Aftfr Rt'conling, Return lo: Buist, Jh·ars, Peartc & Taylor. LLC 65:Z Col;man Blvd .• Suite ioo . Mt. Pleasant, SC 29464

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MASTER DEED OF

REVERIE ON THE ASHLEY

HORIZONTAL PROPERTY REGIME

North Charleston, South Carolina

SUBMERGED LAND NOTICE

ALL ACTIVITIES ON OR OVER AND ALL USES OF THE SUBMERGED LAND SUBJECT TO THIS MASTER DEED ARE SUBJECT TO THE JURISDICTION OF ALL LOCAL, ST ATE AND FEDER.t\.L AUTHORITIES HA Vll'i"G JURISDICTION IN REGARD THERETO, INCLUDING, \VITHOUT LIMITATION, THE SOUTH CAROLINA DEPARTMENT OF HEALTH AND ENVIRONMENTAL CONTROL AND THE UNITED STATES ARl\tlY CORPS OF ENGINEERS. A C0-0\VNER IS LIABLE TO THE EXTENT OF HIS OR HER O\VNERSHIP FOR ANY DA.MAGE TO, ANY INAPPROPRIATE OR UNPERMITTED USES OF, AND ANY DUTIES OR RESPONSIBILITIES CONCERNING ANY SUBMERGED LAND, COASTAL \VATERS, OR ANY OTHER CRITICAL AREA.

THIS MASTER DEED CONTAINS A BINDING, IRREVOCABLE AGREEMENT TO ARBITRATE AND IS SUBJECT TO ARBITRATION PURSUANT TO TITLE 15, CHAPTER 48 (UNIFORM ARBITRATION ACT) OF THE CODE OF LAWS OF SOUTH CAROLINA (1976), AS NOW CONSTITUTED. SEE ARTICLE XI OF THIS MASTER DEED.

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STATE OF SOUTH CAROLINA } ) ) )

COUNTY OF CHARLESTON )

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MASTER DEED OF REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer"), as fee simple owner of that tract hereby submitted to this Master Deed and more particularly described in Exhibit "A" attached hereto and incorporated by reference, with the buildings and improvements thereon, hereby declares that said property is and shall be subject to and entitled to the benefit of the covenants and restrictions set forth in this Master Deed.

ARTICLE I

Section l. l Definitions. Applicable to REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME are those definitions contained in Section 27-31-20 of the Horizontal Property Act of the 1976 Code of Laws of South Carolina, as amended from time to time; and, by way of synonymity and not of contradiction, the follo\.ving terms and definitions are used herein:

''Act" means the Horizontal Property Act of South Carolina as from time to time amended.

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"Apartment'\~_ans~a/part of the property intended for any type of independent use, including one or more rooms of enclosed space located on one or more floors (or parts thereof) in a building, or if not in a building in a separately delineated place whether open or enclosed, and for the moorage of a boat, or other lawful use, and with a direct exit to a public street or highway, or to a common area leading to such street or highway.

"Association of Unit Owners'' means the South Carolina corporation whose shareholders are all the persons, firms, corporations, partnerships, associations, trusts or other legal entities or any combination thereof, who owns a Unit within the building.

"Builder" means Trehel Construction, the contractor who originally constructed the buildings, improvements and structures comprising part of the Property.

"Building" means a structure or structures, containing in the aggregate one or more Residential Units, comprising a part of the property.

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"Co-owner" means a person, firm, corporation, partnership, association, trust or other legal entity, or any combination thereof, who owns a Unit within the Regime.

"Common Expense" means and includes: ( l) Expenses of ownership and/or operation of the Property, including, but not limited to,

expenses of administration, expenses of insurance, operation expenses, the costs of repair and replacement of the Common Elements; and,

(2) All sums designated common expenses by or pursuant to the Act, this Master Deed or the Bylaws of the Association of Unit Owners.

"Common Charge" means those monetary charges levied against the C'nit Owners to pay for the common expenses.

"Common Elemenf' or ••common Area" means and comprises all of the real property, improvements such as the foundation, main walls, roof, halls, stairways, entrances, and exits or communication ways, and facilities of the condominiums other than the Units, and the Limited Common Elements, as the same are herein defined, and shall include, but not be limited to, easements through Units for conduits, pipes, ducts plumbing, wiring and other facilities for the furnishing of utility services to Units and Common Elements and easements of support in every portion of a Unit which contributes to the support of the improvements, and shall further include all personal property held and maintained for the joint use and enjoyment of all the Owners of such Units, as well as any common funds held by or through the Association for repair, maintenance, or otherwise.

"Common Interest" means the percentage of undivided interest in the Common Elements appertaining to each Unit, as expressed in the Master Deed, and any specified percentage of the Common Interest means such percentage of the undivided interests in the aggregate.

"Condominium" means the ownership of single Units, with Common Elements, located on property within the horizontal property regime.

"Declaration" means the instrument setting forth the covenants and restrictions and remedies for breach thereof pertaining to this Property.

"Developer" means the Persons or entity undertaking to develop a real estate condominium project, and specifically Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Land, Inc ..

"Dock" or "Dock System" means the system of docks, pilings, ramps, and walkways shown on the site and dock plans attached hereto as Exhibit "D".

