HOA Bylaws

*Please note, this document has been reformatted to be published online. For an official copy of the bylaws please contact a board member.

BY-LAWS OF MAPLE VALLEY HOMEOWNERS ASSOCIATION

ARTICLE I

OFFICE

Section 1. PRINCIPAL OFFICE. The principal office for the transaction of the business of the corporation is hereby located at 236 S. Topeka, City of Wichita, County of Sedgwick, Kansas.

Section 2. REGISTERED OFFICE. The corporation, by resolution of its board of directors, may change the location of its registered office as designated in the Articles of Incorporation to any other place in Kansas. By like resolution the resident agent at such registered office may be changed to any other person or corporation, including itself. Upon adoption of such a resolution, a certificate certifying the change shall be executed, acknowledged and filed with the Secretary of State, and a certified copy thereof shall be recorded in the office of the Register of Deeds for the county in which the new registered office is located (and in the old county, if such registered office is moved from one county to another),

Section 3. OTHER OFFICES. Branch or subordinate offices may at any time be established by the board of directors at any place or places where the corporation is qualified to do business,

ARTICLE II

MEMBERSHIP

Section 1. MEMBERSHIP. Membership in the corporation is mandatory for any owner or owners of a lot or building site in the MAPLE VALLEY ADDITION, Wichita, Sedgwick County, Kansas.

Section 2. VOTING RIGHTS. All members are voting members of the corporation, however, there shall be but one (1) vote collectively among all owners of a lot or building site in the addition on all matters of business of the corporation as set forth in the recorded instrument appended hereto.

Section 3. TERMINATION OF MEMBERSHIP. Membership in the corporation shall cease immediately upon the legal or equitable transfer of ownership of a lot or building site by a member of the corporation. The duties and obligations of a deceased member of the corporation shall be binding upon the personal representative of a deceased member's estate or his or her heirs, devisees, successors or assigns.

Section 4. PLACE OF MEETINGS, All annual meetings of members and all other meetings of members shall be held at the principal office of the corporation unless another place within or without the State of Kansas is designated either by the board of directors pursuant to authority hereinafter granted to said board, or by the written consent of all members entitled to vote thereat, given either before or after the meeting and filed with the secretary of the Corporation.

Section 5. MEETINGS OF VOTING MEMBERS AND OTHER MEMBERSHIP MATTERS. The annual meetings of the members shall be held on the first Thursday of October, in each year, at 7:00 o'clock, p.m. of said day; provided, however, that should said day fall upon a legal holiday, then such annual meeting of members shall be held at the same time and place on the Thursday following such designated meeting date. At such meeting, directors shall be elected, reports of the affairs of the corporation shall be considered, and any other business may be transacted which is within the power of the members.

Written notice of each annual meeting shall be given to each member entitled to vote, either personally or by mail or other means of written communication, charges prepaid, addressed to such member at his address appearing on the books of the corporation or given by him to the corporation for the purpose of notice. If a member gives no address, notice shall be deemed to have been given if sent by mail or other means of written communication addressed to the place where the principal office of the corporation is situated, or if published at least once in some newspaper of general circulation in the county in which said office is located. All such notices shall be sent to each member entitled thereto not less than ten (10) days nor more than sixty (60) days before each annual meeting, and shall specify the place, the day and the hour of such meeting, and shall state such other matters, if any, as may be expressly required by statute,

Section 6. SPECIAL MEETINGS. Special meetings of the members, for any purpose or purposes whatsoever, may be called at any time by the president or by the board of directors, or by one or more members holding not less than one-fifth of the voting power of the corporation. Except in special cases where other express provision is made by statute, notice of such special meetings shall be given in the same manner as for annual meetings of members. Notices of any special meeting shall specify in addition to the place, day and hour of such meeting, the general nature of the business to be transacted.

Section 7. ADJOURNMENT, When any members' meeting, either annual or special, is adjourned for thirty (30) days or more, notice of the adjourned meeting shall be given as in the case of an original meeting. Except as aforesaid, it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting, if the time and place thereof are announced at the meeting at which such adjournment is taken.

Section 8. VOTING. Unless the board of directors has fixed in advance a record date for purposes of determining entitlement to vote at the meeting, the record date shall be as of the close of business on the day next preceding the date on which the meeting shall be held. Unless otherwise provided in the Articles of Incorporation, all elections of directors shall be by written ballot. If the Articles of Incorporation permit election of directors without written ballot, then such election shall be without written ballot, unless requested by any member, in which case the election of directors shall be by written ballot. The member owners of a lot or building site in the addition shall collectively have but one (1) vote for directors and all other matters which may properly come before the members at any annual or special meeting.

Section 9. QUORUM. The presence in person or by proxy of a majority of the voting members at any meeting shall constitute a quorum for the transaction of business. The members present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough members to leave less than a quorum.

Section 10. CONSENT OF ABSENTEES, The transactions of any meeting of members, either annual or special, however called and noticed, shall be as valid as though had at a meeting duly held after regular call and notice, if a quorum be present either in person or by proxy, and if, either before or after the meeting, each of the members entitled to vote, not present person or by proxy, signs a written waiver of notice, or a consent to the holding of such meeting, or an approval of the minutes thereof. All such waivers, consents, or approvals shall be filed with the corporate records or made a part of the minutes of the meeting.

