNTS FOR
STONEPNE OVERALL ASSOCIATIONs NC.
                    THIS DECLARATION made this Z day of                                            , 1996, by HANS
HAGEN HOMES, INC., a Minnesota corporation, hereinafte
RECITALS
Declarant is the owner of that certain real estate legally described in Exhibit A hereto attached, all of which above-described land together constitutes and is hereinafter referred to as-the "Property t'.
The Property is the subject of a proposed mixed-density residential development, and
Declarant intends to improve the Property or portions thereof and any additions thereto from time to time.
Declarant desires to subject the Property to this Declaration at this time.

The real estate subjected hereby or which subsequently may be subjected to this Declaration, including the Common Areas and easement areas, and any improvements constructed thereon, will require uniform and continuing care and maintenance for the benefit and enjoyment of persons residing in the Property.
Stonepine Overall Association, Inc., a Wisconsin nonstock corporation (hereinafter referred to as "Association"), has been formed as an agency to receive the power to attend to and effectuate policies and programs that will enhance the pleasure and value of the development, to hold title to, maintain and administer the Common Area, to maintain the Landscape Easement Area, Public Medians and Mailbox Easement Areas, to preserve and enhance the Property, to administer and enforce the covenants and restrictions, and to collect and disburse the assessments and charges hereinafter created.
NOW, THEREFORE, Declarant declares that the Property described in Exhibit A hereto, and such additions thereto as hereafter may be made pursuant to the annexation provisions contained in the Article entitled "General Provisions", is and shall be held, transferred, conveyed, sold,

leased, occupied and developed, subject to the covenants, conditions, restrictions, easements, charges and liens hereinafter set forth, which are for the purpose of protecting the value, desirability and attractiveness of the Property, and which shall run with the Property and be binding upon all parties having any right, title or interest in the Property, their heirs, successors and assigns, and which shall inure to the benefit of each Owner thereof, and the heirs, successors and assigns of each Owner. This Declaration contemplates a general plan for the individual ownership of residential real property estates which may include "sinne family detached" lots, "attached" townhouse-style lots, condominium units or other forms of ownership, and some of which may be organized under eparate declarations of covenants or condominium declarations. The purpose of this Declaration is

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to provide for the maintenance and administration (and in the case of the Common Area, the ownership) of certain defined areas and facilities which benefit all of the different developments within the Property. Every conveyance of any of any part of the Property, or any interest therein, shall be and is subject to these easements, covenants, conditions and restrictions, as follows:
ARTICLE 1
DEFINITIONS Section 1.     The following words when used in this Declaration, or any supplemental declaration (unless the context shall prohibit) shall have the following meanings:
"Association" shall mean Stonepine Overall Association, Inc., a Wisconsin nonstock corporation.
B.       "Common Area" shall mean that certain portion of the Property legally described in Exhibit B hereto attached, including all improvements and structures constructed or to be constructed thereon, and such additions thereto (by way of easement or other grant from Declarant or others) as have been or may be granted to the Association for the common use and enjoyment of the Owners. Said initial Common Area will be conveyed to the Association prior to the first conveyance of a Lot to an Owner other than Declarant.

c. "Declarant" shall mean Hans Hagen Homes, Inc., a Minnesota corporation, its successors and assigns if such successors and assigns should acquire more than one undeveloped Lot from the Declarant for the purpose of development.
"FHA" shall meah Federal Housing Administration, Department of Housing and Urban Development. "FHLMC" shall mean Federal Home Loan Mortgage Corporation. "FNMA" shall mean Federal National Mortgage Association.
"Landscape Easement Area" shall mean each and all of those certain portions of the Property legally described on Exhibit C hereto attached. "Lot" shall mean a separate platted lot intended for or containing a single living unit, without distinction as to whether the living unit is "detached" (commonly called "single-family"), "attached" (commonly called "townhouse") or a condominium unit created under the Wisconsin Condominium Act. 1. "Mailbox Easement Areas" shall mean those portions of each Lot lying within five (5) feet of a public right of way.
"Member" shall mean any person or entity holding membership in the Association as provided in Article Ill hereof.¯
"Mortgage" shall mean any mortgage or other security instrument by which a Lot or any part thereof or any structure thereon is encumbered. "Mortgagee" shall mean any person or entity named as the Mortgagee under any such Mortgage or any successors or assigns to the interest of such person' or entity under such Mortgage. "Owner" shall mean the record. owner, whether one or more-persons or entities, of a fee simple title to any Lot which is a part of the Property, including •contract sellers, but excluding those having such interest merely as security for the performance of an obligation. "Property" shall mean that certain real property described and defined in Article Il and Exhibit A hereinbelow and such additions thereto as hereafter may be expressly brought within the jurisdiction of the Association, but shall not include any lots or outlots within said subdivision not so expressly named. "Proposed Development Area" shall mean that certain real estate legally described on Exhibit D hereto attached.

"Public Medians" shall mean the landscaped medians existing from time to time within •the public rights-of-way of Grandview Drive, Hunter Hill Road, White Pine Road, White Pine Drive, White Pine Court, White Pine Circle, Stonepine Avenue, Stonepine Bay, Stonepine Court, Stonepine Circle, Wisconsin Court, or any other public right-of-way adjacent to the Property, as the same may exist from time to time, remembering that the maintenance of a landscaped area within the public right-of-way is entirely subject to the discretion of the City of Hudson, and may be removed, relocated or reconstructed at the discretion of the City.
                             Q.           "VA" shall mean Veterans Administration.
ARTICLE 11
PROPERTY SUBJECT TO THIS DECLARATION
Section 1. The real property which is and shall be held, transferred, sold, conveyed and occupied subject to this Declaration is located in the City of Hudson, County of St. Croix, State of Wisconsin, and is more particularly described in Exhibit A hereto attached.
ARTICLE 111
MEMBERSHIP AND VOTING RIGHTS IN ASSOCIATION Section 1.                Membership. Every Owner of a Lot subject to assessment, except as herein provided to the contrary, shall be entitled and required to be a member of the Association. If ütle to a Lot is held by more than one person, each of such persons shall be a member. An Owner of more than one Lot shall be entitled to one membership for each such Lot. Each such membership shall be appurtenant to the Lot upon which ifis based and shall transfer automatically by voluntary or involuntary conveyance of the title of that Lot. No person or entity other than an Owner or
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Declarant may be a member of the Association, and a membership in the Association may not be transferred except in connection with the transfer of title to that Lot.
Section 2. Transfer. A membership in the Association shall not be transferred, pledged or alienated in any way, except upon the transfer of the record title of a Lot and then only to such transferee by assignment, intestate. succession., testamentary disposition, foreclosure of mortgage of record, or other legal process. It shall be the responsibility of each owner, upon becoming entitled to membership, so to notify the Association in writing, and until so notified, the Association may continue to carry the name•of the former Owner as a member, in its sole discretion. In the event the Owner of any Lot should fail or refuse to transfer the membership registered in such Owner's name to the transferee of title of such Lot, the Association shall have the right to .record the transfer upon the books of the Association and issue a new membership to the transferee; and thereupon the old membership outstanding in the name of the transferor shall be null and void as though the same had been surrendered.
               Section 3.            Voting. The Association shall have two classes of voting membership:

Class A. Class A members shall be all Owners of Lots, with the exception of the Declarant prior to termination of Class B membership, and shall be entitled to one vote for each Lot owned.- When more than one person holds title to any Lot, all such persons shall be members. The vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any one Lot. There can be no split vote. Prior to or at the time of any meeting at which a vote is to be taken, each co-Owner or other person entitled to a vote at such meeting shall file with the Secretary of the Association the name of the voting co-Owner or other person entitled to a vote at such meeting, unless such co-Owner or other person las filed a general voting authority with the Secretary applicable to all votes until rescinded.
Class B. The Class B member shall be the Declarant, who shall be entitled to three votes for each Lot owned. The Class B membership shall cease and be converted to Class A membership on the happening of either of the following events, whichever occurs first: i) Vlhen the total votes outstanding in the Class A membership equal the total votes outstanding in the Class B membership; or ii) The eighth anniversary of the recording of this Declaration.
Section 4.        Susænsion of Voting Ri ahts. In the event any Owner shall be in arrears in the payment of any amount due under any of the provisions of this Declaration for a period of thirty (30) days, or shall be in default in the performance of any of the terms of this Declaration for a period of thirty (30) days, such Owner's right to vote as a member of the Association shall be suspended and shall remain suspended until all payments are brought current and all defaults remedied.
ARTICLE IV
PROPERTY RIGHTS
Section 1.       Permanent Easements. All easements described in this Declaration are permanent easements appurtenant, running with the land. They shall at all times inure to the benefit of and be binding on the Owner and the Mortgagee, from time to time, of any Lots and on the owner and mortgagee, if any, from time to time, of the Common Area, and their respective heirs, successors, personal representatives or assigns.
Section 2.       Right of Enjoyment. Every Owner shall have a non-exclusive right and easement of enjoyment in and to the Common Area, which right and easement shall include, but not be limited to, easements for utility, water and sewer easements, and use and enjoyment of open spaces and all other parts of the Common Area. Such right and easement shall be appurtenant to and shall pass with the title to every Lot, subject to the following provisions:
The right of the Association to pass. reasonable rules, with respect to the Common Area, for the health, comfort, safety and welfare of persons using same;

The right of the Association to suspend the voting rights and right of the use of recreational facilities (if any) situated upon the Common Area (but not rights of access or utility access to Lots) by an Owner for any period during which any assessment against such Owner's Lot remains unpaid, and for a period not to exceed sixty (60) days for an infraction of its published rules and regulations;
The right of the Association to levy assessments as provided in this Declaration; The right of the Owner of each Lot to a reciprocal easement where necessary for access over adjoining Lots for the maintenance and upkeep of the walls, fences or other improvements; The rights of the Association and Declarant reserved under Article IV, Sections 4 and 5 hereinbelow. Section 3. Delegation of Enjoyment. Any Owner may delegate, in accordance with the Bylaws of the Association, such Owner's right of enjoyment to the Common Area to residents of such Owner's Lot, including the members of the family, tenants, or contract purchasers of such Owner, and the invitees thereof (except that the Board of Directors may forbid or regulate use Of recreational facilities by non-residents).
               Section 4.         Association's Rights.
The Association shall have the right to manage, build, reconstruct, repair, maintain and improve (including by way of example, but not limited to, landscaping, providing sanitation service to and providing snow femdval for) the Common Area.