"Dock Unit" means each separately delineated place, defined by the Usable Moorage Length and Usable Moorage Width as shown on the site and dock plans attached hereto as

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Exhibit "D," constituting a slip for moorage of vessels, located adjacent to, and including a specified part of, the Dock System, intended for any type of independent use, and with a direct exit to the Common Elements which, by and through a non-exclusive easement in perpetuity, leads to a public highway. Each Dock Unit shall include the exterior vertical surface of the adjacent Dock and an exclusive Moorage Easement with respect to the adjoining one-half of the exterior horizontal surface of the adjacent Dock and the adjacent waters within the boundaries of the Unit (to the natural depth), and all cleats, electrical switches, wiring, pipes, ducts, conduits, and electrical receptacles and boxes serving that Dock Cnit exclusively, the surfaces of the foregoing being the boundaries of such Unit, whether or not such spaces are contiguous. Excluded from a Dock Unit, however, are all chutes, pipes, flues, ducts, wires, conduits and other facilities running though the Dock System for the purpose of furnishing utility or similar services to the other Dock Units or the Common Elements.

"Floor Plan" means the plans for the Building which shall show the dimensions, area and location of each Residential Unit therein, which plan is attached hereto and by this reference made a part hereof (See Exhibit "C").

"Limited Common Elements" or "Limited Common Areas" means and includes those Common Elements which are designated herein or by agreement of all of the Co-Owners to be reserved for the use of a certain number of Units to the exclusion of the other Units, such as attics, patios, parking spaces, sanitary services common to the Units or a particular Unit, and the like.

"l\fajority of Co-Owners" or "Majority of Unit Owners" means Fifty-One percent (5 l %) or more of the Voting Rights of the Regime as a whole, in accordance with the percentages computed herein in accordance with the provisions of Section 27-31-60 of the Act.

"Master Deed" means the deed establishing and recording the horizontal property regime.

"l\'loorage Easement" means an exclusive easement appurtenant, •vhich is a part of each Dock Unit, in favor of each Co-Owner which grants to such Co-Owner the exclusive right to use the adjoining one-half of the exterior horizontal surface of the adjacent Dock, for the length of the Dock Unit along such Dock, for moorage, storage in approved dock boxes only, and tying off of vessels, the exclusive right (as to the Association and other Dock Unit Owners) to the riparian use of the waters adjacent to such Dock within the space designated as part of such Dock Unit, and generally all other uses which will not unreasonably obstruct free walking access (including portage) of other Dock Unit Owners and their guests and invitees.

"Operation of the Property" means and includes the administration and operation of the Property and the maintenance, repair, and replacement of, and the making of any additions and improvements to the Common Elements.

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"Plat" or "Plot Plan" means the plat or survey of the Property and of all Units in the Property and showing the area and location of Common Elements, both limited and common, submitted to the provisions of the Act pursuant to this Master Deed, said Plat being attached hereto, and by this reference made a part hereof (See Exhibit "ff').

"Person" means an individual, firm, corporation, partnership, association, trust or other legal entity, or any combination thereof.

''Property" means and includes the land, whether leasehold or in fee simple, the building, all improvements and structures thereon, and all easements, rights and appurtenances belonging thereto.

"Regime" means the Reverie on the Ashley Horizontal Property Regime, including all Property, Buildings, Dock System, Units and Common Areas subject thereto.

"Residential Unit" means each separately delineated place including one or more rooms designated as part thereof, and occupying one or more floors or a part or parts thereof, designed or intended for independent use as residential living space, as set forth on the building plan, which plan is being recorded simultaneously with the recording of this Master Deed, provided, however, that no structural components and no pipes, wires, conduits, ducts, flues, shafts, or public utility lines suitable within a Residential Unit and forming a part of any system serving more than one Residential Unit or the Common Condominium Elements shall be deemed to be a part of said Residential Unit.

"Unit Owner" means a "Co-owner" as that term is used in the Act.

''Unit" means an "'Apartment" as that term is used in the Act and includes both Dock Units and Residential Units. In this Master Deed and in all subsequent conveyances pursuant thereto, the word "Unit'' and the word "Apartment" shall be deemed to have the same meaning and may be used interchangeably.

"Usable Moorage Length" means the amount of a Dock Unit's linear footage along an adjacent Dock and available for the moorage of vessels. The Usable lVloorage Length for each Dock Unit is depicted on Exhibit "D"

"Usable Moorage \Vidth" means the amount of a Dock Unit's linear footage lying perpendicular to an adjacent Dock and available for the moorage of vessels. The Usable Moorage Width for each Dock Unit is depicted on Exhibit "D"

"To Record" means to record in accordance with the prov1s1ons of all applicable recording statutes of the Code of Laws of South Carolina, 1976, as amended.

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ARTICLE II

Section 2.1 Submission of the Propertv to the Act. The Developer as the owner in fee simple of the tract of land described in Exhibit "A" and the plat attached thereto, along with the buildings and improvements thereon, intends to, and by recording this Master Deed, does hereby submit said Property to the provisions of the Horizontal Property Act of South Carolina. In order to implement the horizontal property regime plan of ownership for the above described property, the Developer covenants and agrees to and hereby subdivides the above described property vertically and horizontatly into the freehold estates referred to herein as Units.