Section 11. PROXIES. Every person entitled to vote or execute consents shall have the right to do so either in person or by one or more agents authorized by a written proxy executed by such person or his duly authorized agent and filed with the secretary of the corporation; provided that no such proxy shall be valid after the expiration of three (3) years from the date of its execution, unless the person executing it specified therein the length of time for which such proxy is to continue in force.

Section 12. INSPECTION OF CORPORATE RECORDS, The membership ledger, the books of account, and minutes of proceedings of the members, the board of directors and of executive committees of directors shall be open to inspection upon the written demand of any member or the holder of a voting trust certificate within five (5) days of such demand during ordinary business hours if for a purpose reasonably related to his interests as a member, or as the holder of such voting trust certificate. The list of members entitled to vote shall be prepared at least ten (10) days before every meeting of members by the officer in charge of the stock ledger, which shall be the secretary, and shall be open to inspection by any member, for any purpose germane to the meeting, during ordinary business hours for at least ten (10) days prior to such meeting. Such inspection may be made in person or by an agent or attorney authorized in writing by a member, and shall include the right to make abstract. Demand of inspection other than at a members’ meeting shall be made in writing upon the president, secretary, assistant secretary or general manager of the corporation.

Section 13. INSPECTION OF BYLAWS. The corporation shall keep in its principal office for the transaction of business the original or a copy of these bylaws as amended or otherwise altered to date, certified by the secretary, which shall be open to inspection by the members at all reasonable times during ordinary business hours.

ARTICLE III

DIRECTORS

Section 1. POWERS. Subject to limitations of the Articles of Incorporation, of the bylaws, and of the Kansas Corporation Code as to action which shall be authorized or approved by the members, and subject to the duties of directors as prescribed by the bylaws, all corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation shall be controlled by, the board of directors. Without prejudice to such general powers, but subject to the same limitations, it is hereby expressly declared that the directors shall have the following powers, to-wit:

First--If allowed by the Articles of Incorporation, to alter, amend or repeal the bylaws of the corporation.

Second--To select and remove all the other officers, agents and employees of the corporation, prescribe such powers and duties for them as may not be inconsistent with law, or with the Articles of Incorporation or the bylaws, fix their compensation, and require from them security for faithful service.

Third--To conduct, manage, and control the affairs and business of the corporation, and to make such rules and regulations therefore not inconsistent with the law, or with the Articles of Incorporation or the bylaws, as they may deem best. -

Fourth--To change the principal office and registered office for the transaction of the business of the corporation from one location to another as provided in Article I hereof; to fix and locate from time to time one or more subsidiary offices of the corporation within or without the State of Kansas, as provided in ARTICLE I, Section 3 hereof; to designate any place within or without the State of Kansas for the holding of any members' meeting or meetings except annual meetings; to adopt, make and use a corporate seal, to prescribe the forms of membership certificates, and to after the forms of such seal and of such certificates from time to time, as in their judgment they may deem best, provided such seal and such certificate shall at all times comply with the provisions of law.

Fifth--To borrow money and incur indebtedness for purposes of the corporation, and to cause to be executed and delivered therefore, in the corporate name, promissory notes, bonds, debentures, deeds of trust, mortgages, pledges, hypothecations or other evidences of debt and securities therefore.

Sixth--To appoint an executive committee and other committees, and to delegate to such committees any of the powers and authority of the board in the management of the business and affairs of the corporation, except the power to adopt, amend or repeal bylaws. Any such committee shall be composed of two or more directors.

Section 2. NUMBER AND QUALIFICATION OF DIRECTORS. The authorized number of directors of the corporation shall be three (3) until changed by amendment to this bylaw. Directors must be members.

Section 3. ELECTION AND TERM OF OFFICE. The directors shall be elected at each annual meeting of members, but if any such annual meeting is not held, or the directors are not elected thereat, the directors may be elected at a special meeting of members held for that purpose as soon thereafter as conveniently may be. All directors shall hold office until their respective successors are elected. A director may be removed from office at any time for cause, however, by a majority vote of the voting members, and he or she may be removed without cause by a two-thirds (2/3) vote of the voting members,

Section 4. VACANCIES. Vacancies on the board of directors may be filled by a majority of the remaining directors, although less than a quorum, or by a sole remaining director. If the Articles of Incorporation permit election of directors without written ballot, then the election of directors to fill vacancies shall be without written ballot, unless requested by any director. If at any time, by reason of death, resignation, or other cause, the corporation should have no directors in office, than any officer or any member or any executor, administrator, trustee or guardian of a member or other fiduciary entrusted with like responsibility for the person or estate of a member may call a special meeting of the members in accordance with the provisions of these bylaws, or may apply to the District Court for a decree summarily ordering election as provided for by the Kansas Corporation Code. Each director so elected shall hold office until his successor is elected at an annual or a special meeting of the members.

A vacancy or vacancies on the board of directors shall be deemed to exist in case of the death, resignation or removal of any director, or if the authorized number of directors be increased, or if the members fail at any annual or special meeting of members at which any director or directors are elected to elect the full authorized number of directors to be voted for at the meeting, or if any director or directors elected shall refuse to serve.

The members holding at least twenty percent (20%) of the ownership in the total number of lots or building sites in the Addition may call a meeting at any time to fill any vacancy or vacancies not filled by the directors in accordance with the above procedures. If the board of directors accepts the resignation of a director tendered to take effect at a future time, the board or the members shall have power to elect a successor to take office when the resignation is to become effective.

No reduction of the authorized number of directors shall have the effect of removing any director prior to the expiration of his term of office.