B.    The Association shall have the right to mortgage all or any portion of the Common. Area for the purpose of securing a loan of money to be used for any of the purposes specified in subsection 4.A. next hereinabove, provided that the rights of such mortgagee in the Common Area shall be subordinate to the rights of the Owners under this Declaration, and provided, further, that the mortgage shall have received the prior written approval specified in Article VIII hereinbelow.
c.      The Association shall have the right to dedicate or transfer alLor .any part of the Common Area to any govemmental subdivision or public agency or utility, and to grant permits, licenses, and easements over the Common Area for utilities, roads, and other purposes necessary or useful for the proper maintenance or operation of the project, subject to any prior written approval required by Article VIII hereinbelow.
The Property shall be subject to easements of record on the date hereof and any easements in the Common Area which may hereafter be granted by the Association (subject to the approval referred to in the preceding paragraph) to any public or private utilities or governmental bodies for the installation and maintenance .of electrical, telephone, cable television        and data conduit and lines, gas pipes, sewers or water pipes, coaxial cable, or any other utility services serving any Lots or the Common Area. Lots also shall be subject to unintentional encroachments of the Common Area improvements as described in Section 7 below. Anything apparently to the contrary notwithstanding, no abandonment, partition, subdivision, encumbrance, sale or transfer of the Common Area or other common property or any part thereof shall be effective unless it shall have received the prior written approval specified in Article VIII hereinbelow. The Association shall have the access rights set forth below in the Article entitled "General Provisions".
Section 5.      Declarant's Rights. Declarant shall have the same rights as any other Owner as to Lots owned by it from time to time, except as otherwise specified herein. In addition until the last Lot is conveyed to an Owner other than Declarant, Declarant shall have the right and easement over the Common Area for the construction and completion of improvements and making repairs to improvements (whether on the Common Area or upon Lots) and the right to maintain and use facilities and signs upon the Common Area for the purpose of marketing units, and to invite and escort the public thereon for such purpose. Without limiting the generality of the foregoing, Declarant shall have the right (until the last Lot is so conveyed) to construct, relocate, remove and alter improvements on the Common Area, including paths, driveways, parldng areas, utilities, lighting, walls, fences, and landscaping, and to cut, fill, and reshape land contours.
Section 6. Non-Dedication to Public Uses. Nothing contained in this Declaration shall be construed or be deemed to constitute a dedication, express or implied, of any part of the Common Area to or for any public use or purpose whatsoever.
Section 7. Easement For Unintentional Encroachment. Notwithstanding any other provisions contained herein, in the event thafiåny wall, fence or landscaping encroaches upon any -t art of the Common Area or upon any Lot, as a result of construction, reconstruction, repair,
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shifting, settlement or movement of any part of the Property, then a perpetual easement appurtenant to such encroaching Lot or Common Area shall exist for the continuance of any such encroachment for so long as the encroachment shall exist.
Section 8. Landscape Easement Area. The Association shall have a non-exclusive right and easement in and to the Landscape Easement Area for the purpose of maintaining and preserving the same to uniform and high standards of landscaping and appearance. Such rights shall include, but not be limited to, the right: to place, maintain and replace on such area lawns,.ihedges, trees and other plantings and decorative fences, walls and project signage; to apply fertilizers and agents for the control of weeds, dandelions and crabgrass; to install and maintain an irrigation system; and to adopt reasonable rules regarding the use of such area for the purpose of preserving a neat and well-maintained appearance. Although the Landscape Easement Area includes portions of several Lots, it is the intent of this Declaration that the foregoing rights of the Association shall preempt the interest and rights of owners of Lots with respect to landscaping and appearance. Therefore, and, without limiting the generality of the foregoing or the generality of the provisions of Article VI, Section 1 hereinbelow, no owner may do any of the following within the Landscape Easement Area portion of his Lot without the prior written consent of the Association: change, remove, add to or obstruct any landscaping, plantings or improvements maintained by the Association; change land contours; deposit trash, garbage or yard debris; store furniture, vehicles, sporting equipment or other personal property; erect structures, walls, fences, bird baths, sculptures, planters or other objects, either decorative or utilitarian; or interfere with the Association or its agents in the exercise of the Association's rights.
Section 9.       Mailbox Easement Areas. The Association shall have a nonexclusive right and easement in and to the Mailbox Easement Areas for the purpose of erecting, maintaining, repairing and replacing uniform mailboxes serving individual Lots. The Association shall have the right to determine the location of mailboxes within the Mailbox Easement Areas, and may, in its discretion, cluster mailboxes so that a mailbox may be located on a Lot different from the one it serves. The following shall require the consent of the Association in each instance: (i) changes in design, color or appearance of a mailbox; (ii) additions to a mailbox; or (iii) plantings on or around a mailbox. The Association may specify a Standard form of name identification for the mailboxes.
ARTICLE V
ASSESSMENTS Section 1 . Personal Obligation: Lien. Declarant, for each Lot owned by it within the Property, hereby covenants, and each Owner of a Lot by acceptance of a deed, or other conveyance therefor, whether or not it shall be so expressed therein, shall be and is deemed to covenant and hereby agrees to pay to the Association: (a) annual assessments or charges, which shall be payable in regular installments and shall include, but not be limited to, hazard and liability insurance for common property, maintenance of lawns and landscaping and the other activities of the Association described below in the Article entitled "Other Rights and Obligations of the Association", and an adequate reserve fund for the periodic maintenance, repair and replacement of those improvements and elements of the common property that must be replaced on a periodic basis and which the Association may be obligated to maintain; ad (b) special assessments, such assessments to be established and collected as hereinafter provided. Any assessments authorized herein, together with

interest, costs and reasonable attorneys' fees, shall be a continuing •lien from the first day of January (for annual assessments) and from the date the first installment is payable (for special assessments) against the Lot assessed; Such annual assessments shall be due and payable in twelve equal monthly installments on the first day of each and every month commencing on the first day of January of each year. Each assessment, together with interest, costs and reasonable attomeys' fees, also shall be the personal obligation of the person who was the Owner of such Lot on the date said assessment became due and payable. Said personal obligation of an Owner shall not pass to the successors in title or interest of the Owner unless expressly assumed by them or unless, prior tosuch transfer, a statement of lien for such assessments shall have been filed with the County Register of Deeds for St. Croix County, Wisconsin. No Owner shall escape liability for the assessments which fell due while being the Owner by reason of non-use of the Common Area or non-use, transfer or abandonment of such Owner's Lot, nor may an Owner deduct or set off against:the assessments amounts the Owner claims are due from the Assoeiatioh, "nor may an Owner withhold or defer payment of assessments by reason of any claims or complaints against the Association of any natüre whatsoever.
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 Owners and residents of the Property, and to construct, manage, improve, maintain, repair and administer the Common Area, Landscape Easement Area and Public Medians, and all pipes, wires, utilities, landscaping and other improvements located thereon and Mailboxes in the Mailbox Easement Areas. •An adequate reserve fund shall be maintained for working capital and for the periodic maintenance, repair and replacement of those improvements and elements of the common property that must be replaced on a periodic basis. Such fund shall be maintained out of the regular assessments.
        Section 3.        Annual Assessments. Until December 31, 1997, the maximum annual monthly assessment shall be at a rate fixed by the Board of Directors, but not to exceed the monthly rate of ten dollars ($10.00) (one hundred twenty dollars ($120.00) yearly) per Lot, not including       assessments for common expense insurance premiums under Article IX hereinbelow. Thereafter, the Board of Directors may fix said annual assessments to cover any and all expenses and projected expenses.
From and after December 31, 1997, the maximum annual assessment may be increased each year not more than five percent (5%) (or the rate of increase in the Revised Consumer Price Index for Urban Wage Earners and Clerical Workers for All Items for Minneapolis-St. Paul ("CPI") as published by the U.S. Department of Labor, if greater than five percent (5%)).
From and after December 31, 1997, the maximum annual assessment may be increased above five percent (5%) (or the rate of increase in the CPI, if greater than five percent (5 %)) by a vote of two-thirds (2/3) of each class of Members who are voting in person or by proxy, at a meeting called for this purpose.           c. The Board of Directors may fix the annual assessment at an amount not in excess of the maximum.
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Section 4.       Special Assessments. In addition to the annual assessments authorized above, the Association may levy, in any assessment year, a special assessment payable over not more than thirty-six (36) months for the purpose of defraying, in whole or in part, the cost of any unforeseen or unbudgeted common expense-of any construction, reconstruction, repair or replacement of a capital improvement upon the Common Area, Landscape Easement Area, Public Medians or
Mailbox Easement Areas, including fixtures and personal property related thereto, provided that any such assessment shall have the assent of not less than two-thirds (2/3) 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. Written notice of any meeting called for the purpose of taking any action authorized under Sections 3 or 4 of this Article shall be sent to all Members not less than thirty (30) days nor more than sixty (60) days in advance of the meetirig. At the opening of such meeting, the presence in person or by proxy of Members entitled to cast sixty percent (60%) of the votes of each class of the membership shall constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same notice requirement, and the required quorum at the subsequent meeting shall be one-half (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than sixty (60) days following the preceding meeting.