Section 2.2 Site Plan, Elevations and Floor Plans and Dock Svstem Plan. In accordance ·with Section 27-31-1 IO, of the Act, there is attached hereto and made a part of this Master Deed a site plan, elevations and floor plans of the Reverie on the Ashley Horizontal Property Regime as Exhibits "B" and "C", and the Dock System as shown on Exhibit "D". Said Exhibits set forth the existing and proposed building locations and other improvements, the dimensions, area and location of each Unit herein and the dimensions, area and location of the Common Elements affording access to each Cnit, and are certified by a registered architect licensed to practice in South Carolina, and are attached hereto and incorporated herein.

Section 2.3 Designation of Units. In accordance with Section 27-31-120 of the Act, each Unit in the Regime shall be designated on the plans referred to in Section 2.2 by letter and/or by number or other appropriate designation and any conveyance, or other instrument affecting title to the Unit may sufficiently legally describe any such Unit by use of its designated letter and/or number followed by words "Reverie on the Ashley Horizontal Property Regime."

Section 2.4 Description of Project.

{A) Generally. The Property is comprised of six (6) Buildings, common parking areas, garages, and associated common areas located in North Charleston, South Carolina on Faber Place Drive and along the Ashley River and the Dock System within the Ashley River.

(B) Description of Grounds. The grounds comprise a tract of land of approximately 18.248 acres, more particularly described in Exhibit "A" attached hereto; initially encompassed within its limits in one (I) Building designated as Building No. 3, the Dock System, the uncovered parking areas, common areas and green areas. The parking area and grounds are subject to the Rules and Regulations established by the Developer.

(C) Description of the Residential Units. The Property initially consists of (I) Building designated as Building No. 3. Building No. 3 consists of six floors and sixteen (16) Residential Units: Units 3101, 3102, 3103 and 3104 on the first floor, Units 320 I, 3202, 3203 and 3204 located on the second floor, Units 330 I, 3302, 3303 and 3304 located on the third floor, Units 3401, 3402, 3403 and 3404 located on the fourth floor. The rooftop terraces are

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limited common elements for the benefit of the fourth floor units. The ground floor of Building No. 3 is a covered parking garage. All Residential Units are accessed from the garage level via a shared staircase and a shared elevator.

(D) Description of the Dock Units. The project contains a Dock System consisting of forty (40) Dock Units, of varying feet in length, situate within the Ashley River. A general description of each Dock Unit including its Unit designation, location and area, is set forth on the site and dock plans attached as Exhibit "D'', and is defined by its Usable Moorage Length and Usable Moorage Width.

(E) Description of Parking Areas. The Regime provides both covered and uncovered areas for parking for the exclusive benefit of the Residential Unit Owners, their employees, agents, invitees and guests. Each Residential Unit shall have the exclusive use of one ( 1) covered parking space. Six (6) additional parking spaces are available for purchase as limited common elements. Additional non-exclusive uncovered parking space are available as shown on Exhibit "C". The parking areas, shown on Exhibit "C". will be subject to those rules and regulations promulgated by the Developer and enforced by the Association of Cnit Owners, and as a Common Element for the benefit of each Unit, as more particularly shown on the Site Plan.

(F) Division of Project. The project is hereby divided into sixteen ( 16) Residential Units and forty (40) Dock Units which are to be sold and the designation of said Unit's name together with an expression of their location, area, and other data necessary for their identification. The Units are more particularly located, described and designated on Exhibits "C" hereto.

(G) Use of Units. The use of Residential Units located in the Buildings shall be limited to residential use, subject to the permitted uses of the City of North Charleston zoning code. The permitted uses and limitations on the uses of the Dock Units are set forth in Article IV of this Master Deed.

(H) Limits of Residential Units. The Residential Units are those portions of the Regime designated for separate ownership, and have such area and dimensions as depicted on Exhibit "C" to this Master Deed. "Residential Unit", as the term is used herein, shall mean and comprise the sixteen (l 6) units depicted in Exhibit "C", including, but not limited to, the space and fixtures therein, the interior doors, the mantels, and the entire HVAC system (including HVAC compressors) whether inside the unit boundaries or outside the unit boundaries. The vertical boundaries of the Residential Units are the undecorated and/or unfinished inner surfaces of the perimeter walls as shown on the floor plans attached as Exhibit "C". The horizontal boundaries are the undecorated and/or unfinished inner surfaces of the ceilings and floors. Any limited or General Common Elements located within the aforesaid boundaries are not part of the Residential Unit. Subject to the preceding sentence, all spaces, interior partitions and other fixtures and improvements within the boundaries of a Residential Unit are a part of the Residential Unit. It is understood, however, that the general descriptions above, together with

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the descriptions thereof depicted in Exhibit "C" are as submitted on this date and do not reflect any modification made by the owners of the individual Residential Units.

(I) Limited Common Elements. Limited Common Elements means and includes:

(I) Any chimneys, fireplaces, flashing, gutters, downspouts, pipes or flues, exterior stairs or stairways, exterior lighting, balconies, porches, verandas, columns, patio(s), entrance or exit ways, driveway(s), gates, and all exterior doors and windows, storage closets located in the covered parking area, and including shutters, or other fixtures or improvements designed to serve or be reserved for a certain Unit to the exclusion of the other Unit shall be Limited Common Elements allocated solely to that Unit.

(2) If any flue, duct, wire, conduit, load bearing wall, load bearing column, or any other fixture lies partially within and partially outside the designated boundaries of a Unit, any portion serving only that Unit is a Limited Common Element allocated to that Unit.