Section 5. PLACE OF MEETING. Regular and special meetings of the board directors shall be held at any place within or without the State of Kansas which has been designated from time to time by resolution of the board or by written consent of all members of the board, in the absence of such designation, all meetings shall be held at the principal office of the corporation,

Section 6. ORGANIZATIONAL MEETING. Immediately following each annual meeting of members, the board of directors shall hold a regular meeting for the purpose of organization, election of officers, and the transaction of other business. Notice of such meeting is hereby waived,

Section 7. OTHER REGULAR MEETINGS, Other regular meetings of the board of directors shall be held without call at such time as the board of directors may from time to time designate in advance of such meetings; provided however, should said day fall upon a legal holiday, then said meeting shall be held at the same time on the next day thereafter ensuing which is not a legal holiday. Notice of all such regular meetings of the board of directors is hereby waived.

Section 8. SPECIAL MEETINGS. Special meetings of the board of directors for any purpose or purposes shall be called at any time by the president or, if he is absent or unable or refuses to act, by the secretary or by any other director. Notice of such special meetings, unless waived by attendance thereat or by written consent to the holding of the meeting, shall be given by written notice mailed at least five (5) days before the date of such meeting or be hand delivered or notified by telegram at least two (2) days before the date such meeting is to be held. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail with postage thereon addressed to the director at his residence or usual place of business. If notice be given by telegraph, such notice shall be deemed to be delivered when the same is delivered to the telegraph company.

Section 9. NOTICE OF ADJOURNMENT. Notice of the time and place of holding an adjourned meeting need not be given to absent directors if the time and place be fixed at the meeting adjourned.

Section 10, WAIVER OF NOTICE. The transactions of any meeting of the board of directors, however called and noticed or wherever held, shall be as valid as though had at a meeting duly held after regular call and notice, if a quorum be present, and if, either before or after the meeting, each of the directors not present signs a written waiver of notice, or a consent to holding such meeting, or an approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the corporate records or made a part of the minutes of the meeting.

Section 11. QUORUM. A majority of the total number of directors shall be necessary to constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Every act or decision done or made by a majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the board of directors, unless a greater number be required by law or by the Articles of Incorporation. The directors present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough directors to leave less than a quorum.

Section 12. MEETINGS BY TELEPHONE. Members of the board of directors of the corporation, or any committee designated by such board, may participate in a meeting of the board of directors by means of conference telephone or similar communications equipment, by means of which all persons participating in the meeting can hear one another, and such participation in a meeting shall constitute presence in person at the meeting.

Section 13. ADJOURNMENT. A majority of the directors present may adjourn any directors' meeting to meet again at a stated day and hour or until the time fixed for the next regular meeting of the board.

Section 14. VOTES AND VOTING. All votes required of directors hereunder may be by voice vote or show of hands, unless a written ballot is requested, which request may be made by any one director. Each director shall have one vote. Every reference to a majority or other proportion of directors shall refer to a majority or other proportion of the votes of such directors.

Section 15. INSPECTION OF BOOKS AND RECORDS, Any director shall have the right to examine the corporation's membership ledger, a list of its members entitled to vote and its other books and records for a purpose reasonably related to such director's position as a director. When there is any doubt concerning the inspection rights of a director, the parties may petition the District Court, which may, in its discretion, determine whether an inspection may be made and whether any limitations or conditions should be imposed upon the same.

Section 16. FEES AND COMPENSATION. Directors shall not receive any stated salary or compensation whatsoever for their services as directors. Nothing herein contained, however, shall be construed to preclude any director from serving the corporation in any other capacity as an officer, agent, employee, or otherwise, and receiving compensation therefore.

ARTICLE IV

OFFICERS

Section 1. OFFICERS. The officers of the corporation shall be a president, a secretary and a treasurer. The corporation may also have, at the discretion of the board of directors, a chairman of the board, one or more vice presidents, one or more assistant secretaries and one or more assistant treasurers, and such other officers as may be appointed in accordance with the provisions of Section 3 of this ARTICLE IV. Any number of offices may be held by the same person.

Section 2. ELECTIONS. The officers of the corporation, except such officers as may be appointed in accordance with the provisions of Section 3 or Section 5 of this Article IV, shall be chosen annually by the board of directors, and each shall hold his office until he shall resign or shall be removed or otherwise disqualified to serve, or his successor shall be elected and qualified,

Section 3. SUBORDINATE OFFICERS, ETC. The board of directors may appoint such other officers as the business of the corporation may require, each of whom shall have authority and perform such duties as are provided in these bylaws or as the board of directors may from time to time specify, and shall hold office until he shall resign or shall be removed or otherwise disqualified to serve.

Section 4. COMPENSATION OF OFFICERS. Officers shall not receive compensation for their services as officers of the corporation. Other employees of the corporation shall receive such salaries or other compensation as shall be determined by resolution of the board of directors, adopted in advance or after the rendering of the services, or by employment contracts entered into by the board of directors. The power to establish salaries Dr compensation for employees or contractees of the corporation for services may be delegated to the president, chairman of the board, or a committee.

Section 5. VACANCIES. A vacancy in any office because of death, resignation, removal, disqualification or any other Cause shall be filled in the manner prescribed in these bylaws for regular appointments to such office,

Section 6. REMOVAL AND RESIGNATION. Any officer may be removed, either with or without cause, by a majority of the directors at the time in office, at any regular or special meeting of the board, or, except in the case of an officer chosen by the board of directors, by an officer upon whom such power of removal may be conferred by the board of directors. Any officer may resign at any time upon written notice to the corporation.