Section 6.       Rate of Assessment. Annual assessments shall be collected. on an annual basis and special assessments shall be collected as the Board determines. Both annual and special assessments must be fixed at a uniform rate for all Lots except that, in consideration for the Declarant hereby assuming any deficit in the operating expenses of the Association so long as Declarant controls the Board of Directors, Lots owned by the Declarant for which no certificate of occupancy has been issued by the City shall be assessed at one-fourth (1/4) the full rate until the first day of the month following the issuance of such certificate, at which time such Lot shall be assessed the full rate. The Declarant may unilaterally waive this reduced rate prospectively by executing and recording a written waiver to that effect. However, certain expenses may be assessed on .a. different basis, or against one or fewer than all Lots, to the extent permissible under Wisconsin Statutes, under the following circumstances:
Any common expense or portion thereof benefiting fewer than all of the Lots may be assessed exclusively against the Lots benefited, on the basis of (i) equality, (ii) square footage of the area being maintained, repaired or replaced, or (iii) the actual cost incurred with respect to each Lot.
The costs of insurance may be assessed in proportion to value, risk or coverage, and the costs of utilities may be assessed in proportion to usage. Reasonable attorneys fees and other costs incurred by the Association in connection with (i) the collection of assessments and (ii) the enforcement of the Declaration, Bylaws, or the Rules and Regulations, against an Owner or occupant or their guests, may be assessed against the Owner's Lot. Fees, charges, late charges, fines and interest may be assessed. If any damage to the common elements or another Lot is caused by the act or omission of any Owner or occupant, or their guests, the Association may assess the costs of repairing the damage exclusively against the Owner's Lot to the extent not covered by insurance. If any installment of an assessment becomes more than thirty (30) days past due, then the Association may, upon ten (10) days written notice to the owner, declare the entire balance of the assessment payable in that year to be immediately due and payable in full,
G. Assessments described in Subsections 6-A through 6-F shall:not be considered special assessments as described in Section 4.
Section 7. Surcharges. The Association in accordance with reasonable and uniform standards may add to the assessments for a particular Lot a surcharge for maintenance or utility expenses benefitting that Lot but fewer than all of the Lots..
Section 8. Commencement of Initial Annual Assessments. The annual assessments provided for herein shall commence as to all Lots not later than one month after the conveyance of the Common Area to the Association. The first annual assessment shall be adjusted according to the number of months remaining in the calendar year.

Section 9.       Commencement of Annual Assessments. By October 1 of each year the Board shall fix the amount of annual assessments against each Lot for the following fiscal year and shall send written notice thereof to each Owner. The due date for payment of annual assessments shall be. as set by the Board. At the time the Board fixes the amount of annual assessments it shall. adopt a budget for the following fiscal year and cause a copy of such budget in reasonable detail to be furnished to each Owner.
Section 10. Proof of Payment. Upon written demand of an Owner or Mortgagee, at any time and for a reasonable charge, the Association shall furnish a written certificate signed by an officer of the Association setting forth whether there are any .then-unpaid annual or special assessments levied against such Owner's or Mortgagee's Lot. Such certificate shall be conclusive evidence of payment of any annual or special assessments not stated therein as unpaid.
Section 11. Nonpayment of Assessments. Any assessments which are. not paid when due shall be deemed delinquent. In the event of a default. of more than thirty (30) days in payment of any assessment or installment thereof, the Board of Directors may accelerate the remaining installments of the assessment due in the current assessment year upon notice thereof to the Owner, and thereupon the entire unpaid balance of the assessment with all accrued interest and penalties shall become due and payable upon the date stated in the notice. If a monthly assessment is not paid by the 10th of the month, the Board may assess a service charge not to exceed $15.00. If an assessment is not paid within thirty (30) days after the delinquency date, it shall bear interest from the delinquency date at the rate of eight percent (8%) per annum and shall become a continuing lien in favor of the Association on the Lot against which assessed and the improvements thereon, and the Association (or any Owner acting in the name and for the benefit of the Association) may bring an action at law or in equity against the person personally obligated to pay the same, including interest, costs and reasonable attorneys' fees for ariy sü'ch action, which shall be added to the amount of such assessment and included in any judgment rendered in such action, and the Association may also enforce and foreclose any lien it has or which may exist for its benefit. There shall be no right of set-off against the Association based upon a failure to provide services or for money owed by the Association to the Owners.

      Section 12. Recording and Enforcement of Liens. To evidence a lien for sums assesSed pursuant to this Article, the Association may prepare a written statement or notice of lien setting forth the amount of the assessment, the date due, the amount remaining unpaid, the name of the Owner of the Lot, the name of the person personally obligated to pay the same, and a description of the Lot. Such statement or notice shall be signed by an officer of the Association and filed with the office of the County Register of Deeds for St. Croix County, Wisconsin. No statement or notice of lien shall be recorded until there is a delinquency in payment of the assessment for thirty (30) days. Upon such-a delinquency for thirty (30) days, the Association shall proceed promptly to enforce the lien or, in its discretion, to sue the person personally liable to pay the lien for the delinquency. Such lien shall be enforced by action in the same manner in which mortgages on real property may be foreclosed in Wisconsin. In any such foreclosure, the person personally obligated to pay the lien shall be required to pay all costs of foreclosure including interest, costs, and reasonable attomeys' fees. All such interest, costs, and expenses shall be secured by the lien being foreclosed. The person personally obligated to pay the lien also shall be required to pay to the Association any assessments against the Lot which shall become due during the period of foreclosure. The Association shall have the right and power to bid at the foreclosure sale or other legal sale and to acquire, hold, convey, lease, rent, encumber, use and otherwise deal with the foreclosed interest in the Lot as the Owner thereof.
The Association shall upon written request report to any encumbrancer of a Lot any assessments remaining unpaid for longer than sixty (60) days after the same shall have become due, provided, however, that such encumbrancer first shall have furnished to the Association written notice of such encumbrance. The holder, guarantor or insurer of a first mortgage on a Lot shall have the right, but not the obligation, to pay any delinquent assessments or other charges levied or imposed by the Association against such Lot.
Section 13. Subordination of Lien. The lien of the assessments provided for herein shall be subordinate to the lien of any first mortgage and to tax liens and liens for special assessments in favor of any taxing and assessing unit of govemment. Sale or transfer of any Lot shall not affect the assessment lien. However, the sale or transfer of any Lot pursuant to mortgage foreclosure Or remedies provided in the mortgage, or any proceeding in lieu thereof, shall extinguish the lien of such assessments as to charges which accrued prior to acquisition of title pursuant to such sale or transfer. No such sale or transfer shall relieve a Lot from liability for any assessments thereafter becoming due or from the lien thereof or shall relieve the person personally obligated to pay the lien of personal liability for assessments due prior to such sale or transfer or acquisition of premises. Any delinquent assessments the lien for which is extinguished by reason of this provision may be reallocated and assessed to all Lots as a common expense.
ARTICLE VI
OTHER RIGHTS AND OBLIGATIONS OF THE ASSOCIATION
Section 1.     The Common Area and Landscape Easement Area. The Association, subject to the rights of the Owners as set forth in this Declaration, shall be responsible for, and be vested with, the exclusive management and control of the Common Area and Landscape Easement Area and all improvements thereon (including furnishings and equipment related thereto);- and of mailboxes within the Mailbox Easement Areas, and shall keep the same in good, glean, attractive and sanitary condition, order and repair, subject also however, to the limitations of the easement rights hereinabove created with respect to the Landscape Easement Area. Such responsibility shall include, but not be limited to, the following: (a) construct, maintain, clean, alter and reconstruct improvements as originally cönStructed by Declarant or as approved by the Association on the Common Area and Landscape Easement Area; (b) place, maintain, trim, cut, fertilize and replace            sod, flowers, shrubs, trees and other plantings in the Common Area and Landscape Easement Area; (c) maintain and replace and pay for electricity used for all common architectural lighting on the Common Area, Public Medians and Landscape Easement Area; and (d) construct, maintain and reconstruct mailboxes within the Mailbox Easement Area. The Association shall determine, from time to time, the design and nature of all landscaping and vegetation within the Common Area and Landscape Easement Area, and its formality or informality, and may, for example, choose to leave portions of such areas in a "wild", "natural t' or unmowed condition.