(3) The compartments or installations of central services such as power, light, telephone, television, cold and hot water, refrigeration, generator, fuel tank, if any, and water pump, if any, garbage, and the like, serving only one (J) Unit are Limited Common Elements allocated to that Unit.

(J) General Common Elements. General Common Elements means and includes:

(I) The land on which the Buildings stand, more fully described above, together with all the other real property described in Exhibit "A";

(2) The foundations, main walls (interior and exterior, excluding finished surfaces), exterior surfaces, roofs, halls and communication ways of the Buildings in existence;

(3) The central walls dividing the Units, exterior lights, and storm drainage system, except as otherwise provided or stipulated; pedestrian walkway, pool, pierhead, gazebo and walkway going out to pierhead (from connecting ramp out to floating docs is part of the Dock System).

(4) In general, all devices or installations existing for common use; and

(5) All other elements of the Property rationally of common use or necessary to its existence, upkeep and safety.

Section 2.5 Redesignation. upon the unanimous vote of the several Unit Owners comprising the Association of Unit Owners, all or any portion of a Limited Common Element may be designated as a General Common Element, and by the same procedure, any General Common Element may be redesignated as a Limited Common Element. Likewise, upon unanimous vote of the several Unit Owners, the Association may deed, in fee simple, any

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portion, or all of the Limited Common Elements to the Unit Owner to which it is assigned for exclusive use, after which it shall become a part of that Unit.

Section 2.6 Units. Each unit will for all purposes constitute a separate parcel of real property which, subject to the provisions of this Master Deed, may be owed in fee simple and which may be conveyed, transferred, leased and encumbered in the same manner as any other real property. Each Owner, subject to the provisions of the Condominium Act and this Master Deed, will be entitled to the exclusive ownership and possession of their Unit. All Unit Owners shall have and are hereby granted an unrestricted perpetual right of ingress and egress to and from their Unit.

Section 2.7 Description of Residential Cnits. The Residential Units are described in Exhibit "C" attached hereto, and Section 2.4(H), and generally intended to include the following:

(A) Each Residential Unit contains all space within the area bounded by the unfinished interior surface of the perimeter walls, windows, window frames, doors and door frames and trim, and the lowest floor and the uppermost ceiling of such Residential Unit. Bearing walls or columns located within the interior of a Residential Unit are Common Areas, not part of the Residential Unit, except the finished surface thereof. Each Residential Unit includes the appliances and cabinetry located therein, and the carpeting and paint on such unfinished floors, ceilings and wall surfaces.

(B) Each Residential Unit will include the heating, hot water and air conditioning apparatus exclusively serving the Unit whether or not located \vithin the boundaries of the Residential Unit. If the units abovementioned are not used exclusively for a Residential Unit then they will be considered General Common Elements.

(C) Notwithstanding the foregoing descriptions, the Residential Unit square footage numbers shown in Exhibit "E", are computed from the outside boundary of all exterior walls to the centerline of all interior dividing or structural walls of each Residential Unit.

Section 2.8 Description of Dock L:nits. The descriptions of the Dock Units are set forth in Article IV of this Master Deed.

Section 2.9 Modification of Units. The Developer, on behalf of itself, its successes and assigns, hereby reserves the right to modify, subdivided or reconstitute, at any time and from time to time, one or more Units owned by Developer or its affiliates without the consent of the Association or any Owner; provided, however, that the aggregate over all Percentage Interest assigned to the Units so affected or so formed will not change even though the same may be reallocated among such Units or such additionally created Units hereunder. If Developer makes any changes in Units pursuant to this Section, such changes will be reflected by an amendment of this Master Deed which will be duly recorded in the Office of the Register of Deeds for Charleston County. Such amendment will not require the oral or written consent of Owners other

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than the Developer and said Owners hereby consent to a modification, subdivision or reconstitution of one or more Units by Developer in Developer's sole discretion.

Section 2. l 0 Common Area and Limited Common Area.

(A) Percentage Interest. The Owners will own the Common Area as tenants-in-common, with each Unit having, appurtenant thereto, the Percentage Interest in the Common Areas set forth in Exhibit "E" attached hereto; provided, however, that the use of any Limited Common Element will be restricted as set forth herein. The Percentage Interest appurtenant to each Unit has been determined by dividing the Assigned Value of the respective Unit as shown on Exhibit "E" by the aggregate Assigned Value of all Units as shown on Exhibit "E." The value assigned to any Unit in Exhibit "E" does not represent the sales price or market value of the Unit and will only be utilized for purposes of computing the Percentage Interest appurtenant to the respective Unit.

(B) Inseparability of Percentage Interests. The percentage interest in the Common Area cannot be separated from the Unit to which it appertains and will be automatically conveyed or encumbered with the Cnit even though such Percentage Interest is not expressly mentioned or described in the deed or other instruments.

(C) No Partition. The Common Area will remain undivided and no right to partition the same or any part thereof\:vill exist except as provided in the Condominium Act, the By-Laws and this Master Deed.

(D) Use of Common Area. The Common Area will be used in accordance with its intended purposes without hindering the exercise of or encroaching upon the rights of other Owners. The Board of Directors will, if any question arises, determine the purpose for which a part of the Common Area is intended to be used. All Owners and lessees of Owners, their families, clients, customers, invitees and guests will abide by all Rules and Regulations from time to time in effect governing the use of the Common Area.

