DECLARATION OF RESTRICTIVE COVENANTS
The following Restrictive Covenants are established and binding upon the property described as follows (hereafter referred to as the "Property"):

Lots Two (2) through Sixteen (16), inclusive, Mary Lee Estates, Town of Kaukauna, Outagamie County, Wisconsin.

PART I
GENERAL RESTRICTIONS

1. Purpose:
   The purpose of these covenants is to ensure the use of Property for attractive residential purposes only, to prevent nuisances, to prevent the impairment of the attractiveness of the property, to seek the use of quality materials and workmanship, and to maintain the desired atmosphere and appearance of the community, and thereby to secure to each site owner the full benefit and enjoyment of their home.
   
   It is intended that these Restrictions shall be for the benefit of all property owners. It is further intended that these Restrictions shall maintain a residential area and no trade or business shall be conducted thereon that shall become a nuisance or annoyance.
   
   Herein, MARY LEE ESTATES, LLC, shall be known as the "Developer," which is located at N2792 McCabe Road, Kaukauna, Wisconsin 54130.
2. Regulations:
   The ordinances, statutes, laws, rules, and regulations of the Town of Kaukauna, Outagamie County, and the State of Wisconsin, and their respective departments and agencies in effect on the date hereof, shall apply to all of the Property subject to these Restrictive Covenants. Any buildings to be constructed on said Property shall comply with these ordinances, statutes, laws, rules, and regulations.
   
   All lot owners shall comply with all wetlands and floodplain rules and regulations set by local town, county, and state authorities.
   All lot owners shall comply with the master drainage plan on file with the town and county.
   
   Where the provisions of this Declaration impose greater restrictions than any statute, ordinance or rule, the provisions of this Declaration shall prevail. Where the provisions of any statute, ordinance or rule impose greater restrictions than this Declaration, the provisions of the statute, ordinance or rule shall prevail.
3. Foundation:
   All buildings shall be erected on permanent foundations of cement, stone, or like material, and no building shall be erected upon posts. Every residence building shall have a basement.
4. Dwellings:
   There shall be only one (1) dwelling on each lot used for residential purposes. Such dwelling shall be used solely as a single-family residence. Single-story residences shall have a minimum of One Thousand, Six Hundred (1,600) square feet of usable living space excluding any patio or garage. Two- (2) story homes shall have a minimum of Two Thousand (2,000) square feet excluding any patio or garage. All garages must be attached to the residence. Each dwelling shall have a minimum 6/12 pitched roof. Single-story dwellings shall be faced 2/3 with brick.
5. Side Lot Requirement:
   A side lot requirement of twenty feet (20') is hereby established, prohibiting construction of any structure within twenty feet (20') of the lot line of any adjacent lot owner.
6. Tree Line:
   Lot owners of Lots Eight (8) through Fourteen (14) inclusive, and Lot Sixteen (16) shall not change the existing tree line without the written consent of Developer.
7. Well Requirements:
   Any well constructed on the Property subject to these Restrictive Covenants shall be constructed in accordance with government code provisions applicable at the time of the construction, and no well constructed shall be located within fifty feet (50') of any boundary line of the lot on which it is located.
   
   All lot owners shall comply with all special casing area requirements for arsenic established by the Department of Natural Resources in effect.
8. Easements:
   All easements and right-of-ways, as recorded on the plat on record prior to the recording of these Restrictive Covenants, shall remain in full force and effect.
9. Plan Approval
   No excavation of any lot nor the construction of any buildings on any lot subject to these Restrictive Covenants shall be permitted until MARY LEE ESTATES, LLC, has received and approved a complete set of final construction plans and specifications, including a site plan showing the proposed location, grade, and elevation of the structure(s) on the site and such additional detail as may be requested by MARY LEE ESTATES, LLC. MARY LEE ESTATES, LLC, reserves the right to approve or reject the plans and specifications of any such construction. This restriction shall only apply to the initial construction of a residence or detached building and shall not apply to any subsequent improvements that may be made to the initial residence.
   
   Site plans for lots and out lots adjoining Apple Creek must be reviewed and approved by the Outagamie County Zoning Office and any other necessary local, county or state agencies.
10. Construction Site: Completion of Landscaping and Driveways:
    No lot shall be used for storage except for materials to be used for the initial/immediate construction of the residential building.
    
    At all times during construction, the site shall be maintained in a neat and orderly fashion to the reasonable satisfaction of MARY LEE ESTATES, LLC.
    Construction of any residential building must be completed within twelve (12) months from the date of commencement of such construction. Landscaping of the lot and permanent driveway installation must be completed by the lot owner within twelve (12) months of that owner's initial occupancy of the residential building.
    