Section 2.      Public Medians. The Association, subject in all respects to the supervening rights of the City of Hudson, shall maintain landscaping within the Public Medians.
Section 3.      Services. The Association may obtain and pay for the services of any persons or entities, to manage its affairs, or any part thereof, to the extent it deems advisable, as well as such other personnel as the Association shall determine to be necessary or desirable for the proper operation of the Property, whether such personnel are fumished or employed directly by the Association or by any person or entity with whom or which it contracts. The Association may obtain and pay for legal and accounting services necessary or desirable in connection with the operation of the Property or the enforcement of this Declaration. Any agreement for professional management of the Property, or any other contract providing for services by Declarant or an entity owned or controlled by the same persons as Declarant, must provide for termination by either party without payment of a terrnination fee on ninety (90) days' or less written notice without cause and by either party upon thirty (30) days' or less written notice for cause, and shall have a maximum contract term of three (3) years, but may be renewable by agreement of the parties for successive terms.
Section 4.        Personal Property. for Common Use. The Association may acquire and hold for the use and benefit of all of the owners tangible and intangible personal property and may dispose of the same by sale or otherwise. Such beneficial interest shall not be transferable except with the transfer of title to a Lot, provided that an Owner may delegate his right of enjoyment of such personal property to residents of his Lot. A transfer of title to a Lot shall transfer to the transferee ownership of the transferor's beneficial interest in such property in accordance with the purpose for which it is intended, without'hindering or encroaching upon the lawful rights of other Owners. The transfer of title to a Lot under foreclosure shall entitle the purchaser to the beneficial interest in such personal property associated with the foreclosed Lot.
ARTICLE Vll
GENERAL RESTRICTIONS. OBLIGATIONS AND RIGHTS OF OIVNER$ Section 1. Common Area Restrictions. No industry, business, trade, occupation or profession of any kind shall be conducted, maintained or permitted on any part of: the Common Area, nor shall any "for sale" or "for rent" signs be maintained or permitted on any part thereof, except that Declarant reserves the right for itself or its agents during the construction and sales period u.ntil the last Lot (including lots subsequently annexed under the Article entitled "General Provisions") is sold, to maintain a business and sales office and to place "for sale" or any signs on any part of the Common Area.
Section 2.       Obstructions. There shall be no obstruction of the Common Area, nor shall anything except construction materials and equipment be kept or stored on any part of the Common Area during the construction period without the prior written consent of the Board or except as specifically provided herein. Nothing shall be altered on, constructed in, or removed from the Common Area except upon the prior written consent of the Board.

Section 3.       Prohibition of Damage and Certain Activities. Nothing shall be done or kept on any Lot or in the Common Area or any. part thereof which would increase the rate of insurance on the Property or any part thereof over what the Association, but for such activity, would pay, without the prior written consent of the Board. Nothing shall be done or kept on any Lot or in the Common Area or any part thereof which would be in violation of any statute, rule, ordinance, regulation, permit or other validly imposed requirement of any govemmental body. No damage to, or waste of, the Common Area or any part thereof shall be committed by any Owner or any invitee of any Owner, and each Owner shall indemnify and hold the Association and the other Owners harmless against all loss resulting from any such damage or waste caused to the Association or to other Owners by such Owner or such Owner's invitees. No noxious, destructive or offensive activity shall be allowed in the Common Area or any part thereof, nor shall anything be done thereon which may be or may become a nuisance to any other Owner or to any other person at any time lawfully residing on the Property.
Section 4.       Animals. The Common Area is subject to the right of the Board to prohibit or restrict pets and other animals from the Common Area by rule adopted or amended from time to time.
Section 5.        Structures. The Association may erect and maintain on the Common Area a storage shed to be used by the Association for the storage of lawn maintenance equipment and other common property, and may erect and maintain on the Common Area signage, pavilion, playscape, warming house, half basketball court, sand volleyball court, tennis courts, walkways, a gazebo or other useful or recreational facilities. The Association may license the erection on the Common Area of temporary party tents for weddings, parties and the like.

