WHEREAS, Alouf Construction & Development Company (Developer), at the request of the Boxwood Green Home Owners Association Board of Directors (see attached Resolution), desires to amend the Declaration of Covenants, Conditions and Restrictions dated August 2, 1994, recorded in the Clerk’s Office, Circuit Court of Franklin County, in Deed Book 549, Page 818, and the First Amendment to the Declarations of Covenants and Restrictions dated August 9, 1994, and recorded in the aforesaid Clerk’s Office in Deed Book 549, Page 1227; and the Second Amendment to the Declarations of Covenants, Conditions and Restrictions dated November 14, 1994, recorded in the aforesaid Clerk’s Office in Deed Book 555, Page 425; and the Third Amendment to Declarations of Covenants, Conditions and Restrictions dated June 14, 1995, recorded in the aforesaid Clerk’s Office in Deed Book 565, Page 220; and the Fourth Amendment to Declaration of Covenants, Conditions and Restrictions date June 7, 1996, recorded in the aforesaid Clerk’s Office in Deed Book 584, Page 455, by deleting the entire Covenants and Conditions and Restrictions and substituting the following:

NOW, THEREFORE, Alouf Construction & Development Company, the Developer of Boxwood Green, hereby declares the residential lots shown on the subdivision plats of Boxwood Green (Sections 1 and II), of record in the Office of the Clerk of Circuit Court of the County of Franklin, Virginia, in Deed Book 549, Page 489-493, and (Section III), recorded in the aforesaid Clerks Office in Deed Book 556, Page 98; and Lots 68A, 69A, 70A, 71A, 72A, 75A, and 102, recorded in the aforesaid Clerks office, in Deed book 579, Page 582; and Lots 98A and 101 recorded in the aforesaid Clerk’s Office in Deed Book 578, Page 1175; and Lots 99 and 100 recorded in the aforesaid Clerks Office in Deed Book 579, Page 581; and Lots 67A, 68B, and 75 recorded in the aforesaid Clerk’s Office in Deed Book 589, Page 476, shall be held, transferred, sold, and conveyed subject to the covenants, conditions, and restrictions set forth below, which shall run with the land and be in full force and effect for a period of forty (40) years from August 2, 1994; provided, however, that these protective covenants may be amended, altered, released, or terminated at any time during the forty year period by affirmative vote of two/thirds (2/3) or more lot owners, either voting personally or represented by proxy, and duly executed and acknowledged by the President of the Boxwood Green home Owners Association by appropriate instrument. Such instrument shall be recorded in the Clerk’s Office of Franklin County, Virginia.

1. DEFINITIONS
a. "Developer" is herby defined as Alouf Construction and Development Company, a Virginia Corporation
b. "Lot" shall be defined as any lot designed on the plat of Boxwood Green as a lot on which a residential unit can be constructed.
c. "Owner" shall be defined as the individual or entity which owns any lot within Boxwood Green. Whenever a vote is required of the Association, all owners shall be entitled to a total of one vote for each lot owned.
d. "HOA" refers to the Boxwood Green Home Owners Association, a Virginia corporation established by the developer. The term "HOA" would also include any committees appointed by the HOA Board to assist in its operation.
e. "BGWC" refers to the Boxwood Green Water Committee, a committee appointed by the HOA Board to oversee the operation of the water system in the complex.
f. "Common Area" refers to those areas set forth on the subdivision plat of Boxwood Green and identified as drainfield, open space, dock access driveway and ramp, well sites, and parking storage area.