Section 7. CHAIRMAN OF THE BOARD. The chairman of the board, if there be such an officer, shall, if present, preside at all meetings of the board of directors, and exercise and perform such other powers and duties as may be from time to time assigned to him by the board of directors or prescribed by these bylaws.

Section 8. PRESIDENT. Subject to such supervisory powers, if any, as may be given by the board of directors to the chairman of the board, if there be such an officer, the president shall be the chief executive officer of the corporation. He shall preside at all meetings of the members and, in the absence of the chairman of the board, at all meetings of the board of directors. He shall be ex officio a member of all the standing committees, including the executive committee, if any, and shall have the general powers and duties of management usually vested in the office of president of a corporation, and shall have such other powers and duties as may be prescribed by the board of directors or these bylaws.

Section 9. VICE-PRESIDENT. In the absence or disability of the president, the vice-presidents, if there be such an officer or officers, in order of their rank as fixed by the board of directors, or if not ranked, the vice-president designated by the board of directors, shall have all the powers of, and be subject to all the restrictions upon, the president. The vice-presidents shall have such other powers and perform such other duties as from time to time may be prescribed for them respectively by the board of directors or these bylaws.

Section 10. SECRETARY. The secretary shall keep, or cause to be kept, a book of minutes at the principal office or such other places the board of directors may order, of all meetings of directors and members, with the time and place of holding, whether regular or special, and if special, how authorized, the notice thereof given, names of those present at directors' meetings, the members present of represented at members' meetings and the proceedings thereof.

The secretary shall keep, or cause to be kept, at the principal office or at the office of the corporation's transfer agent, a membership ledger, showing the names of the members and their addresses, and the number and date of membership certificates issued; and the date of suspension, termination or resignation of every membership certificate surrendered for cancellation.

The secretary shall give, or cause to be given, notice of all the meetings of the members and of the board of directors required by these bylaws or by law to be given, and he shall keep the seal of the corporation in safe custody, and shall have such other powers and perform such other duties as may be prescribed by the board of directors or these bylaws.

Section 11. TREASURER. The treasurer shall keep and maintain or cause to be kept and maintained, adequate and correct accounts of the properties and business transaction of the corporation, including accounts of its assets liabilities, receipts, disbursements, gains, losses, capital, surplus and shares. The books of account shall at all reasonable times be open to inspection by any director.

The treasurer shall deposit all monies and other valuables in the name and to the credit of the corporation with such depositories as may be designated by the board of directors. He shall disburse the funds of the corporation as may be ordered by the board of directors, shall render to the president and directors, whenever they request it, an account of all of his transactions as treasurer and of the financial condition of the corporation, and shall have such other powers and perform such other duties as may be prescribed by the board of directors or these bylaws. He shall be bonded, if required by the board of directors.

ARTICLE V

MISCELLANEOUS

Section 1. MEMBERSHIP DUES AND/OR ASSESSMENTS. The dues required for initial membership and annually or Otherwise shall be as specified by written resolution of the board of directors. Each lot or building site in the Addition shall be subject to assessment as provided in the Restrictive Covenants and Amendment thereto. Such assessment may be changed from time to time except that once a member has paid his original membership fee, if any, and becomes a member, no subsequent increase or decrease in the membership fee shall warrant an assessment or require a refund as to such fee with respect to such member. Nonpayment of assessments shall be a proper cause for suspension or revocation of membership hereunder but shall not affect the right of the corporation to enforce any lawful assessment against a lot or building site as provided in said appended instrument which has been made a part of these Bylaws by reference. All assessments shall be payable as specified by the board of directors. Annual assessments shall be in the same amount for all members of the same membership class. The annual dues may vary for each membership class where there is more than one such class,

Section 2. USE OF ROBERTS RULES OF ORDER. The most current revision of Roberts Rules of Order shall be used for the conduct of all members' and directors' meetings except as otherwise provided hereunder or in the Articles of Incorporation.

Section 3. INDEMNIFICATION OF DIRECTORS AND OFFICERS. When a person is sued, either alone or with others, because he is or was a director or officer of the corporation, or of another corporation serving at the request of this corporation, if any proceeding arising out of his alleged misfeasance or nonfeasance in the performance of his duties or out of any alleged wrongful act against the corporation or by the corporation, he shall be indemnified for his reasonable expenses, including attorneys' fees incurred in the defense of the proceeding, if both of the following conditions exist:

(a) The person sued is successful in whole or in part, or the proceeding against him is settled with the approval of the court,

(b) The court finds that his conduct fairly and equitably merits such indemnity.

The amount of such indemnity which may be assessed against the corporation, its receiver, or its trustee, by the court in the same or in a separate proceeding shall be so much of the expenses, including attorneys’ fees incurred in the defense of the proceeding, as the court determines and finds to be reasonable. Application for such indemnity may be made either by the person sued or by the attorney or other person rendering services to him in consecution with the defense, and the court may order the fees and expenses to be paid directly to the attorney or other person, although he is not a party to the proceeding. Notice of the application for such indemnity shall be served upon the corporation, its receiver, or its trustee, and upon the plaintiff and other parties to the proceeding. The court may order notice to be given also to the members in the manner provided in Article II, Section 2, for giving notice of members' meetings, in such form as the court directs.