Section 6. General Storage. No furniture, vehicles, sporting equipment or other personal property may be stored on any part of the Common Area without the express written approval of the Board, which may be withheld without stated reason.
Section 7. Vehicle Storage and Parking. No boats, snowmobiles, trailers, camping vehicles, busses, camper tops, "all terrain vehicles", tractor/trailers, trucks in excess of 9,000 pounds gross weight or unlicensed or inoperable vehicles shall at anytime be stored or parked on any Lot outside of a house or garage or on any part of the Common Area, and no-vehicle may be parked outside of a house or garage or on any part of the Common Area for more than seven (7) consecutive days, without the express written consent of the Board, which may be withheld without stated reason.
Section 8. Rules and Reaulations. The Board from time to time shall adopt such other rules and regulations governing the use and enjoyment of the Common Area and Landscape Easement Area as the Board in its reasonable discretion deems appropriate or necessary to implement the intent of the Declaration.
ARTICLE
RIGHTS FOR THE PROTECTION OF FIRST MORTGAGEES

Section 1.    Precedence. The provisions of this Article take precedence over any other conflicting provisions of this Declaration.
    Section 2.     Notice of Action. Any Mortgagee and any insurer or guarantor of a first Mortgage on a Lot who has advised the Association in writing of its name and. address and the address of the Lot covered by such Mortgage, and in said writing has requested the Association to notify it of any of the following, will be entitled to timely written notice of:
Any condemnation loss or any casualty loss which affects a material portion of the project or any Lot on which there is a first mortgage held, insured, or guaranteed by such mortgage holder or insurer or guarantor, as applicable; Any delinquency in the payment of assessments or charges owed, or any other default in the performance of any obligation under the Declaration, Bylaws, or Articles of Incorporation by an Owner of a Lot subject to a first mortgage held, insured, or guaranteed by such holder or insurer or guarantor, which remains uncured for a period of sixty (60) days;
Any lapse, cancellation or material modification of any insurance policy or fidelity bond maintained by the Association; Any proposed action which would require the consent of a specified percentage of mortgage holders as specified in the Article below entitled "General Provisions". Section 3. No Right of First Refusal. The right of an Owner to sell, transfer, or otherwise convey his Lot will not be subject to any right of first refusal or any similar restriction in favor of the Association or other Owners.
Section 4.       Liability for Unpaid Assessments. Any first mortgagee who obtains title to or comes into possession of a Lot pursuant to the remedies provided in the mortgage or by foreclosure of the mortgage or by deed or assignment in lieu of foreclosure, and any purchaser at a foreclosure sale shall not be liable for the unpaid assessments of the Lot which accrue prior to the acquisition of title or possession to such Lot by the mortgagee or purchaser.
Section 5. Examination of Books and Records. Mortgagees and holders, insurers and guarantors of mortgages shall have the right to examine the books and records of the Association, as set forth more fully in the Bylaws.
Section 6.       Payment of Taxes and Insurance. First mortgagees may, jointly or singly, pay taxes or other charges which are in default and which have or may become a charge against any common property, and may pay overdue premiums on hazard insurance policies or secure new hazard insurance coverage on the lapse of a policy for the common property, and first mortgagees making such payments shall be owed immediate reimbursement therefor from the Association. The Association is authorized to enter into an agreement in favor of all first mortgages of Lots establishing entitlement to such reimbursement.

Section 7. Distribution of. Insurance Proceeds and Condemnation Awards. No provision of the Declaration or Bylaws shall be construed as giving to the Owner or to any other party priority over any rights of first mortgagees of Lots pursuant to their mortgages in the case of a distribution to Owners. of insurance proceeds or condemnation awards for losses to or a taking of common property.
Section 8. Designation of Representative. Any holder of a first mortgage on a Lot may designate a representative to attend meetings of members.
ARTICLE IX
INSURANCE Section 1 .       Hazard Insurance for Common Property. The Association shall procure fire and extended coverage on insurable common property on a current replacement cost basis in an amount not less than one hundred percent (100%) of the insurable value (based on current replacement only), and shall use the proceeds of such hazard insurance solely for the repair, replacement or reconstruction of such insurable common property including insured improvements. The cost of such insurance shall be assessed as provided in Article V above. First mortgagees of Lots, jointly or singly, may pay overdue premiums on hazard insurance policies, or may secure new hazard insurance co.verage on the lapse of a policy, for the common property, and first m.ortgagees making such payments shall be owed immediate reimbursement therefor from the Association. The Association is authorized to enter into an agreement in favor of all first mortgagees of Lots establishing entitlement to such reimbursement.
Section 2. Liability and Workers Compensation Insurance. Commencing not later than the time of the first conveyance of a Lot to an Owner other than Declarant, the Association shall maintain, to the extent reasonably available, the following insurance:
Workers' Compensation insurance (if the Association has eligible employees); Comprehensive public liability insurance in such amounts and with such coverage as the Board of Directors shall from time to time determine, but at least: covering events occurring anywhere on the Common Area (and Landscape Easement Area and any other areas that are under its supervision) or arising out of or in connection with the use, ownership or maintenance thereof; covering, without limitation, legal liability of the insureds for property damage, bodily injuries and deaths of persons in connection with the operation, maintenance or use of the Common Area and Landscape Easement Area, and legal liability arising dut of lawsuits      related to employment contracts of the Association, and such other coverages as. are customarily covered with respect to projects similar in construction, location, and use; insuring each officer and member of the Board of Directors, the managing agent and each Owner and with cross liability endorsement to cover liabilities of the Owners as a group to an Owner and with a "Severability of Interest Endorsement" which would preclude the insurer from denying the claim of an Owner for the negligent act of another Owner, occupant or the Association; and

in amounts generally required by private institutional mortgage investors for projects similar in construction, location and use. (However, such coverage shall be for at least $1,000,000 for bodily injury, including deaths of persons and property damage arising out of a single occurrence.)
                          c.        Such other insurance as the Board of Directors may determine.
D.       All such policies must provide that they may not be cancelled or substantially modified by any party without at least ten (10) days' prior written notice to the Association and to each holder of a first mortgage which is listed as a scheduled holder of a first mortgage in the insurance policy.
Section 3.       Additional Coveraoes. In addition and supplement to the foregoing powers, and not in limitation thereof, the Board of Directors shall have the authority at all times without action by the Owners to obtain and maintain in force all Common Area or Association coverages and endorsements required by either FNMA or FHLMC for the acceptance of mortgages on Lots, as such requirements are amended from time to time.
Section 4.      Proceeds. Proceeds of casualty insurance on common property shall be used only for the purpose of rebuilding or functionally replacing such common property.
Section 5.                Insurance Premiums. Insurance premiums for any blanket property insurance coverage and the other insurance coverages purchased by the Association shall be common expenses to be paid by assessments levied by the Association, and such assessments shall be held in a separate account of the Association and used solely for•the payment of the blanket property insurance oremiums and other insurance premiums as such premiums become due.
Section 6. Fidelity Insurance. The Association may maintain blanket fidelity insurance for all officers, directors, trustees and employees of the Association and all other persons handling or responsible for funds of or administered by the Association, and the Board may enter into a binding agreement with a mortgage holder, guarantor, FNMA or FHLMC, to keep such coverage in force.
ARTICLE X
EMINENT DOMAIN Section 1. Association as Representative. The Association shall represent the owners in any condemnation proceedings or in negotiations, settlements and agreements with the condemning authority for acquisition of the Common Area, or part thereof, and by acceptance of a deed for a Lot, each Owner appoints the Association as attorney-in-fact for such purposes. In the event of a taldng or acquisition of part or all of the Common Area by a condemning authority, the award or proceeds of settlement shall be payable to the Association, or other trustee (such as a bank or title insurance company appointed as such by the Association), for the use and benefit of the Owners and their mortgagees as their interests may appear,