(E) Use of Limited Common Area. Anything to the contrary contained herein notwithstanding, ownership of each Unit will entitle the Owner or Owners thereof to the exclusive use of any Limited Common Areas adjacent and appurtenant to such Unit, which exclusive use may be delegated by such Owner to persons who occupy the Unit. All Owners and lessees of Owners, their families, clients, customers, invitees and guests will abide by all Rules and Regulations from time to time in effect governing the use of the Limited Common Area. An Owner will be responsible for maintenance and repair of the Limited Common Area appurtenant to their Unit as set forth in herein.

(F) Reservation of Easements and Use and Expansion Rights. The Common Areas will be subject to all easements and use rights, if any, reserved by the Developer hereunder.

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Section 2.10 Status of Title of Propertv. The Developer represents to the Association and all the Owners that, as of the effective date hereof, the Developer has marketable, fee simple title to the Property. The rights and interests of all Owners in and to the Property will be subject only to (i) liens for real estate taxes for the current year and subsequent years; (ii) existing and/or recorded easements, conditions, covenants, declarations, reservations and restrictions including, without limitation, those set forth in this Master Deed; (iii) easements and use rights, if any, reserved by the Developer hereunder; and (iv) applicable governmental regulations, including zoning laws, which may be imposed upon the Property from time to time.

Section 2.11 Limited Warranty From Developer. For a period of one {l) year from the date of completion of construction (being the later of substantial completion under the construction contract, or the date a certificate of occupancy is issued for the first Unit within any Building), the developer shall at no cost to the Association repair or replace any portions of the Common Area (except fixtures, accessories and appliances covered by separate warranties of their respective manufacturers) which are defective as to materials or workmanship. This limited warranty is in place of all other contractual obligations or warranties, express or implied, and the Developer disclaims all other contractual obligations or warranties, including any implied warranties of habitability, merchantability or fitness for a particular purpose. To the fullest extent permitted by law, the liability of the Developer shall be limited to such repair or replacement and the Developer shall not be liable for damages of any nature, whether direct, indirect, special or consequential, regardless of whether such damages are claimed to arise out of the law of contract, tort or otherwise, or pursuant to statute or administrative regulation. EACH OWNER, IN ACCEPTING A DEED FROM THE DEVELOPER OR ANY OTHER PARTY TO A UNIT, EXPRESSLY ACKi~O\VLEDGES AND AGREES THAT THIS SECTION 2.11 ESTABLISHES THE SOLE LIABILITY OF THE DEVELOPER TO THE ASSOCIATION AND THE OWNERS RELATED TO DEFECTS IN THE COMMON AREA AND THE REMEDIES AVAILABLE \VITH REGARD THERETO. AT THE END OF THE ONE (1) YEAR \VARRANTY PERIOD REFERRED TO HEREl~ABOVE I.'."i THIS SECTION 2.11, THE DEVELOPER \VILL ASSIGN TO THE ASSOCIATION IN \VRITING ALL OF ITS RIGHTS, CLAIMS. CAUSES OF ACTIO.'."i A~D DEMANDS \VHICH IT HAS OR WHICH MAY THEREAFTER ACCRUE AGAINST ALL OTHER PEOPLE WHO MAY BE RESPONSIBLE FOR THE DESIG.'."i AND/OR CONSTRUCTION OF THE COMMON AREA.

Section 2.12. Subsequent Phases. The Developer, on behalf of itself, its successors and assigns, hereby reserves the right to implement subse-quent phases of development, at any time and from time to time, in order to build additional Units and/or Common Areas. 1f Developer elects to implement subsequent phases of development pursuant to this Section, such implementation will be reflected by an amendment of this Master Deed which will be duly recorded in the Charleston County RMC Office. Such amendment will not require the oral or written consent of Owners other than the Developer. The Developer anticipates that there may be five subsequent phases ("Phases II-VI") and that no more than five (5) additional Buildings comprising up to eighty (80) residential Units will be built in Phases II-VI. The Developer anticipates that the proposed Phase II-VI residential Units will be similar in nature to Phase I

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residential Units, and that the use will limited to residential purposes. The dimensions, area and location of the proposed Phase II-VI residential Units that may be added by the Developer are as set forth on The Developer will elect whether or not it will proceed with the proposed Phases II-VI by December 31, 2007. The Developer anticipates that the proposed Phase II-VI Units will be similar in nature to the Phase I residential Units and that the use will be residential purposes. The Developer does not anticipate that the proposed Phases II-VI will result include addition of General Common Elements or that the proportionate amount of the Common Expense payable by the Owners of Phase I Units will increase substantially. A chart reflecting the percentage interest in the General Common Elements of Owners of Phase I Units that would result from the implementation of the proposed Phases II-VI is attached hereto as Exhibit "I".

ARTICLE III

Section 3.1 Undivided Share of Common Elements. The ownership of each Unit shall include an undivided interest in and to the Common Elements as defined herein and as set forth in Exhibit "E" attached hereto and incorporated by reference herein. It is the intention of the Developer to provide that the Common Elements in the Regime shall be owned by the Co­Owners of the Units as tenants in common and the undivided share of each Co-Owner being as stated herein. The Association shall have the power to determine the use to be made of the Common Elements from time to time provided that such use shall not discriminate against any Co-owner. The Association, through its Board of Directors, may establish reasonable charges to be paid to the Association for the use of Common Elements not otherwise inconsistent with the Act or other provisions of this Master Deed or any Exhibits attached hereto.