    All culverts shall have aprons and walls.
    
    Each lot owner acknowledges and agrees not to upset soil conditions in the area of the perk test that may cause significant destruction of the real estate. Any offending lot owner shall be solely responsible for any destruction resulting there from.
11. Temporary Structures, Outbuildings, or Trailers:
    One (1) single-story shed shall be allowed on each lot. Shed plans and specifications shall be submitted to MARY LEE ESTATES, LLC, for approval prior to commencement of construction. Any approved shed shall have a maximum storage area not to exceed One Thousand (1,000) square feet and shall be constructed in a style and of materials that are similar to those used in the construction of the dwelling located on said lot. No storage shed shall be located closer than twenty-five feet (25') to any lot line. Construction of said shed shall not begin until the dwelling is partially completed. No pole building construction is allowed.
    
    Except as authorized by MARY LEE ESTATES, LLC, no structure of a temporary nature, nor trailers, shacks, barns, or similar structures, shall be permitted on any lot, either temporarily or permanently.
12. Trash:
    No lot shall be used as a dumping ground for rubbish, trash, garbage, or other waste. All trash and waste shall be kept in sanitary containers. No sanitary container is to be put in front of any dwelling sooner than the day before the regularly scheduled pickup, except as may be otherwise authorized by applicable ordinance. All equipment and/or containers for the storage or removal of such materials shall be kept in a clean and sanitary condition.
13. Fill:
    MARY LEE ESTATES, LLC, reserves the right to direct the disposition of any fill, including excess excavation fill, which is to be removed from the lot at the owner's expense. However, such disposition as directed by MARY LEE ESTATES. LLC, shall be within a one- (1) mile radius to the lot from which it is being removed; otherwise, the lot owner shall be free to dispose of such fill.
14. Zoning, Health, and Other Laws and Regulations:
    So long as the property subject to these Restrictive Covenants is zoned for residential use, all zoning, health and other laws, ordinances, and regulations promulgated by the Town of Kaukauna, Outagamie County, State of Wisconsin, and/or the United States of America and their respective agencies and departments having jurisdiction over the Property subject to these Restrictive Covenants shall be strictly observed and complied with.
15. Government Permits:
    The lot owner shall secure all government permits, such as building permits and septic permits, needed to use this land before any improvements are made to the Property.
16. Fences and Landmarks:
    No wall, fence (except hedge fences) of any kind whatsoever shall be constructed on any lot within MARY LEE ESTATES, LLC, unless the height, type, design, and location thereof have the express written approval of MARY LEE ESTATES, LLC.
17. Unlicensed Vehicles and Salvage Materials:
    No unlicensed vehicles, junkyards or storage areas for cars, salvage materials, or other storage of any nature shall be permitted on the lots subject to these Restrictive Covenants.
18. Parking and Storage of Boats. Campers, Etc.:
    Recreational vehicles, snowmobiles, boats, trailers, mini-bikes, fishing shanties, etc., must be stored inside buildings except as follows: Recreational vehicles, snowmobiles, boats, campers, travel trailers, motor homes, trailers, and similar vehicles may be parked or stored outside of any permanent structure for not more than thirty (30) days within any twelve- (12) month period.
19. Mobile Homes and Other Pre-Built Homes Not Permitted;
    No mobile homes or doublewides shall be set up, maintained, or parked on any lot on the Property subject to these Restrictive Covenants. Furthermore, no partially or fully constructed home shall be moved upon the lots. No pre-built, modular, prefabricated, or earth homes shall be allowed. All exposed concrete and porches and stoops must have brick or stone veneer face.
20. Division of Lots and Geotechnical Reports:
    No lots shall be subdivided to create a larger number of lots, and not more than one (1) structure shall be erected or constructed upon any lot with the exception of an outbuilding as described in paragraph No. 11 herein.
    Geotechnical reports applicable to lots within MARY LEE ESTATES, LLC, are on file and available upon request from the Developer of MARY LEE ESTATES, LLC.
21. Detention Ponds:
    The cost for maintenance cost of detention ponds located in MARY LEE ESTATES, LLC, shall be assessed to all Property owners on a per lot basis as provided in Part II herein.
22. Street Lighting:
    In the event street lights shall be installed in the Subdivision of MARY LEE ESTATES, the cost of operation and maintenance of the street lights and Town of Kaukauna administrative costs shall be equally assessed among the lot owners on a per lot basis as provided in Part III herein.
23. Animals:
    No animal, livestock, or poultry of any kind shall be raised, bred, or kept on any lot except dogs, cats, or other household pets, provided they are not kept, bred, or maintained for any commercial purpose. There shall be no more than two (2) dogs per lot, or two (2) cats per lot, or any combination thereof.
24. Nuisance:
    No noxious or offensive trade, activity, or hobby shall be carried on upon any lot nor shall anything be done thereon that shall be or become a nuisance or annoyance to the neighborhood.

