"Association" means The Waters of Millan Homeowners Association, Inc., an Indiana nonprofit corporation organized under IC 23-17IC 23-17, its successors and assigns.

"Board" means the Board of Directors of the Association.

"Common Area" means all real property, improvements, and facilities owned or maintained by the Association for the common use and enjoyment of the Members, including entryways, open space, trails, stormwater facilities, and any recreational amenities identified on the Plat or a supplemental instrument.

"Declarant" means J & J Development, LLC and any successor to which Declarant expressly assigns its rights under this Declaration by a recorded instrument.

"Lot" means any numbered residential parcel shown on the Plat, other than Common Area.

"Member" means every person or entity holding membership in the Association under Article III.

"Owner" means the record owner, whether one or more persons or entities, of fee simple title to a Lot, excluding parties holding an interest solely as security for an obligation.

"Plat" means the recorded subdivision plat(s) covering the Property, as amended or supplemented.

"Rules" means the rules and policies adopted by the Board under Section 3.7.

The real property described in Exhibit A is, and shall be held, transferred, and occupied, subject to this Declaration.

Declarant may request the annexation of additional contiguous land ("Additional Property") into the Community. Any annexation of Additional Property shall require the approval of Members holding at least sixty percent (60%) of the votes cast at a meeting called for that purpose, provided that a quorum of Members constituting forty percent (40%) of all Members is present. Upon approval, the Additional Property shall be annexed by the recording of a supplemental declaration.

The Community is anticipated to be developed in phases totaling approximately three hundred seventy-five (375) Lots. Declarant makes no representation that any particular number of Lots, phases, or amenities will ultimately be developed.

Upon the annexation of any Additional Property under Section 2.2, the Declarant shall be required to pay regular and special assessments to the Association for each annexed Lot on the same basis as any other Owner, commencing on the date the Additional Property is formally annexed by recording of the supplemental declaration.

The Declarant shall not be entitled to any free or discounted use of the Common Area or neighborhood amenities. The Declarant, like all other Members and Owners, shall pay all applicable rental fees, facility use charges, and other fees established by the Association for access to and use of amenities and Common Area facilities.

The Association shall be organized as a nonprofit corporation under Indiana's Nonprofit Corporation ActIC 23-17 before the first Lot is conveyed to an Owner other than Declarant.

Every Owner is automatically a Member. Membership is appurtenant to, and may not be separated from, ownership of a Lot.

Voting; membership classes. Membership in the Association is divided into two classes.

(a) Class A Members. Class A Members are all Owners other than Declarant and any builder who purchases a Lot for the purpose of constructing a residence for resale. Each Class A Member is entitled to one (1) vote for each Lot owned. Where more than one person holds an interest in a Lot, all such persons are Members, but the vote for that Lot shall be exercised as they among themselves agree; in no event may the vote for a Lot be split into fractional votes, and no more than one (1) vote may be cast with respect to any Lot. A vote cast for a Lot is presumptively valid, but if such vote is questioned by any Member holding an interest in the Lot and the Members holding an interest in that Lot are not in agreement, the vote for that Lot shall not be counted.

(b) Class B Member. The Class B Member is Declarant, who is entitled to ten (10) votes for each Lot Declarant owns. The Class B membership appurtenant to a Lot ceases, and converts to a Class A membership, upon the sale of that Lot by Declarant.

(c) Automatic conversion. Notwithstanding subsection (b), every Class B membership still outstanding automatically converts to a Class A membership at 11:59 p.m. Eastern Time on December 31, 2027, whether or not Declarant still owns the related Lot at that time. From and after that conversion, the Owner of each such Lot, including Declarant, is responsible for paying regular and special assessments to the Association under Article IV on the same basis as any other Class A Member.

This creates two overlapping mechanisms with different triggers: the Class B-to-A conversion above (a fixed date, or earlier sale of a given Lot) and the period of Declarant control in Section 3.4 (a floating date tied to years elapsed or percentage of Lots conveyed). They are not required to align, and as drafted they don't — Declarant could retain Board-appointment control under 3.4 after its Class B votes have already converted to single Class A votes, or vice versa. Confirm with counsel whether that gap is intended or whether the two sections should be tied together.