ARTICLE IV

Section 4. l Dock System. The Property shall contain a Dock System containing 40 Dock Units, of varying feet in length, situated within the Ashley River. The Dock System begins at the 30' gangway connected to the common pierhead, and includes the IO' floating dock walkway and finger piers.

Section 4.2 The Dock Units consist generally of dock slips of varying widths extending from the docks labeled L through 40 and shown on the site and dock plans attached as Exhibit "D". A general description of each Dock Unit, including its Dock Unit designation, location and area, is set forth on the site and dock plans attached as Exhibit "D'', and is defined by its Usable Moorage Length and Usable Moorage Width.

Section 4.3 Dock Unit Common Elements. The Dock System Common Elements are as follows:

(A) The Dock System, excluding the limited common elements and the Dock Units, and including, but not limited to the floating dock pilings, finger piers (slip fingers) separating

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units, stairways, gangplanks, fixed piers, decking, handrails, floating docks, ramp gates, pontoons, dock cleats, power posts, mechanical and equipment area, , trash disposal area, pipes, wires, conduits, and public utility lines located within the Dock System other than within the Dock Unit boundary.

(B) Such easements through the Dock Units for conduits, pipes, ducts, plumbing, wiring and other facilities for the furnishing of utility services to the Dock Units, Dock System Common Elements and limited common elements and easements for access, maintenance, repair, reconstruction or replacement of structural members, equipment, installations and appurtenances. and for all other services necessary or convenient to the existence, maintenance, safety and use of the Dock System, whether or not such easements are erected during construction of the Dock System or during the re-construction of all or any part thereof.

(C) All areas not designated as a limited common element and not described as lying within the boundary of a Dock Cnit as described herein, and all other elements of the Dock System constructed or to be constructed as part of the Dock System, rationally of the common use or necessary to the existence, upkeep and safety of the Dock System and in general all other devices or installations existing for common use.

Section 4.4 Dock Cnit Owner's Rights and Obligations. In addition the general rights and obligation of Unit Owners within the Regime under this Master Deed, the Dock units and the Dock Unit Owners shall have the rights and obligations as relate to the Dock System:

(A) Dock Unit Owner's Use Rights. Subject to this Master Deed and the By-Laws, a Dock Unit Owner shall have: (i) an undivided O\vnership interest according to the Unit's percentage interest in the Common Elements; (ii) an undivided ownership interest according to the Dock Unit's percentage interest in the Dock System; and (ii) the exclusive right to use his Dock Unit, including the :Vfoorage Easement appurtenant to the Dock Unit. The ownership of a Dock Unit may not be subdivided for the purpose of, or with the result of. creating integrated or horizontal ownership, whether by forming a corporation. partnership or limited liability company, by time-sharing or leasing, or otherwise, provided nothing herein contained is intended to prevent ownership of a Dock Unit by an entity 'With five or less individual owners, members, partners or shareholders.

(B) Compliance with Rules and Regulations. In addition to the rules and restrictions contained in this :V1aster Deed and By-Laws, the Dock Unit Owners shall also be subject to the Dock Unit Rules and Regulations adopted pursuant thereto. The Dock l;nits shall comply with all applicable rules, regulations, and restrictions promulgated by local, state and federal government authorities having jurisdiction, including, without limitation, the South Carolina Office of Coastal Resource Management, the South Carolina Department of Health and Environmental Control and the United States Corp of Engineers.

(C) Dock System Expense Liability. In addition to the Dock Unit Owner's obligation under Article VIll of this :V1aster Deed, the Dock Unit Owners are bound to contribute to the

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expenses necessary for the maintenance and repair of the Dock System and for expenses incurred by the Association related specifically to the Dock System. These Dock System Expenses shall be paid by assessments against the Dock Unit Owners in equal amounts. The Dock System Expenses shall be determined by the Board in conjunction with and under the same guidelines as the Annual Assessment as set forth in Section 8.2 of this Master Deed. The Dock Unit Owners' percentage interests are based on the ratio of a Dock Cnit's Usable :'.Vfoorage Length to the total Usable Moorage Length of all Dock Cnits, and also upon the Basic Values assigned to the Dock Units, set forth on the schedule attached hereto as Exhibit "E". Failure of a Dock Unit Owner to pay the Dock System assessment when due shall result in the creation of lien on the Dock Unit under Section 8.5 of this Master Deed.

(D) Dredging Assessments. A part of its budget, the Board of Directors shall assess and collect funds from the Dock Unit Owners necessary to properly dredge any portions of the Property in order to provide for the safe passage of vessels owned by the Dock Unit Owners. If the depth of the Property or any portions thereof is determined by the Board of Directors to be less than necessary for use by the Dock Unit Owners, and if such is approved by the local, state, and federal agencies having jurisdiction, then the Association may take necessary steps to dredge and such shall be a Dock System Expense.

Section 4.5 Use Restrictions.

(A) Moorage of Vessels. Each Dock {;nit shall be used by the Dock Unit Owner solely for the moorage of vessels (excluding tenders, dinghies or other boats mounted on or over vessels): which vessels must lie within the Dock Unit's boundaries (i.e., its Usable ~1oorage Length and Csable Moorage Width), with only such allowed overhangs as referenced herein, provided, however, that notwithstanding the foregoing limitations, in the discretion of the Board of Directors, and as published by it from time to time in its Rules and Regulations, and so long as no other Dock Unit is impacted, a vessel's bowsprits, pulpits, swim platforms, and dinghies and other projections may be permitted to overhang the Dock Unit's boundaries, so long as the overhang does not exceed 25% of the length of the Dock Cnit to vvhich the vessel is moored; provided further, however, that a Dock Unit Owner's right to use these overhang areas shall at all times be further subject to any restrictions imposed by a local, state or federal agency having jurisdiction.