Section 2.   Reconstruction. In the event of a partial taking of the Common Area (or conveyance in lieu thereof) the Association promptly shall cause the remaining portions of the Common Area to be restored functionally and aesthetically to reasonably the same condition as before the taking, using so much of the proceeds of such •taldng for such purpose as shall be reasonably necessary. In the event of a total taking of the Common Area (or conveyance in lieu thereof), the proceeds shall be allocated equally among each Lot, payable jointly to the respective Owners and mortgage holders thereof.
ARTICLE Xl
GENERAL PROVISIONS
Section 1.                Enforcement. Enforcement of these covenants and restrictions and of the provisions contained in the Articles of Incorporation, Bylaws and Rules and Regulations of the Association (and of decisions made by the Board pursuant thereto) may be by any proceeding at law or in equity instituted by the Association or by any owner against any person (including the Association) violating or attempting to violate any covenant or restriction, either to restrain violation, to compel compliance, or to recover damages, and against the land, to enforce any lien created by these covenants; and failure by the Association or by any Owner to enforce any covenant or restriction herein contained shall in no event be deemed a waiver of the right to do so thereafter. Attorneys' fees and costs of any such actions to restrain violation or to recover .damages as determined by the Court shall be assessable against and payable by any persons violating the terms contained herein.
Section 2. Mergers. Upon a merger or consolidation of the Association with another corporation as provided in its Articles and Bylaws, its properties, rights and obligations may, by operation of law, be transferred to anothér surviving or consolidated association or corporation, or, alternatively, the properties, rights and obligations of another corporation may, by operation of law,
be added to the properties, rights, and obligations of the Association as a surviving corporation pursuant to a merger. The surviving or consolidated corporation may administer the covenants and restrictions established upon any other properties as one entity. No such merger or consolidation, however, shall effect any revocation, change or additions to the covenants established by this Declaration within the Property, except as hereinabove provided.
Section 3.      Association Acts through Board. The power and authority of the Association as provided in the Wisconsin Nonstock Corporation Act, the Declaration, Bylaws,i-and Rules and Regulations shall be vested in a Board of Directors elected by the Owners in accprdance with the By-Laws of the Association. The Association shall act through the Board of Directors and the officers elected by the Board; accordingly, all references in the Declaration and Bylaws to the Association shall mean the Board of Directors acting for the Association, unlesS action by the vote of the Owners, Members or Mortgagees is expressly required by said Act, the Declaration or Bylaws.
Section 4. Severability. Invalidation of any one of these covenants or restrictions by legislation, judgment or court order shall in no way affect any other provisions which shall remain in full force and effect.

Section 5.       Duration and Amendment. The covenants and restrictions of this Declaration shall run with and bind the land, and shall inure to the benefit of and be enforceable by the Association or the Owner of any Lot subject to this Declaration, their respective personal representatives, heirs, successors and assigns, for a term of twenty (20) years from the date this Declaration is recorded, after which time the covenants and restrictions shall be automatically renewed for successive periods of ten (10) years unless terminated by a statement recorded within the last ninety (90) days of such twenty (20) or ten (10) year periods signed by not less than ninety (90%) of the Owners and by not less than fifty-one percent (51 %) of the holders of first mortgages, counting one vote for each Lot covered by a first mortgage.
Except as elsewhere herein provided, this Declaration may be amended during the first twenty-year period by an instrument signed by not less than ninety percent (90%) of each class of the Owners and thereafter by an instrument signed by not less than seventy-five percent (75%) of the Owners, but no easement right shall be terminated or abridged without the consent of all affected Owners. In addition, a particular amendment may require the consent of Declarant under Section 6, below, or of a proportion of first mortgagees under Section 7, below. The consent of the Owners may be obtained by a written agreement, or at a meeting of the Association duly held in accordance with the provisions of the Bylaws. Whenever such an amendment has been so approved, it shall be recorded with the appropriate recording office in the county. where the Property is located, and shall not be effective until so recorded. Any officer of the Association shall have the power and authority to certify to such approval, and such certification shall be sufficient evidence of approval for all purposes, including recording.
Notwithstanding the foregoing, however, Declarant shall have the right to amend this
Declaration by recording an amendment executed solely by it which recites that it is for the purpose of conforming to requirements or comments of FHA, until the happening of one of the following events, whichever occurs earliest:

the recording of such an amendment evidencing approval by the FHA or the on December 31, 1996;                               c.        the recording of Declarant's waiver of this right,
Section 6. Declarant's Joinder, In addition to the other requirements for-amendment of this Declaration and the Bylaws contained herein, the written joinder and consent •of the Declarant shall be required for any amendment of either the Declaration or Bylaws which shall abolish, diminish or restrict Declarant's rights hereunder to complete improvements, to annex additional property, to maintain sales and management offices and models, to maintain signs and advertise the project, or to use easements through Common Areas for purposes of constructing improvements or marketing the project, until the last conveyance of a Lot to an Owner other than Declarant. This right may be waived in whole or part at any time by recording a written waiver executed and acknowledged by Declarant.
Section 7.       Mortgagee Approval. In addition to all other requirements set forth herein, unless at least sixty-seven percent (67%) (or such higher percentage as is required by law or this Declaration) of the first mortgagees of the Lots or their assigns (based upon one vote for each first mortgage owned), have given their prior written approval, neither the Association nor the Owners shall be entitled to:
terminate the legal status of the project (except in accordance with procedures set forth in. these Declaration and By-Laws in the event of amendment or termination made as a result of destruction, damage or condemnation); by act or omission, seek to abandon, partition, subdivide, encumber, sell or transfer the Common Area (the granting of easements for public utilities or for other public purposes consistent with the intended use of the Common Area shall not be deemed such a transfer); c. use hazard insurance proceeds for losses to any common property for other than the repair, replacement or reconstruction of such common property;
D.        By act or omission change, waive or abandon any scheme of regulations, or enforcement thereof, pertaining to the architectural design or the exterior appearance of living units or garages, the exterior maintenance of living units or garages, the maintenance of any common property, party walls or common fences and driveways, or the upkeep of lawns and plantings.
Section 8.        Annexation. Subject to the Article entitled "Rights for the Protection of First Mortgagees" hereinabove, additional residential property and Common Area may be annexed to the
Property with the consent of seventy-five percent (75           of the Owners. Additional land within the Proposed Development Area may be annexed by, or with the consent of, the Declarant (or in the event that the holder of a mortgage on land within the Proposed Development Area acquires title to such land by foreclosure or by deed in lieu thereof, then by such holder or its assignee) without the consent of the other Owners or of mortgage fiÖlders of Lots within eight (8) years of the date of recording of this Declaration, provided that (l) the FHA or VA determine that the annexation is in
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accord with the general plan of development heretofore approved by them, or (2) Declarant (or such holder) then avers that neither the FHA nor the VA had then approved such a general plan för this development, The Declarant may unilaterally waive or restrict any part of this right of annexation at any time by recording with the County Register of Deeds a written instrument thereof executed by it, except that such waiver or restriction shall not be effective against any land within the Proposed Development Area which is then subject to a mortgage of record unless and until the holder of such mortgage consents to such waiver or restriction in writing. Such annexation shall be accomplished by means of one or more Supplemental Declarations (which shall state. which portions, if any, of the added land shall be added to Common Area, Landscape Easement Area or Mailbox Easement Areas) executed by Declarant (or such holder) •and the then owner of the added land and recorded with the County Register of Deeds for St. Croix County, Wisconsin. The aggregate number of additional Lots to be added by annexation of the Proposed Development Area shall not' exceed 380 additional Lots. Votes and other rights of Owners shall adhere to the Lots so annexed from and after the date of recording. of the respective Supplemental Declarations. Assessments with respect to all Lots added by each respective Supplemental Declaration shall commence on a date fixed by the Board of Directors no later than sixty (60) days following the conveyance of the first such Lot to an Owner other than Declarant. All intended common area improvements in future phases so annexed must be substantially completed prior to annexation. All taxes and other assessments relating to the property added to such annexation and covering any period prior to such annexation, must be paid at the time of annexation. All future improvements submitted to this Declaration by such future annexation must be consistent in terms of quality of construction with the initial improvements constructed on the Property as originally defined in this Declaration.
Section 9.       Notices. Any notice required to be sent to any Member of the Association (or Owner) under the provisions of this Declaration shall be deemed to have been properly sent when mailed, postage prepaid, to the last known address of such Member appearing on the records of the Association at the time of such mailing. In the case of multiple Owners of a Lot, notice to any one of such Owners shall be deemed notice to all.
Section 10. Captions. The Article and Section headings are intended for convenience only and shall not be given any substantive effect.
Section 11. Construction. In the event of arr apparent conflict between this Declaration and the Bylaws, the provisions of this Declaration shall govem. The use of pronouns such as "his", "he" and "him" are for literary purposes and mean whenever applicable the plural and female forms.
Section 12. Golf Course. The Property is in the vicinity of a. golf course which is owned and operated by an entity unrelated to Declarant or the Association. Some of the Lots are adjacent to or near the golf course. Owners, by acceptance of a deed to a Lot, are deemed to be aware of, and consent to, the typical noises associated with maintainence and use of a golf course, including without limitation, early moming mowing, late night watering, spraying and the use of chemicals normally associated with golf courses.
                                                                                                                                                                                                                                                      504/96 3:30
ARTICLE
FHA APPROVAL Section 1. So long as there is Class B membership, the following actions will require the prior written approval (or waiver of this requirement) by the FHA (or the affidavit of Declarant that as of the date of such amendment neither the project nor any part thereof had been submitted to, or had been given project approval by, the FHA): annexation of additional property, gnergers and consolidations, mortgaging of Common Area, dedication of Common Area, dissolution and amendment of this Declaration.
IN WITNESS WHEREOF, the Said Hans Hagen Homes, Inc., a Minnesota corporaffon, was caused this document to be executed as of the day and year first above written.'

STATE OF MINNESOTA )
COUNTY OF ) 14'

The foregoing instrument was acknowledged before me this 4_ day of , 1996, man; e, respectively the and Hagen Homes, Inc., a Minnesota corporation, on behalf of the Corporation.

THIS INSTRUMENT DRAFTED BY:
N. Walter Graff
Best & Flanagan
Professimai Limited Liabiliv Partnership
4000 First Bank Place
601 Second Avenue South
Minneapolis, MN 55402-4331
(612) 339-7121
                                                                      sn4/%
A
Property

Lots I through 7, both inclusive, Block l, Stonepine First Addition
Lots 1 through 16, both inclusive, Block 2, Stonepine First Addition
Lots 1 through 12, both inclusive, Block 3, Stonepine First Addition

B
Common Area

Outlot 1, Block 3, Stonepine First Addition
Outlot 1, Block 2, Stonepine First Addition
Outlot 3, Block 3, Stonepine First Addition

C
Landscape Easement Area
The North 30.00 feet of Outloi ] , Block 5. Stonepine First Addition, St. Croix County; Wisconsin.
The Easi 25.00 feet of Outlot 1, Block 5 Stonepine First Addition, St. Croix Couniy,.Wisconsin.
The North 1 10.00 feet of Outlot l, Block 1, Stonepine First Addition, St. Croix County, Wisconsin.
The West 25.00 feet of Outlot l , Block l, Stonepine First Addition, St. Croix County, Wisconsin.
The East 25.00 feet of Outloi 1, Block 4, Stonepine First Addition, St. Croix County, Wisconsin.

The Southerly 160.00 feet of Outlot 1, Block 4, Stonepine First Addition, St. Croix County, Wisconsin.
The Northw•esierlv 20.00 feet, c.      Block 2, Stonepine firs} Addition, St. Croix Courifyt Wisconsin.
The Southeasterly 20.00 feet of Lot and Lot 1 2, Block 3, Stonepine First Addition, St. Croix County, •Wisconsin.
The Southeasterly 20.00 feet of OUtIOt 2 Block 3, Stonepine First Addition, St. Croix County, Wisconsin.
The West 25.00 feet of Lot and Lot 7. Block 1, Stonepine First Addition, St. Croix County, Wisconsin.
The Northwesterly 20.00 feet and the Northeasterly 70.00 feet, of Lot 3, Block 2, Stonepine First Addition, St. Croix County, Wisconsin.
The Northwesterly 20.00 feet and the Southwesterly 25.00 feet, of the Northwesterly 50.00 feet', of Lot 2, Block 2, Stonepine First Addition, St. Croix County, Wisconsin.
Outlot 3, Stonepine First Add