Section 4. CHECKS, DRAFTS, ETC. All checks, drafts or other orders for payment of money, notes or other evidences of indebtedness, issued in the name of or payable to the corporation, shall be signed or endorsed by such person or persons and in such manner as, from time to time, shall be determined by resolution of the board of directors.

Section 5. ANNUAL REPORT. No annual report to members shall be required, but the board of directors may cause to be sent to the members reports in such form and at such times as may be deemed appropriate by the board of directors.

Section 6. CONTRACTS, DEEDS, ETC., HOW EXECUTED. The board of directors, except as in these bylaws otherwise provided, may authorize any officer or officers, agent or agents, to enter into any contract or execute any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances; and unless so authorized by the board of directors, no officer, agent or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable for any purpose in any amount; provided, however, that any contracts, agreements, deeds or other instruments conveying lands or any interest therein, and any other documents shall be executed on behalf of the corporation by the president (or by a vice-president, if there be one, serving in the absence of the president), or by any other specific officer or agent or attorney so authorized under letter of attorney or other written power which was executed on behalf of the corporation by the president (or vice-president serving in the absence of the president).

Section 7. MEMBERSHIP CERTIFICATES. A certificate of membership shall be issued to each member when any such member so requests, and no such certificate shall be issued when initial membership fees are required until such fees are paid in full, unless the board of directors specifically authorizes installment payments. All such certificates shall be signed by the president or vice-president and the secretary, or an assistant secretary. Only one certificate may be Issued per member except to replace membership certificates which are lost, stolen or destroyed. In the event a membership certificate is lost, stolen or destroyed, the member requesting a new certificate shall prepare an affidavit stating the conditions and reasons for or circumstances surrounding the loss, theft or destruction.

Section 8. FISCAL YEAR. The board of directors shall have the power to fix and from time to time change the fiscal year of the corporation. In the absence of action by the board of directors, however, the fiscal year of the corporation shall end each year on the date which the corporation treated as the close of its first fiscal year, until such time, if any, as the fiscal year shall be changed by the board of directors.

ARTICLE VI

DISSOLUTION

Section 1. DISSOLUTION Upon the dissolution of this corporation, the governing body shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under 501(c) (3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law), as the governing board shall determine. Any such assets not so disposed of shall be disposed of by the District Court of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

ARTICLE VII

AMENDMENTS

Section 1. POWER OF DIRECTORS, New bylaws may be adopted or these bylaws may be amended or repealed by a majority vote of the board of directors at any regular or special meeting thereof; provided, however, that the time and place fixed by the bylaws for the annual election of directors shall not be changed within sixty (60) days next preceding the date on which such elections are to be held. Notice of any amendment of the bylaws by the board of directors shall be given to each member having voting rights within ten (10) days after the date of such amendments by the board.

CERTIFICATE OF SECRETARY

I, the undersigned, do hereby certify:

(1) That I am the duly elected and acting secretary of Maple Valley Homeowners Association, Inc., a Kansas not-for-profit corporation; and

(2) That the foregoing bylaws, comprising twenty-two (22) pages, constitute the original bylaws of said corporation, as duly adopted at the first meeting of the board of directors thereof duly held on the 15" day of May, 1992.

S/John W. McKay, Jr.

John W. McKay, Jr.

Secretary

RESTRICTIVE COVENANT

THIS DECLARATION made this 9" day of April, 1991, by Richard E. Huffman, Secretary, Maple Valley Corporation, hereinafter called Declarant,

WITNESSETH

WHEREAS, Declarant is owner of the following described property: Maple Valley Addition, Sedgwick County, Kansas,

and,

WHEREAS, the Declarant is desirous in connection therewith that various provisions for the maintenance and responsibility for the maintenance be placed of record.

NOW, THEREFORE, Declarant hereby declares and covenants:

1. That the sidewalks constructed within the 10 foot platted sidewalk easements along the common lot lines of Lot 8 and 9, Block B, and along the common lot lines of Lots 26 and 27, Block B, and along the common lot lines of Lots 32 and 33, Block B all within Maple Valley Addition shall and are hereby designated as common areas.

2. That a Homeowners Association shall be formed and incorporated as a non-profit corporation under Kansas statutes by December 31, 1991 at Declarant's sole cost.

3. That the Daclarant at its sole cost and expense shall maintain the reserves including but not limited to mowing and debris removal.

4. That the declaration of covenants and other provisions of the Homeowners Association being formed shall provide specific pertinent language requiring that the Homeowners Association shall include the second or any subsequent phase or phases for maintenance of the sidewalk easement areas under the same scope of responsibility as the initial phase of development.

5. That it hereby grants an irrevocable easement to whichever appropriate governing body or authority has jurisdiction, to enter upon the sidewalk easement areas, as defined, for the purposes of maintaining such common areas.

This Covenant shall be binding on the owners, their heirs, or successors or assigns and is a covenant running with the land and is binding on all successors in title to the lots platted in said Maple Valley Addition.

EXECUTED the day and year first above written.

Maple Valley Corporation

By S/Richard E. Huffman

Richard E. Huffman, Secretary

STATE OF KANSAS)

SEDGWICK COUNTY) SS

BE IT REMEMBERED, that on this 9" day of April, 1991, before me, the undersigned, a Notary Public, in and for the County and State aforesaid, came Richard E. Huffman, Secretary, Maple Valley Corporation, personally known to me to be the same person who executed the within instrument of writing and such person duly acknowledged the execution of the same.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal the day and year above written.