(B) Improvements and Alterations. No improvements, additions or alterations of any nature whatsoever other than routine maintenance as provided herein shall be permitted to a Dock l!nit without the prior written approval of the Board.

(C) Commercial Activities Prohibited. No commercial activities of any kind whatsoever shall be permitted on a Dock Unit without the consent of the Board; however, this restriction shall not apply to Declarant during the Declarant Control Period and during such time Declarant may use it Dock Unit for promotional, marketing or display purposed; provided further, however, that a Dock Unit Owner shall be permitted, subject to the restrictions in paragraph (D) below, to lease his Dock Unit to a third party which may not use the Dock Cnit for

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commercial activity. No rafting of boats will be allowed and all use of the slips will be subject to the rules and regulations as may be adopted by the Association. In addition to the foregoing restriction, no Dock Unit shall be used except as allowed under the SCDHEC-OCRM Permit # 2002-1 H-022-P and Permit# 2003-1 H-298-P, as amended (collectively the "Dock Permit").

(D) Conveyance of Interest. ?\o interest in a Dock Unit shall be conveyed, including a lease estate, to any person or entity who is not a Residential Unit Owner within the Regime. Any conveyance of the Dock shall be in accordance with the provisions set forth in Section 6.4 of this Master Deed.

(E) Rules and Regulations. In addition to the rules and regulations contained in the Operations and Maintenance Manual dated April 24, 2006, the Board shall have the right to prescribe or adopt rules and regulations concerning and affecting, among other things, the manner of use, maintenance and retail of, operating procedures, procedures of transfer of the Dock Unit and the condition and maintenance of vessels to be moored thereto.

(F) Peaceful Enjoyment. No Dock Unit Owner shall do or permit to be done, anything upon or with his Dock Unit or upon a vessel moored thereto, which would impair navigation or the soundness or safety of the Regime or which would be noxious or offensive or an interference with the peaceful possession and proper use of other Units, or which would require any alteration of or addition to any of the Common Elements or the Dock System to be in compliance with any applicable law or regulation, or which would other.vise be in violation of law.

(G) Emergency Access. In case of emergency, ongmating in, or threatening any Dock Unit or vessel moored thereto, regardless of whether the Dock Unit Owner or his tenant, if any, is present at the time of such emergency, as determined by the Association, or its designated agent, shall have the right to enter upon such Dock Unit or enter upon any vessel moored at the Dock Unit for the purpose of remedying or abating the cause of such emergency, and such right of entry shall be immediate. In addition, the Board, or its designated agent, shall have the right, but not the obligation, to relocate and re-moor a vessel moored at a Dock Cnit without notice to the owner of the vessel or Dock Unit and without responsibility for damage caused thereby in the event of such relocation or re-mooring is made necessary by any emergency condition.

(H) Signs. Except as may be required by legal proceedings, no signs or advertising posters of any kind shall be maintained or permitted within the Dock System unless approved as stated herein. The approval of any sign andior posters shall be upon such conditions as may from time to time be determined by the Board.

Section 4.6 Boundaries, Easements for Encroachment.

(A) Boundaries. The existing physical boundaries, as defined in this Master Deed, of any Dock Unit or the Dock System now existing or as reconstructed in substantial conformity with the plot plans shall be conclusively presumed to be its boundaries, regardless of the shifting,

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settlement, or later movement of any dock, bulkhead, or piling and regardless of minor variations between the physical boundaries as described in this :\faster Deed or shown on the condominium plan and the existing boundaries of any such Dock Unit or the Dock System. This presumption applies only to encroachments within the Regime.

(B) Encroachments. If any portion of any Dock System encroaches on any Dock Unit or if any portion of a Dock Unit encroaches on the Dock Systems, as a result of the duly authorized repair of the Dock Unit, a valid easement for the encroachment and for the maintenance of the same shall exist so long as the Dock Systems stands. The purpose of this Section is to protect the Dock Unit Owners, except in cases of willful and intention misconduct by them or their agents or employees, and not to relieve Declarant or any contractor, subcontractor, or materialmen of any liability which any of them may have by reason of any failure to adhere substantially to the plot plans.

(C) Destruction. If any part of the Dock System is destroyed partially or totally as a result of fire, hurricane, storm or other casualty, or as a result of condemnation or eminent domain proceedings, and then is reconstructed, encroachment of any Dock Unit on the Dock System, due to reconstruction, shall be permitted and valid easements for such encroachments and the maintenance of them shall exist so long as the Dock Unit exists.

ARTICLE V

Section 5.1 Ownership Interest in Common Elements. Developer has included within the Regime certain property and improvements including the Buildings and the Dock System, each containing various number of Units as more particularly described herein. The ownership of each Cnit shall include an undivided share in and to the Common Elements as defined herein and as set forth in Exhibit "E" attached hereto and incorporated by reference herein.