2. THE LOTS

Each lot shall constitute a residential building site and shall be used for residential purposes only. No more than one (1) residential unit may be constructed on any lot. No lot may be altered or re-subdivided to produce a greater number of lots. Lots may be combined to create on building site.
No building, boat dock, fence, or any other structure shall be erected, placed or altered on any lot until the proposed building plans, specifications, exterior color or finish, plot plan showing the proposed location of such building, boat dock or structure, drives and parking areas shall have been submitted to the HOA and approved in writing by the HOA. Landscaping plans shall be reasonable, unobtrusive, and in keeping with community standards. Refusal or approval of plans, location, or specifications may be based by the HOA on any grounds, including purely esthetic considerations, which in the discretion of the HOA shall seem sufficient. Any swimming pool approved by the HOA would need an outside water supply. No alteration in the exterior appearance of any building, boat dock, or other structure shall be made without approval by the HOA. The aforesaid plans shall be prepared by a person or firm regularly engaged in such work. In the exercise of its authority to grant or deny approval of such plans, the HOA, after considering the recommendation of the lot owner, shall have final approval of the site of all buildings, boat docks, and other structures. The written approval of the HOA required by this paragraph shall only be effective for a period of (1) year from the date of said approval and unless construction is commenced within that year, the approval shall lapse and the lot owner will be required to resubmit a request for approval to the HOA.
Culverts shall be installed in accordance with the standards of the VDOT along the edge of the street where the driveway meets the street. Driveways shall be surfaced with either asphalt, black top, poured concrete slab, or gravel with defined borders.
No fence shall be constructed without consent and written approval of the HOA. At the annual HOA meeting held 8/18/96, a majority vote of the homeowners approved the construction of split rail fences with wire inside. Specifically excluded were chain link fences, board fences higher than four (4) feet, and fences that obstructed a neighbor’s view. Any plans for fencing would still need to be submitted to the HOA for final approval.

3. DWELLING

No structure exceeding two stories in height, exclusive of basement, shall be erected, altered, placed, or permitted to remain on any lot. Attached garages shall have a maximum capacity of four (4) vehicles. One story dwellings may not be less than 1400 square feet of finished, heated area, excluding the basement. Dwellings of more than one story may not have less than 2000 square feet of finished, heated area, excluding the basement (in both cases, exclusive of porches, breezeways, garages, and decks). These dwellings shall not be erected, placed, or permitted to remain on any lot until approved in writing by the HOA. Split-level dwellings shall be considered as two-floor dwellings for the purpose of this section. Exposed foundations shall not be allowed. Trailers and Manufactured (i.e. Mobile) homes shall not be allowed. Exterior construction must be completed within (9) months of commencement of construction as required by approval plans shall be completed within twelve (12)
months of commencement of construction. Said plans shall be submitted to the HOA, and a copy of the approval sheet will be kept on file by the HOA. No dwelling shall be permanently or temporarily occupied until the exterior has been completed and approved by the county. During construction, lots must be maintained in a reasonably neat and clean condition, free of construction debris and trash, with appropriate sanitation facility provided. All construction materials should be removed from the site within thirty (30) days of completion of construction.

4. BOAT DOCKS

All boat docks shall be located and constructed in accordance with the requirements and specification prescribed in the U.S. Army Corps of Engineers, ordinances of Franklin County, Virginia, the regulations of the Commonwealth of Virginia, and in accordance with the plans and specifications as approved by the HOA. In determining the appropriate site for the boat dock, the lot owner and the HOA shall attempt to minimize the degree to which the dock may obstruct the view of other lot owners. In most instances, boat docks erected by lot owners shall be located within the extension of the side lot lines of the lot served by said boat dock unless decided otherwise and approved in writing by adjacent lot owners. Boat ramps or driveways to the water of Smith Mountain Lake or to the land below the 800 foot contour line shall not be permitted. Lot owners of waterfront lots shall maintain sufficient rip-rap at the approximate mean water line of the lake to prevent erosion.