S/Mark A. Savoy

Mark A. Savoy, Notary Public

(My commission expires: 16 May 1992)

Seal

AMENDMENT TO

RESTRICTIVE COVENANTS

THIS DECLARATION, made this 25" day of February, 1992, by Maple Valley Corporation, by and through its authorized officer and President, Jerry D. Hoggatt, hereinafter called Declarant and/or Developer.

WITNESSETH:

THAT WHEREAS, Declarant is the owner of the following described real property, to wit:

Maple Valley Addition, Sedgwick County, Kansas, and

WHEREAS, Declarant has heretofore declared, published and recorded that certain declaration of “Restrictive Covenant" dated April 9, 1991, the same being recorded at Film 159, Page 569 of the Sedgwick County Register of Deeds Office; and

WHEREAS, it is the desire of Declarant to amend and modify said Restrictive Covenant as follows:

Declarant makes the following declarations as to limitations, restrictions, and uses to which the fats as tracts constituting such subdivision may be put, and specifies that such declarations shall constitute covenants to run with all the land, as provided by law, and shall be binding on all parties and all persons claiming under them and for the benefit of, and imitations on all future owners in such subdivisions, this declaration of restrictions being designed for the purpose Of keeping the subdivision desirable, uniform, and suitable in architectural design and use as specified herein:

SECTION I.

Duration

These Restrictive Covenants shall run with the land and shall be binding upon all parties and persons using, occupying, or owning such real property and their successors, heirs, and assigns for a period of thirty (30) years from the date these Restrictive Covenants are filed of Record in the Office of the Sedgwick County Register of Deeds and shall automatically extend for successive ten (10) year periods, unless by a vote of seventy-five percent (75%) of the then landowners, as shown by the records in the Office of the Sedgwick County Register of Deeds, it is agreed to change said restrictions or Covenants in whole or in part,

SECTION II

Building Restrictions

1. No mobile home, boat, recreational vehicle, travel trailer, or similar item may be stored, parked or used for living quarters anywhere upon the Real Estate, unless stored in garage or hidden behind approved privacy fence, approved by the Architectural Control Committee (ACC).

2. No garage or basement may be converted into separate apartments or living quarters.

3. No “basement house" shall be constructed upon any lot, piece or parcel which is a part of the Real Estate.

4. All dwellings in the Real Estate shall be equipped with a mechanical garbage disposal unit if the same are available. This restriction may be waived in the event such units are not available because of war, or act of a public enemy, or an act of God.

5. No previously constructed building or dwelling may be moved onto said lots, pieces or parcels of the Real Estate.

6. Unless otherwise granted by variance by the City of Wichita, Kansas, no building shall be located on any lot nearer to the front line, or nearer to the side street line, than the minimum building setback lines shown on the recorded plat. No dwelling shall be located on any interior lot line nearer than twenty (20) feet to the rear lot line, For the purpose of this covenant, eaves, steps and open porches shall not be considered as a part of a building; provided, however, that this shall not be construed to permit any portion of a building on a lot to encroach upon another lot.

7. All ranch-style and bi-level homes built on any lot, or lots, shall have a minimum main floor area of the main structure, exclusive of one-story open porches and garages, of not less than nine hundred fifty (950) square feet. All other multi-level homes built on any lot, or lots, shall have a minimum living area of 1200 square feet, exclusive of one-story open porches, basement and garages.

8. None of the lots comprising the Real Estate may be improved, used or occupied for other than the designated single-family, uses as designated by the recorded plat thereof, the community unit plan or applicable zoning regulations,

9. No livestock, chickens, fowls or other animals, except the usual and ordinary number of family pets, shall be kept by the occupants of any dwelling Constructed upon any piece, lot, or parcel of the above described Real Estate.

10. No noxious or offensive activity shall be carried on upon said Real Estate, nor shall anything be done thereon which may be, or may become, an annoyance or nuisance to the neighborhood.

11. Easements for the installation and maintenance of utilities and drainage facilities are dedicated as shown or the recorded plat and no building of any type or character shall be permitted upon said easements.

12. All residences or structures upon the Real Estate must be constructed by a contractor licensed by the City of Wichita. Decks, storage buildings, fences, and other structures may be constructed by homeowner if they do not conflict with the City of Wichita regulations and if approved by the ACC.

13. No lots shall be surrounded or bounded by fence unless approved by the Homeowners Association Architectural Committee (ACC), Fences shall be of wood or wrought iron and approved by the ACC. Exception: Dog runs may be of chain link, but said dog runs must be inside privacy fence and approved by the ACC. Fences should be no more than six feet (6') in height unless approved by the ACC.

14. After the expiration of thirty (30) days following the completion of the construction of any structure(s) upon any lot included in the Real Estate, there shall be no storage of any materials (including building materials), or refuse, other than inside a building. During construction, sites shall be kept reasonably free from debris and in good order.

15. As residences and appurtenances constructed on any building site covered by these restrictive covenants shall have composition shingle roofs of the same color (if available).

16. None of the land herein shall be used for, or in connection with, the exploration or production of petroleum products, gas, oil, or other minerals.

17. No trade, business, or profession shall be carried on upon any portion of the said Real Property, except for home-type businesses approved by the City of Wichita, Kansas in single family zoning.