PART II
RESTRICTIONS ON USE AND DEVELOPMENT OF OUTLOTS 6 AND 7

1. Purpose. Outlets 6 and 7 shall be permanently retained by the Home Owners
   Association, in a scenic, natural, and open condition for conservation subject to and consistent with drainage functions and improvements for the benefit of the owners of Lots 1 through 16.
2. Permitted Uses and Structures. The following uses and structures are permitted on Outlets 6 and 7: Drainage-ways and drainage detention areas provided such uses and structures are consistent with and do not interfere with drainage functions and improvements.
3. Prohibited Uses and Structures. The following uses and structures are
   prohibited on Outlets 6 and 7: filling, grading, and excavating except in
   connection with a permitted use and structure; deposition and extraction of
   materials except in connection with a permitted use and structure; motorized
   vehicles or motorized bikes of any kind or nature except for periodic
   maintenance; recreational uses of any kind or nature; the cultivation of
   agricultural crops, fruits, and vegetables; the dumping of ashes, waste, compose, or garbage; and the storage of vehicles or equipment of any kind and recreational uses of any kind.
4. Maintenance Easement. There shall be an affirmative duty to maintain, protect, and manage Outlets 6 and 7 consistent with the purpose, permitted uses and structures, and prohibited uses and structures enumerated above. The Town of Kaukauna and the County of Outagamic shall have the unqualified right to enter upon such Outlets for inspection and, if necessary, perform maintenance in the event of non-performance. All maintenance expenses shall be billed to the home owners on a per lot basis,
5. Grading and Grades.    All grading and final grades for construction of any public or private improvement shall conform to the surface water drainage plan as approved by the Outagamie County Planning and Zoning Department.
   

PART III
PROPERTY OWNERS ASSOCIATION AND ASSESSMENTS

A. CREATION AND ORGANIZATION:

1. Creation. The Owners (Kenneth and Debra Kay Vander Heiden) shall create a
   Mary Less Estates Property Owners Association (hereafter "Association") as a
   non-profit and non-stock corporation. Thereafter, the Owners shall convey fee simple title of Outlets 6 and 7, unencumbered by any lien, to the Association.
2. Purpose of Association.
   a. To own, maintain, protect, and use Outlets 6 and 7 consistent with Part II of this Declaration.
   b.To aid and cooperate with the members of the Association and property owners in the subdivision in the enforcement of these Restrictions.
   c. To arrange social and recreational functions for its members.
   d. To do things necessary to promote the general welfare of the lot owners of the subdivision.
   
3. Mandatory Membership. The Association shall have only one (1) class of
   members. Every beneficial owner (fee simple ownership as distinguished from a security holder) of Lots 1 through 16 shall be a member. Membership shall
   terminate on such member's ceasing to be the beneficial owner of a lot.
4. Voting Rights. Each member in good standing shall be entitled to vote on each matter submitted for a vote to the members. A member shall have one (1) vote for each lot owned. Where two (2) or more owners own a lot, only one (1) vote for such lot shall be allowed, and the joint owners shall designate and register with the Secretary of the Association the name of the owner entitled to cast such single vote.
5. Assignment of Rights. An owner who is a member of the Association may
   assign his or her membership rights to any tenant residing on the lot. Such
   assignment shall be effected by filing with the Secretary of the Association a
   written notice of assignment signed by the beneficial owner.
6. Annual Meeting. An annual meeting of the members shall be held in March of
   each year. The time and place shall be fixed by the Board of Directors.
7. Regular and Special Meetings. In addition to the annual meeting, regular and special meetings may be held at a time and place to be determined by the Board of Directors.
8. Notice of Meetings: Written notice of stating the date, time, and place of any meeting of members shall be delivered personally or by mail to each member not less than ten (10) days before the date of such meeting.
9. Quorum. The members holding a majority of the votes that may be cast at any meeting shall constitute a quorum at any meeting.