Declarant may appoint all members of the Board during the period of Declarant control, which ends on the earlier of: (a) [five (5)] years from the date the first Lot is conveyed to an Owner other than Declarant; or (b) the conveyance of [seventy-five percent (75%)] of the total planned Lots to Owners other than Declarant. After that date, Members elect all directors at the annual meeting.

The Association shall hold an annual meeting and shall give Members written notice consistent with the notice, agenda, and open-meeting requirements of the Indiana Homeowners Association ActIC 32-25.5 and the Association's bylaws.

The Association shall keep financial records, meeting minutes, and this Declaration available for Member inspection and copying as required by IC 32-25.5 and the Indiana Nonprofit Corporation Act.

Subject to this Declaration, the Board may adopt and amend an annual budget, adopt reasonable Rules governing the Common Area and use of Lots, employ a managing agent, and take any action reasonably necessary to maintain the Community and enforce this Declaration.

Electronic and mail ballots. In addition to a vote taken by voice or written ballot at a meeting, the Board may authorize a vote of the Members to be conducted, in whole or in part, by (a) paper ballot returned by mail, or (b) secure electronic ballot, under a written voting policy adopted by the Board that verifies each voting Member's identity, limits each Lot to one ballot, and sets a deadline for receipt. A Member who submits a valid mail or electronic ballot is treated as present and voting for quorum and vote-count purposes to the same extent as a Member voting in person, and a meeting at which Members attend and vote by remote communication is conducted consistent with the Indiana Nonprofit Corporation ActIC 23-17.

Each Owner, by accepting a deed to a Lot, covenants to pay the Association: (a) regular annual assessments, (b) special assessments, and (c) any charge properly levied under this Declaration. Each assessment, together with interest, late charges, and reasonable collection costs, is a personal obligation of the Owner and a continuing lien on the Lot.

Assessments fund Common Area maintenance, insurance, reserves, administration, and enforcement of this Declaration.

The Board shall adopt an annual budget and set the regular assessment to fund it. See Exhibit B for the initial assessment.

Budget approval without a quorum. If a quorum of Members is not present, in person or by valid mail or electronic ballot under Section 3.8, at a meeting called to adopt the annual budget, the Board may nonetheless approve a budget for the coming year, and set the resulting regular assessment under Section 4.3, in an amount not to exceed the lesser of: (a) one hundred five percent (105%) of the last approved budget; or (b) the last approved budget increased by the average percentage increase in the Consumer Price Index for All Urban Consumers, Housing, Midwest Region (or its successor index as published by the U.S. Bureau of Labor Statistics), measured over the twelve (12) months preceding the meetingIC 32-25.5.

Indiana's HOA Act was amended effective July 1, 2026 (House Enrolled Act 1152) to let a board approve a budget increase without a quorum, generally capped at 105% of the last approved budget (110% during an association's first five years after the developer's first sale to an outside owner). This clause adopts a tighter cap than that statutory ceiling — the lesser of 105% or the CPI-Housing (Midwest) increase — which an association may do by binding itself to stricter terms than the statutory maximum. I have not verified the exact codified section number or the precise statutory language against the enrolled act; confirm both with counsel, along with the correct BLS series name for the CPI figure, before finalizing.

A special assessment for capital improvement or unbudgeted expense requires the approval of Owners holding at least [sixty percent (60%)] of the total votes cast at a meeting called for that purpose.

The Association shall maintain a written policy for collecting delinquent assessments, and shall give an Owner written notice and a reasonable opportunity to cure, including, where required, an offer of a payment plan, before referring a delinquent account to an attorney or collection agency or assessing a late charge, consistent with IC 32-25.5. Late charges and interest shall be reasonable and shall not exceed the amount permitted under Indiana law.

Unpaid assessments constitute a lien on the Lot from the date they become due, subordinate to the lien of any first mortgage of record. The Association shall provide the notice, cure period, and itemized statement of account required by IC 32-25.5 before recording a lien or pursuing foreclosure, and shall not foreclose based solely on unpaid fines.