18. No structure shall be permitted to stand with its exterior in an unfinished condition for longer than one hundred eighty (180) days after commencement of construction. In the event of fire, windstorm, or other damage, no structure shall be permitted to remain in a damaged condition longer than six (6) months after the date of damage. For each month there shall be a violation of the terms of this paragraph 18, a fine of two hundred fifty dollars ($250.00) shall be due and payable from the owner(s) of the property, where said violated condition exists, to the undersigned and payable to the Homeowners Association.

19. Upon the construction of residences and other appurtenances the purchaser of sand lot(s) shall provide space for a minimum of four (4) off-street vehicle parking sites.

SECTION III

Architectural Committee

1. That a separate Corporation named, Maple Valley Homeowners Association, (hereinafter referred to as “Homeowners Association"), has been formed. The President of the Homeowners Association shall appoint an Architectural Committee of three (3) homeowners in this subdivision. The act of a majority of the committee shall be binding and the majority of the committee may designate a representative, who may be authorized to carry out the Committee's function as hereinafter set forth. Notwithstanding the appointment of the Architectural Committee, architectural control shall be retained by the developer until seventy-five percent (75%) of lots are sold. Thereafter, Developer shall retain the right to appoint two (2) homeowners to serve with developer as a three-person committee until one hundred percent (100%) of the lots are sold or until the developer releases control of the Architectural Committee to the homeowner's association.

2. No structure shall be commenced, erected, placed, moved on or permitted to remain on any lot, nor shall any existing structure upon any lot be altered in any manner which materially changes the exterior appearance thereof, for shall any new use be commenced on any lot, unless plans and specifications (including a description of any proposed new use) shall have been submitted to, and approved in writing, by the Architectural Committee. Such plans and specifications shall be in such form and shall contain such information as may be required by the Architectural Committee, but in any event, shall include: (1) a site plan of the lot, or lots, showing location of all structures to be built, and (2) a finished grade plan for the particular lot or lots. As used in these Restrictive Covenants, the term "Structure" shall refer to any building, garage, porch, swimming pool, wall, fence or similar structures.

3. The Architectural Committee shall have the right to disapprove any plans and specifications submitted hereunder because of any of the following reasons:

a) The failure of such plans or specifications to comply with any of the terms of these Restrictive Covenants;

b) Failure to include information in such plans and specifications as may have been reasonably requested.

c) Objection to the exterior design, appearance, or materials of any proposed Structure;

d) Incompatibility of any proposed Structure or use with existing Structure, or uses upon other lots in the vicinity;

e) Objection to the location of any proposed Structure upon any lot, or with reference to other lots in the vicinity;

f) Objection to the finished grade plan for any lot;

g) Objection to the color scheme, finish, proportions, style of architecture, height, bulk or appropriateness of any proposed Structure;

h) Objection to parking areas proposed for any lot on the ground of incompatibility to proposed uses and Structures on such lot, or the insufficiency of the size of parking areas in relation to the proposed use of the lot;

i) Inappropriate placement or design of satellite dishes, antennas or other objects of similar nature; or

j) Any other reason which, in the judgment of the Architectural Committee, would render the proposed Structure, Structures, or uses inharmonious with the general plan of improvement of the Real Estate, or with Structures or uses located upon the lots in the vicinity.

In any case where the Architectural Committee shall disapprove any plans and specifications submitted hereunder, or shall approve the same only as modified or upon specified conditions, such disapproval or qualified approval shall be accompanied by a statement of the grounds upon which such action was based. In any such case, the Architectural Committee shall, if requested, make reasonable efforts to assist and advise the applicant in order that an acceptable proposal can be prepared and submitted for approval.

In the event that the Architectural Committee fails to approve or disapprove any plans and specifications as herein provided within thirty (30) days after submission thereof, or if the Committee has relinquished its authority, the same shall be deemed to have been approved, as submitted, and no further action shall be required.

Whatever shall be the decision of the Architectural Committee, its decision shall be final and conclusive and no member of the Committee (or any representative selected by it) shall be liable whatsoever for failure, or neglect, to approve any plans and specifications submitted.

4. Upon completion of the construction or alteration of any Structure, Owner of Record shall deliver one (1) set of signed plans to the Architectural Committee, which shall be kept on file by the Homeowners Association.

SECTION IV

Homeowners Association

1. A separate corporation, called Maple Valley Homeowners Association (sometimes hereinafter referred to as "Homeowners Association"), will be formed by the undersigned.

2. The Homeowners Association will adopt these Restrictive Covenants by appropriate resolution of its authorized board. Appropriate board action will be taken to subject the Homeowners Association to the control and direction of lot owners at the earlier of the resignation of all initial board members, or the purchase of seventy-five percent (75%) of all Real Estate lots.

3. Declaring agrees and accepts liability for the deposit of the sum of $100.00 in a non-interest bearing account for each lot or building site as and when the same is sold and conveyed in the development of said Addition until a total of seventy-five percent (75%) of all lots or building sites have been sold or conveyed for such development purposes. Upon the sale and conveyance of any lot or building site, the Owner thereof shall be obligated and liable to pay into said account such sum or sums as the Association, by and through its governing body, shall determine to be necessary and proper to assure that the purposes of the Association as herein set forth can and will be carried out. Such assessments may be payable to the Association monthly, quarterly, or at greater intervals as the governing body, in its reasonable discretion, shall determine to be necessary and appropriate. At such time as seventy-five percent (75%) of said lots or building sites have been sold or conveyed as set forth above, the obligation and liability of the Declaring shall cease and the Association shall assume all responsibility and liability for the performance of the purposes and duties of said Association. Thereupon, all funds and monies on deposit in said bank account shall be assigned and transferred over to the Association for the uses and purposes set forth herein. Declaring shall assume all responsibility for the maintenance and upkeep of such improvements and "green areas", at its sole expense and without use of the funds on deposit in said bank account, until seventy-five percent (75%) of said lots and building sites are sold as aforesaid.