5. USE

Each lot owner shall be responsible for keeping all boats belonging to him or his guests parked and/or docked in a neat and orderly fashion. Lot owners are expected to keep all unoccupied motor homes, trailers, camping trailers, boats, and boat trailers in storage or garaged except for times when they are being prepared for use or are being repaired. Such vehicles should not obstruct or distract from the view of other property owners, and such vehicles should bear appropriate current license and registration. Any legitimate complaints against such vehicles submitted to the HOA will be discussed with the involved parties. If the dispute cannot be resolved by the involved parties, the HOA will act as mediator and may require the vehicle owner to move said vehicle to a designated storage area.
No business or commercial activity shall be allowed other than home occupations limited to the interiors of the dwelling with no exterior signage or retail activity, or outside employees. No noxious or offensive trade or activity shall be engaged in on the property, nor shall anything be done thereon which may be, or become, an annoyance or nuisance to the neighborhood. No visible trade materials or inventories may be stored and no trucks or tractors or inoperative vehicles may be stored, used, or regularly parked on the premises.
Only usual household pets will be allowed on the premises and such pets shall be restricted to the lots, and will not be allowed to run at large.

6. WATER AND SEWER

No building shall be erected, maintained or permitted to remain on any lot which is not provide with adequate water supply and sewerage disposal in accordance with the requirements of any government agency having jurisdiction with respect thereto. Each lot owner will be required to connect to the central water system. Prior to connection, there is a $10 availability fee per month. Payment of a connection fee may be paid at closing, but must be made within ten (10) days of issuance of a Franklin County building permit, but no later than June 30, 1996. This connection fee is to be paid directly to the Developer and is transferable to subsequent owners. The connection fee is $1000 and includes a water line to the property and a meter box, but does not include the meter. The lot owner is responsible for purchasing the water meter from the Developer. As of 1/1/97, ownership and management of the water system has been assumed by the Boxwood Green Water Committee (BGWC), a committee of the HOA. As of 1/1/97, the lot owner will pay the BGWC a water service fee at a minimum of $15 per month on metered connections. The water service schedule will be established by the BGWC and is subject to change from time to time, and is to be paid annually or quarterly as established in the fee schedule.
Water furnished through the central water system shall not be used for irrigation other than moderate hand-held watering (No Sprinklers). The central water system shall be the sole source of water for in-house consumption in Boxwood Green. An individual wishing to sink a well on his property for the purpose of irrigation must comply with Franklin County and Health Department regulations and obtain a permit so stating.
The owner of any lot shall provide for any dwelling construction on such lot a septic disposal system constructed with the specifications of state and county health officials. Location of all septic systems shall be approved by the Franklin County Health Department. The Forced Main Septic Declaration is hereby made a part of this document.

7. TEMPORARY STRUCTURES

Unless approved by the HOA in writing, no building of a temporary character, including specifically house trailers and tents, shall be erected or allowed to remain on any lot, and, in the absence of written approval of the HOA, no such buildings located on any lot shall be used as a permanent residence.

8. LOT USE AND MAINTENANCE

Each lot owner shall maintain and preserve his lot(s) in a clean, orderly and attractive manner, within the spirit of the development. No open or exposed storage, including junk and/or abandoned items of personal property, shall be maintained on any lot.
No trash shall be burned on the lots within the development, with the exception of construction debris. No open fires shall be started or maintained on any lot (including the abutting land below the 800 foot contour line) except in a suitable enclosure or container for the safe housing of man-made fires.
Garbage of the type that the decomposition of which creates a malodorous situation must be kept in covered containers. All fuel storage tanks and garbage containers must be hidden or screened so as not to be visible from adjoining lots, the road, or the lake.
No satellite dishes larger than 18", or other exterior antennae, will be allowed to be placed on a lot unless the prior written approval of the HOA is obtained.

9. TREES

No trees measuring six (6) inches or more in diameter (outside bark to outside bark) at six (6) feet above ground level may be removed except for those interfering with construction of a dwelling or septic system, unless approved in writing by the HOA.

