This Prepared By:

This

Instrument

Prepared By: KIOUS & RODGERS 152 Heritage Park Drive, Suite B Murfreesboro,

TN

37129 SUPPLEMENTARY DECLARATION ANNEXING AND PROVIDING RESTRICTIVE COVENANTS FOR ARLINGTON, SECTION II 4TH CIVIL DISTRICT, RUTHERFORD COUNTY, TENNESSEE

The undersigned, BH INVESTORS, LLC, being the owner in fee simple of the real estate that has been subdivided and named ARLINGTON, SECTION II, according to a survey and plat of same, which plat is of record in Plat Book 24, page 278, Register's Office of Rutherford County, Tennessee, and which plat is made a part hereof by reference, does hereby annex said property into the ARLINGTON plan pursuant to ARTICLE IX of the RESTRICTIVE COVENANTS AND EASEMENTS APPLYING TO ARLINGTON, SECTION I, 4TH CIVIL DISTRICT,

RUTHERFORD

COUNTY,

TENNESSEE

(“Covenants”)

and

as

recorded in Record Book 94, page 256 of the Register's Office of Rutherford County, Tennessee. All of ARLINGTON, SECTION II of record in Plat Book 24, page 278, of said Register's Office shall now be under the same Covenants, with exception to the following Article VIII, as applying to ARLINGTON, SECTION I, which plat is of record in Plat Book 24, page 206 of said Register's Office.

The

Covenants herein referred are of record in Record Book 94, page 256 of the Register's Office of Rutherford County, Tennessee, and are incorporated herein by reference as if copied verbatim. Article VIII of the Covenants is accepted only as hereinafter amended, and is to clarify that the owners in ARLINGTON, SECTION II, may amend the Covenants for Section II without the consent of the owners in other sections or phases of the ARLINGTON subdivision. ARTICLE VIII TERMINATION, EXPIRATION, AND AMENDMENT A. The right of enforcement of each of these Restrictive Covenants is severally vested in the owners of each of the lots in this Section II of the Subdivision or the developer. Any owner of any lot shall have the right at any time to compel compliance with said Restrictive Covenants, or to prevent the violation of any of them by the proper institution of an action at law or in

equity for injunctive relief.

B.

Should any provision of this instrument be declared void or

inoperative by any Court of competent jurisdiction, or should more strict provision apply by any Governmental Ordinance, the remaining provisions shall continue in full force and effect. C. These Covenants and Restrictions set forth herein run with the land and shall be binding upon all parties hereto, their heirs, representatives, successors, or assigns, for a period of thirty (30) years from the date of recording, after which time said Covenants shall be automatically extended for one successive period of ten (10) years, unless an instrument signed by the owners of 75% of the lots in Section II encumbered by these Covenants has been recorded agreeing to change said Covenants in whole or in part. These Covenants may be amended at any time by an instrument signed by the owners representing 75% of the lots in Section II encumbered by these Covenants, or may be amended solely by Developer or by a majority of Class B members. Said instrument shall be recorded to be valid.

WITNESS our signatures this _____ day of ______________, 1998. BH INVESTORS, LLC By:_______________________________________ John Harney, Chief Manager STATE OF TENNESSEE COUNTY OF RUTHERFORD

) ) )

Before me, a Notary Public in and for the State and County aforesaid, personally appeared JOHN HARNEY with whom I am personally acquainted (or proved to me on the basis of satisfactory evidence), and who upon oath acknowledged himself to be Chief Manager of BH INVESTORS, LLC, the within named bargainor, a limited liability company, and that he as such Chief Manager, executed the foregoing instrument for the purpose therein contained, by signing the name of the company by himself as Chief Manager. Witness my hand this

day of

, 2001.

____________________________________ NOTARY PUBLIC My Expires:_______________

Commission