4. Each lot purchaser, their successor or assigns, will within the first planting season after purchase of a lot, install a yard with at least five (5) shrubs, two (2) six (6) foot trees, and a front and back yard lawn.

5. Each lot purchaser, their successor or assigns, will maintain the lot yard in a manner not detracting from the Real Estate beauty. The Homeowners Association may, by means of advance written notice to the lot purchaser, their successor or assigns, determine if such maintenance is inadequate and requires corrective care. Such corrective care shall be performed within fourteen (14) days of the earlier of either the date certified mail is sent, or hand delivery is achieved, of written notice requiring corrective care.

6. If the Structure is not timely completed as described in Section II, paragraph eighteen, or if the planting and installation is not timely performed as required, then, in each and every case, the Homeowners Association, its officers, employees, agents, or those in privities of contract with it to perform services to correct such failures, shall each and every one be authorized to enter upon the lot premises to perform such work necessary to comply with the requirements and standards set forth in these Restrictive Covenants.

7. Upon five (5) days advance written notice to the lot owner, successor or assigns, the Homeowners Association may perform itself, or contract to have performed necessary work to correct any failure, and may then bill the lot purchaser, its successor or assign for the cost of such work performed, including a reasonable charge for its time and effort. Once billed, such amounts shall be due and owing the Homeowners Association,

8. If the penalty described in Section I, paragraph eighteen, and/or the fees described above, or if any amounts due and owing are not paid within thirty (30) days, the Homeowners Association is hereby granted authority to place a lien upon the Real Estate lot(s) (together with such Structures and improvements as may thereon exist) of such lot purchaser, successor, or assigns.

SECTION V

Miscellaneous

1. Each grantee hereafter of any part or portion of the Real Estate and any purchaser under any grant, contract of sale, or lease covering any part or portion of such property, accepts the same, subject to all of the restrictions, and the rights and powers of the undersigned provided for in these Restrictive Covenants.

2. In interpreting and applying the provisions of these Restrictive Covenants, they shall be held to be minimum requirements, adopted for the promotion of the health, safety, comfort, convenience and general welfare of the owners of this property. It is not the intent of these Restrictive Covenants to interfere with any provisions of any law or ordinance, or any rules, regulations or permits previously adopted or issued, pursuant to law relating to the use of buildings or premises; nor is it the intention of these Restrictive Covenants to interfere with, or abrogate, or annul easements, covenants, or other agreements between parties; provided, however, that where these Restrictive Covenants impose a greater restriction upon the use or occupancy of any residence site or upon the construction of buildings or structures, or in connection with any other matters that are imposed or required by such provisions of law or ordinances or by such rules, regulations or permits, or by such covenants, easements and agreements, then in that case, the provisions of these Restrictive Covenants shall control.

3. All of the restrictions, conditions, covenants, reservations, and charges contained in these Restrictive Covenants, shall be construed together, but if it shall at any time be held that any one or more of such restrictions, conditions, Covenants, reservations, license or charges, or any part thereof is invalid or for any reason becomes unenforceable, no other restriction, condition, covenant, reservation, or charge, or any part thereof, shall be affected or impaired.

4. The failure by the undersigned, or of any owner of any residence site included in this development, or any other person, to enforce any of the restrictions, conditions, covenants or reservations to which this property or any part thereof is subject, shall in no event be deemed a waiver of the right to do so thereafter, or to enforce any other restriction, condition, covenant, or reservation.

5. Reference herein to the undersigned shall include its respective successor, and each such successor shall succeed to the rights, powers and authority hereunder of its predecessor. In addition, the Maple Valley Homeowners Association shall have the right to enforce these Restrictive Covenants.

6. These Restrictive Covenants may be amended only by the affirmative assent or vote of the owners of not less than seventy-five percent (75%) of the lots, and further, this amendment provision shall not be amended to allow amendments by the assent of vote of fewer owners; provided, however, no amendment materially impairing the rights of any mortgagee shall be binding on any such mortgagee, unless consented to in writing by such mortgagee.

7. No breach of the covenants, conditions or restrictions herein contained shall defeat, or render invalid, the lien of any mortgage made in good faith and for value. All of these covenants, conditions and restrictions shall be binding upon, and effective against, any owner whose title is derived through foreclosure sale, or deed, in lieu thereof.

IN WITNESS WHEREOF, the undersigned has executed these Restrictive Covenants this 25 day of February, 1992.

S/Jerry D. Hoggatt

Maple Valley Corporation

By: Jerry D. Hoggatt

President

STATE OF KANSAS )

)SS.

COUNTY OF SEDGWICK )

Personally appeared before me, a Notary Public in and for the County and State aforesaid, Maple Valley Corporation, by Jerry D, Hoggatt, to me personally known to be the same person who executed the foregoing instrument of writing and said person duly acknowledged the execution thereof, for and on behalf of the entities named.

Dated at Wichita, Kansas the 25" day of February, 1992.

My commission expires:

Mar.19, 1995 S/LoRita M. Blew

Notary Public

Seal