B. BOARD OF DIRECTORS

1. General Powers. The affairs of the Association shall be managed by the Board of Directors subject to any instructions of the members or subject to the approval of the members as may be expressed by a vote of the members. The Board shall consist of not less than thee (3) members of the Association. The Board shall assume management of the Association at the first annual meeting after three- quarters (3/4) of the lots have been sold by the Owners or within five (5) years of the date of recording these Restrictions, whichever is earlier. Prior to such time, the Owners shall manage the affairs of the Association.
2. Terms and Offices. The Board of Directors shall be elected by the members at the annual meeting for a term of three (3) years. The Board of Directors shall elect officers consisting of a President, Secretary, and Treasurer. The President shall preside at all meetings. The Secretary shall keep the minutes of all meetings of the Association and the Board of Directors. The Treasurer shall receive and deposit all Association funds.
3. Vacancies. Vacancies because of death, resignation, disqualification, or
   otherwise may be filled by appointment of the Board until the next annual
   meeting.

C. FEES AND ASSESSMENTS

1. Determination of Annual and Special Assessments. The Home Owners
   Association shall establish an annual budget in advance for each calendar year of all corporation expenses for such year which may be required for the proper operation and management of the corporation and for the ownership, maintenance, improvement, policing, and/or preservation of real estate in which the corporation's members shall have common rights of usage and enjoyment. The annual budget shall be in a minimum amount equal to 125% of the total of the net real estate property tax bills (excluding special assessments) for Outlets 6 and 7 for the immediately preceding year plus the total of any noticed (but unpaid) municipal special assessments upon such outlots. Review, discussion, and approval of such annual budget shall be an agenda item at each annual meeting.
2. Payment of Fees. The annual fee shall be due and payable to the Association on or before January 31 of each year.
3. Special Assessments. Special assessments may be levied on all lots, except
   outlets, only by two-third (2/3) of the members of the Association approving such special assessment. Special assessments shall be due and payable on or before the first January 31 following the levy.
4. Default in Payments. Any fee or special assessment not paid when due shall
   bear interest at the rate of twelve percent (12%) per annum until paid.
5. Liens. All fees and assessments which are not paid when due shall become and remain a lien on the lot in favor of the Association until paid with interest thereon. The owner of any lot shall be personally liable to pay any fee or assessment. The Association.
6. Assignment of Fees and Assessments. In the event any member whose fees and assessments are paid in full, shall, during the year in which such fees and assessments are paid, terminate his or her membership by sale of his or her lot, he or she shall be entitled to assign to the buyer the benefit of the paid fees and assessment.

PART IV
GENERAL PROVISIONS

1. Term:
   These Restrictive Covenants herein contained shall be in effect for a term of twenty (20) years from the date this Declaration is recorded, after which time, they shall automatically be extended for successive periods often (10) years, unless an instrument terminating or reducing these terms shall be executed and recorded in accordance with the requirements as set forth in paragraph No. 26 herein.
2. Amendment:
   Part I of this Declaration may be amended, waived, or removed by the execution and recordation in the Office of the Register of Deeds for Outagamie County, Wisconsin, of an instrument executed by two-thirds (2/3) of the owners of the lots on the Property. However, so long as MARY LEE ESTATES, LLC, shall own any property in the Subdivision, MARY LEE ESTATES, LLC, by itself alone, shall be entitled to amend, waive, or remove said covenants. Any amendment or modification of Parts II, HI or IV of this Declaration shall require the written approval of the Town of Kaukauna and County plat approval authority.
3. Variances:
   Variances of any of these Restrictive Covenants maybe permitted by MARY LEE ESTATES, LLC, where it is reasonably satisfied that such variances will be in the best interest of all lots within the Subdivision of MARY LEE ESTATES and will further the overall purposes and intentions of these Restrictive Covenants.
4. Enforcement:
   These restrictions shall run with the land and be binding upon the Owner, its successors and assigns. All future transfers of any lots shall be made subject to the restrictions, obligations and conditions set forth in this Declaration. It is understood the acceptance of a deed for any lot by any purchaser is to be considered as an agreement to abide by the restrictions, obligations and conditions of this Declaration. The Association or any lot owner may enforce the provisions of this Declaration by proceedings in law or equity against any person violating or attempting to violate the provisions of this Declaration, either to restrain violation or to recover damages or both. The Town of Kaukauna or Outagamie County may enforce the provisions of Part II of this Declaration. The Association or any lot owner successful in defending these Restrictive Covenants shall be entitled to recover costs and reasonable attorney fees.
5. Severability:
   Invalidation of any one of these Restrictive Covenants by judgment or court order shall in no way affect any other provisions, which shall remain in full force and effect.