10. HOME OWNERS ASSOCIATION

All lot owners shall be members of the Boxwood Green Homeowners Association and shall have the voting rights provided by the corporate documents. These rights may be amended or altered in accordance with these documents upon approval of 2/3 of the lot owners. Lot owners shall not include any person or entity who holds title merely as security for a debt.
The HOA shall have the right to establish and collect assessments and by accepting ownership in the subdivision each lot owner shall be deemed to have agreed to pay same when due.
The annual and special assessments, together with interest, cost and reasonable attorney’s fees shall be a charge on the land and shall be a continuing lien upon the property against which each such assessment is made. Each such assessment, together with interest, cost, and reasonable attorney’s fees, shall be the personal obligation of the owner of such property at the time assessments come due. The personal obligation for delinquent assessments shall unless paid pass to the owner’s successors in title. A properly perfected lien shall pass with and encumber the title of the property.
There shall be no obligation on behalf of the Developer to pay assessments on any property owned by said Developer except for lots used for personal residence.
If any assessment is not paid on the date when due, then such assessment shall be deemed delinquent and shall, together with such interest thereon and cost of collection thereof (including attorney’s fees) as are hereinafter provided, become a lien on the property, which shall bind such property in the hands of the owner, his heirs, devises, personal representatives, successors and assigns. In addition to such lien rights, the personal obligation of the owner to pay such assessments, however, shall remain his personal obligation. It shall also become the personal obligation of a successor in title to pay any unpaid assessments and dues outstanding at the time title to the affected property passes or at any time thereafter so long as such person is owner of property. If the assessment is not paid within thirty (30) days after the delinquency date, the interest rate equal to that charged by the U.S. Internal Revenue Service for delinquent taxes is assessed, and the HOA may bring legal action against the owner personally obligated to pay the same or may enforce or foreclose the lien against the property; and in the event a judgment is obtained, such judgment shall include interest on the assessment above provided and a reasonable attorney’s fee to be fixed by the court together with the costs of the action. No lot owner may waive, or otherwise escape, liability for the assessments provided for herein by non-use of the common areas or abandonment of his property.

11. ARCHITECTURAL REVIEW

The Architectural Review Committee shall be appointed by the HOA Board. The committee shall have the sole and exclusive right to approve/disapprove any and all construction or other development on any lot platted in the subdivision. Such construction shall include, but not be limited to the construction or establishment of dwellings, outbuildings, docks, fencing, and/or landscaping. Once approved and/or constructed, no alteration in construction shall be made without the approval of the HOA.

12. SIGNS

No signs may be placed on any lot or dwelling other than standard real estate signs without first obtaining approval of the HOA.

13. ENFORCEMENT

In the event of any violation or breach of any of the restrictions contained herein by any lot owner or agent of such owner, the owners of any lot within the development, or any of them, jointly or severally, shale have the right to proceed at law or in equity to compel compliance to the terms hereof or to prevent the violation or breach of any of the restriction set out above; but before litigation may be instituted, ten (10) days written notice of such violation shall be given to the owner or his agent. The failure to enforce any right, reservation, or condition contained in this declaration, however long continued, shall not be deemed a waiver of the right to do so hereafter as to the same breach or as to a breach occurring prior or subsequent thereto and shall not bar or effect its enforcement. The HOA retains this right of enforcement.

14. MISCELLANEOUS COVENANTS

With regard to any lot which abuts the 800 foot contour line, when the HOA herein recites restriction, covenants, conditions, or rights as to such lots, the same shall also apply, subject to the rights of Appalachian Power Company, to the land adjoining said lot below the 800 foot contour line and being bounded by the imaginary extension of the side lot lines of said lot as they extend across the said 800 foot contour line and out into Smith Mountain Lake. A waterfront lot of owner’s use of the land below the 800 foot contour line whether flooded by the waters of the lake or not shall be limited to the area between the extension of the side lot lines of said lot owner’s lot extending into the waters of the lake for a reasonable distance so as not to interfere with the rights or property of other waterfront lot owners. In those instances, where the Developer has previously approved in writing to the HOA control of the location of a waterfront lot owner’s boat dock outside the area abound by the extension of the side lot lines of said lot owner’s lot, the lot owner’s right to use said area below the 800 foot contour line shall reasonably extend to the area of that lot owner’s boat dock. The provisions of this paragraph are subject to the rules, regulations, and ordinances as may be placed in effect by Franklin County, Virginia, or any other governmental agency.