Indiana's HOA statute places specific limits on when and how an association may pursue a lien for fines versus assessments, and on required notices before referral to counsel. Confirm current thresholds and procedure with counsel before adopting a collection policy.

An Owner may request a statement of account, which the Association shall provide within the time required by IC 32-25.5.

The Board shall appoint an Architectural Review Committee ("ARC") of not fewer than three (3) Members to administer this Article.

No building, fence, wall, deck, solar installation, or other structure may be erected, and no exterior alteration visible from the street or an adjoining Lot may be made, without prior written ARC approval.

An Owner seeking approval shall submit plans and specifications showing the nature, location, materials, and exterior color of the proposed work.

The ARC shall respond in writing within [forty-five (45)] days of receiving a complete application. If the ARC fails to respond within that period, the application is deemed approved as submitted.

The ARC shall evaluate applications against written design guidelines adopted by the Board (Exhibit C), applied uniformly and without regard to any characteristic protected under Section 6.13.

An Owner may appeal an ARC denial to the Board, whose decision is final.

Each Lot shall be used for single-family residential purposes only. An Owner may conduct a home occupation that produces no exterior evidence of commercial activity, no signage beyond that permitted in Section 6.7, and no regular customer or client traffic to the Lot.

No noxious or offensive activity, and no activity that is a nuisance or unreasonably disturbs a neighboring Owner, shall be conducted on any Lot.

An Owner may keep a reasonable number of domestic pets provided they are not kept, bred, or maintained for commercial purposes and are controlled so as not to disturb neighbors. This does not apply to a service or assistance animal needed because of a disability; the Association shall grant a reasonable accommodation on request as required by the federal Fair Housing Act and Indiana's civil rights lawIC 22-9.5.

No inoperable, unlicensed, or commercial vehicle over one ton shall be parked on a Lot or street in view of another Lot for more than [24] hours, except construction or service vehicles present temporarily to perform work. The Board may adopt reasonable rules for the storage of recreational vehicles, trailers, and boats.

No fence or wall of any kind may extend toward the front or street-side property line beyond the rear or side wall of the residence. A fence may not exceed five (5) feet in height without the approval of the Declarant or the ARC. Fences shall be constructed of black aluminum post fencing, black wrought iron, or black vinyl-coated chain link, so as not to detract from any dwelling, and shall be properly maintained; wood fencing and privacy fencing of any kind are not permitted on any Lot. An Owner proposing to install a fence shall submit a site plan to the Declarant or the ARC showing the fence's location and the materials to be used, and the Declarant or the ARC may approve or reject the proposed fence or its materials as inappropriate for the Community. Sheds and other accessory structures likewise require ARC approval and shall conform to the design guidelines in Exhibit C.

An Owner is responsible for maintaining the Lot, dwelling, and landscaping in good condition. If an Owner fails to do so after thirty (30) days' written notice, the Association may perform the necessary maintenance and assess the reasonable cost to the Lot as provided in Article IV.

Signs are limited to: (a) one sign, not exceeding six (6) square feet, advertising the Lot for sale or lease; (b) political and issue signs displayed for a reasonable period surrounding an election, subject only to reasonable size and placement limits set by the Board; and (c) a flag display permitted under Section 6.8. No other commercial or promotional signage is permitted.

An Owner may display the flag of the United States and, on Armed Forces Day, Memorial Day, Flag Day, Independence Day, and Veterans Day, an authorized flag of the United States Army, Navy, Air Force, Marine Corps, or Coast Guard, subject only to reasonable size, location, and manner restrictions the Association may adopt, as protected under IC 32-21-12.

The Association may not prohibit the installation of a solar energy device, and any restriction adopted under Section 5.5 must be reasonable and may not significantly increase the cost of the device or significantly decrease its efficiency, consistent with Indiana's statutory protection for solar installationsIC 32-21-12.5.

The Association shall own or hold maintenance responsibility for the Common Area and shall maintain it in good condition for the benefit of all Members.

