DECLARATION OF COVENANTS, RESTRICTIONS AND EASEMENTS

This declaration, made this 14^th day of July 2004, by Mountain View, III, a Virginia corporation, herein called ‘Developer’;

Whereas, Developer is the owner of certain real estate situated in the Town of Amherst, Virginia, subdivided unto a subdivision known as Mill Race, Section 3, Phase 1, more particularly shown and described on a plat of a survey of Mill Race, Section 3, Phase 1 the Town of Amherst, Virginia, dated November 20, 2002, made by Acres of Virginia, Inc., Thomas C. Brooks, Jr., Land Surveyor, which plat is attached hereto and is to be recorded as a part of this instrument in the Clerk’s Office of the Circuit Court of Amherst County, Virginia.

Whereas, Developer intend to convey the lots of land shown on the aforesaid pat of Mill Race, Section 3, Phase 1, subject to certain covenants, restrictions and easements.

Now Therefore, Developer declares that all of the lots shown on the aforesaid plat of Mill Race, Section 3, Phase 1 shall be held, sold and conveyed subject to the following covenants, restrictions and easements, all of which shall run with the real property and shall be binding upon all parties having or acquiring any right, title or interest in and to lots in Mill Race, Section 3, Phase 1 and shall inure to the benefit of each owner thereof. Each owner by acceptance of conveyance shall be deemed to covenant and agree to be bound by the following covenants, restrictions and easements;

1. No structure of a temporary character, trailer, basement, tent, shack, garage, barn or other outbuilding shall be used on any lot at any time as a residence, either temporarily or permanently.

2. No animals, livestock or poultry of any kind shall be kept on any lot, except dogs, cats or other household pets, provided that such excepted pets are not kept for any commercial purposes.

3. All house plans shall be approved by Developer or its authorized agent prior to construction, until the year 2025.

4. No solid “privacy” fence over 42” high shall be allowed.

5. No dish antenna shall be erected in the front yard.

6. No fence shall enclose a county water meter.

7. No nuisance shall be maintained on any lot, nor any activity carried on which shall become an annoyance to the neighborhood. No lot shall be used as a dumping ground for rubbish, trash, garbage and other waste shall not be present on any lot except in sanitary containers. All incinerators or other equipment for the storage or disposal of rubbish shall be kept in a clean and sanitary condition.

8. No inoperative vehicles shall be allowed to remain on any lot beyond a reasonable period of time, not to exceed thirty (30) days. No junk or derelict vehicles or other vehicles on which current registration plates are not displayed shall be kept upon any lot or roadway. Vehicle repairs other than emergency maintenance are not permitted on any lot or roadway.

9. No out buildings shall be built or erected without prior written approval of Developer or its authorized agent until the year 2025.

10. All mailboxes are to be built as shown on the attached EXHIBIT A. No separate newspaper boxes are to be used. All mailboxes are to be maintained in like new condition until the year 2025.

11. All signage must be approved by the Developer or its authorized agent, until the year 2025.

12. Invalidation of any one of these covenants by judgment or court order shall in no wise affect any of the provision, which shall remain in full force and effect.

13. Enforcement either to restrain violation or to recover damages or both shall be by proceedings at law or in equity against any person or persons violating or attempting to violate any covenants. One or more owners in the subdivision shall be a proper party to institute such proceedings.