15. LOT MAINTENANCE

In order to implement effective insect, reptile, and woods fire control, the HOA has the right to enter upon any lot on which a building or structure has not been constructed and upon which no landscaping plan has been implemented, for the purpose of mowing, removing, clearing, cutting or pruning underbrush, weeds, or other unsightly growth which in the opinion of the HOA distracts from the overall beauty, setting, and safety of the subdivision. The cost of this vegetation control shall be paid by the lot owner. The HOA may likewise enter upon such a lot to remove any trash which has collected or to abate a threat to the lake from pollution. In either case such entry shall not be made within thirty (30) days after the lot owner has been notified in writing of the need for such work and unless such owner fails to perform the work within said (30) day period. In the event that trash may pose a health hazard, the HOA may immediately go upon said property without notice to remove the said trash. The provisions in this paragraph shall not be construed as an obligation on the part of the HOA to mow, clear, cut, or prune any lot, to provide garbage or trash removal services, or to provide water pollution control on any lot. Entrance upon lots pursuant to the provisions of this paragraph shall not be deemed a trespass.
In addition, the HOA reserves unto itself a perpetual, alienable and releasable easement and right on, over, and under any lot to dispense pesticides and take other action which in the opinion of the HOA is necessary or desirable to control insects, vermin, or destructive wild animals, to cut fire breaks and other activities which in the opinion of the HOA is necessary or desirable to control fires on any property or any improvements thereon. Entrance upon lots pursuant to the provisions of this paragraph shall not be deemed a trespass.
The owner of each lot shown thereon shall be responsible for the neat and orderly maintenance of such lot, shall provide for sanitary garbage disposal, and shall not permit or suffer any garbage, sewage, refuse, waste, or other contaminated matter except normal surface water to be cast, drained, or discharged from such lot into the waters of Smith Mountain Lake. The lot owner shall trim, prune and maintain the grass, trees, shrubs, and plantings in a neat and orderly manner upon substantial completion of the residential dwelling upon the lot. In the event the owner shall fail to comply with the requirements of this paragraph, the HOA shall, if after reasonable written notice to the lot owner and the lot owner still having failed to comply with said requirement after fourteen (14) days from the mailing of said notice, have the right to enter upon such lot to correct the condition causing a violation of this paragraph and the lot owner shall be responsible for reimbursing the HOA for its actual cost in correcting said condition.
The rights reserved unto the HOA in this paragraph and in the three prior paragraphs above shall not be unreasonably employed and shall be used only when necessary to effect the stated intents and purposes of said paragraphs.

16. SEVERABILITY

The invalidation by any court of any restriction contained in this declaration shall in no way effect the other restrictions, but they and each of them shall remain in full force and effect.

17. AMENDMENTS

The Boxwood Green Homeowners Association may amend these protective covenants at any time by an annexation vote of two-thirds of the members.

IN WITNESS THEREOF, Alouf Construction and Development Company, a Virginia Corporation, has caused this instrument to be executed as of the year, month, and day first above written.

ALOUF CONSTUCTION AND
DEVELOPMENT COMPANY

By _________/S/________
Gail O. Alouf, President

BY RESOLUTION, WE, THE BOARD OF DIRECTORS OF THE BOXWOOD GREEN HOMEOWNERS ASSOCIATION, REQUREST THAT ALOUF CONSTRUCTION AND DEVELOPMENT (DEVELOPER) AMEMND THE DECLARATION OF COVENANTS CONDITIONS AND RESTRICTIONS OF BOXWOOD GREEN AS FOLLOWS AND SAID IS HEREBY ATTACHED AND MADE PART OF THE FIFTH AMEMNDMENT

Tom Phillips