The "Development Period" of the Subdivision shall be from the date that the first restrictions and protective covenants were executed by Developer to the date of the sale of the last remaining lot in the Subdivision (including all sections, phases, and/or stages thereof to any person, firm, or corporation other than Developer or December 31, 2027, whichever comes first.

Every Owner has a non-exclusive easement of enjoyment in the Common Area, subject to the Rules and to the Association's right to suspend an Owner's use rights (other than access to the Owner's own Lot) during a period of assessment delinquency, after notice and an opportunity to be heard.

The Association shall maintain property insurance on insurable Common Area improvements, commercial general liability insurance, and directors' and officers' liability coverage, in amounts the Board considers adequate.

Each Owner is responsible for insuring the Owner's dwelling, its contents, and personal liability arising from the Lot.

The Association, or any Owner if the Association fails to act, may enforce this Declaration by any remedy available at law or in equity, including injunctive relief and recovery of sums due.

Before imposing a fine, the Board shall give the Owner written notice of the alleged violation and a reasonable opportunity to cure or to be heard by the Board.

The Board may fine an Owner up to fifty dollars ($50) per incident of violation. No more than one fine may be imposed for a given incident in any seven (7) day period; if the violation remains uncured, the Board may impose an additional fine for each subsequent seven (7) day period it continues, subject to the notice and cure opportunity required by Section 9.2.

This schedule caps each fine at $50 and limits the Board to one fine per incident per seven-day period. An uncured violation may therefore be fined again the following week, and each week after that until cured, but never more than once within the same seven-day period.

If a violation is not cured after notice, the Association may enter the Lot to correct it and assess the reasonable cost against the Lot under Article IV. This section does not authorize entry into a dwelling.

Failure to enforce any provision of this Declaration on one occasion does not waive the right to enforce it later.

The prevailing party in an action to enforce this Declaration is entitled to recover reasonable attorney fees and costs.

Before filing suit over a dispute other than nonpayment of assessments, the parties are encouraged, but not required, to attempt mediation.

Until the period of Declarant control under Section 3.4 ends, Declarant may unilaterally amend this Declaration by recorded instrument to correct an error, to conform to a requirement of a governmental authority or institutional lender, or to annex Additional Property under Article II.

After the period of Declarant control ends, this Declaration may be amended only by an instrument signed by the Association president and secretary certifying approval by Owners holding at least [fifty one percent (51%)] of the total votes, recorded with the Clark County Recorder.

No amendment may impair Declarant's rights under Article II, or a mortgagee's rights under Section 12.6, without the affected party's written consent.

This Declaration runs with the land and binds the Property for an initial term of twenty (20) years from the date of recording, and is automatically extended for successive ten (10) year periods unless terminated or amended as provided in this Article before a renewal date.

This Declaration may be terminated before the end of a term only by a recorded instrument approved by Owners holding at least [sixty percent (60%)] of the total votes.

Indiana does not impose a statutory expiration date on recorded covenants comparable to some states' marketable-title acts, so the term and renewal mechanism above are a matter of contract, not statutory requirement. Confirm with counsel whether the county's practice or a title insurer's requirements call for a different term.

If a court holds any provision of this Declaration invalid, the remaining provisions remain in full force.

This Declaration is governed by the law of the State of Indiana.

If a provision of the Rules conflicts with the Bylaws, or a provision of the Bylaws conflicts with this Declaration, this Declaration controls, followed by the Bylaws, followed by the Rules.

A notice required under this Declaration is sufficient if sent by first-class mail or, where the recipient has consented in writing, by electronic mail, to the address of record.

Except as expressly stated, Declarant makes no warranty regarding any Common Area improvement not yet constructed.

A director or officer acting in good faith and without gross negligence is not personally liable to any Owner or the Association for an act or omission in that capacity, to the fullest extent permitted by IC 23-17.

The holder of a first mortgage on a Lot, upon written request to the Association, is entitled to notice of any uncured default by the mortgagor Owner lasting more than sixty (60) days, and to notice of any proposed amendment materially affecting the Association's insurance or assessment obligations.

The covenants in this Declaration run with the land and bind every successor, heir, and assign of every Owner.