ARTICLE VI

Section 6.1 Administration of Condominium bv Association. In order to provide for the effective and efficient administration of the Reverie on the Ashley Horizontal Property Regime by the Unit Owners, a non-profit corporation known and designated as Reverie on the Ashley Council of Co-owners, Inc. (sometimes referred to as the "Association") has been organized, and said corporation shall administer the operation and management of the Regime and undertake and perform all acts and duties incident thereto in accordance with the terms, provisions, and conditions of the Master Deed, and in accordance with the terms of the Articles of Incorporation of the Association, its Bylaws and the rules and regulations promulgated by the Association from time to time. A true copy of the said Articles of Incorporation and Bylaws are annexed hereto and expressly made a part hereof as Exhibits '"F" and "G" respectively. The Owner or Owners of each Unit shall automatically become members of the Association upon acquisition of an ownership interest in title to any Unit and its appurtenant undivided interest in Common Elements and Limited Common Elements. The Owners of the Unit shall have rights in the corporation in the same proportion as they hold undivided interest in the Common Elements.

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The membership of each such Owner or Owners shall terminate automatically upon such Owner or Owners being divested of each ownership interest in the title to such Unit, regardless of the means by which such ownership is divested. No person, firm or corporation holding any lien, mortgage or other encumbrance upon any l.;nit shall be entitled by virtue of such lien, mortgage or other encumbrance, to membership in the Association or to any of the rights or privileges of such membership. In the administration of the operation and management of the Regime, the Association shall have and is hereby granted the authority and power to enforce the provisions of this Master Deed, levy and collect assessments in the manner hereinafter provided, and to adopt, promulgate and enforce such rules and regulations governing the use of the l.;nits, Common Elements, and Limited Common Elements, as the Board of Directors of the Association may deem to be in the best interest of the Regime.

Section 6.2 Insurance. The Board of Directors of the Association shall obtain liability insurance in such amounts as the Board of Directors may determine from time to time for the purpose of providing liability insurance coverage for the property. The Board of Directors shall collect and enforce the payment of a share of the premium for such insurance from each Unit Owner as a part of the Common Expenses. Said insurance shall include, but not be limited to, hazard, legal liability and such other insurance as is deemed necessary. All liability insurance shall contain cross liability endorsement to cover liabilities of the Unit Owners as a group to each individual Unit Owner. Each Unit Owner may purchase liability insurance for accidents occmTing in his own Unit and shall be responsible for purchasing insurance on all his personal property.

Section 6.3 Destruction of Improvements and Casualtv lnsurance.

(A) The Association shall obtain Fire and Extended Coverage Insurance and Vandalism and Malicious Mischief Insurance and such other insurance as the Board deems necessary, insuring all the insurable improvements within the Regime, including personal property owned by the Association, in and for the interest of the Association, all Unit Owners and their approved mortgagees, as their interest may appear, in a company acceptable to the standards set by the Board of Directors of the Association in an amount at least equal to Eighty­Five (85%) percent of the maximum insurable replacement value as determined annually by the Board of Directors of the Association; the premiums for such coverage and other expenses in connection with said insurance shall be paid by the Association and charged as part of the Common Expenses. The company or companies with whom the Association shall place its insurance coverage as provided in this Master Deed must be companies authorized to do business in the State of South Carolina and on an approved list maintained by the Insurance Commissioner of South Carolina. The approved first mortgagee owning and holding the first recorded mortgage encumbering a Unit shall have the right, for so long as it owns and holds any mortgage encumbering a Unit, to approve the policies and the company or companies who are the insurers under the insurance placed by the Association as herein provided and the amount thereof. The Association shall have the right to designate the Insurance Trustee, and thereafter from time to time, the right to change the Insurance Trustee to such other trust company authorized to conduct business in the State of South Carolina, or to such other person, firm or

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corporation as Insurance Trustee as may be acceptable to the approved first mortgagee holding the first recorded mortgage encumbering a Unit. At such time as the aforesaid approved first mortgagee is not the holder of a mortgage on a Unit, then his/her rights of approval and designation shall pass to the approved first mortgagee having the highest dollar indebtedness on Units in the Regime and in the absence of the action of said mortgagee, the Association shall have the said right without qualification.

(B) All policies purchased by the Association shall be for the benefit of the Association, all Unit Owners and their approved mortgagees, as their interest may appear. Such policies shall be deposited with the Insurance Trustee, aforementioned, who shall first acknowledge that the policies and any proceeds thereof will be held in accordance with the terms hereof. Said policies shall provide that all insurance proceeds payable on account of loss or damage shall be payable to the Insurance Trustee. Jn the event of a casualty loss, the Insurance Trustee may deduct from the insurance proceeds collected a reasonable fee for its service as Insurance Trustee. The Association is hereby irrevocably appointed agent for each Unit Owner to adjust all claims arising under insurance policies purchased by the Association. The Insurance Trustee shall not be liable for payment of premiums nor for the renewal or the sufficiency of the policies, nor for the failure to collect any insurance proceeds.

(C) No mortgagee shall have any right to participate in the determination of whether property is to be rebuilt, nor shall any mortgagee have the right to apply insurance proceeds to repayment of its loan, unless the same distribution is made to Unit Owners and their mortgagees.

(D) The duty of the Insurance Trustee shalJ be to receive the proceeds from the casualty insurance policies held by it, and it shall hold such proceeds in trust for the Association, Unit Owners, and any mortgagees.

(E) In the event a loss occurs to any improvements within any of the Units alone, without any loss to any improvements within the Common Elements, the Insurance Trustee shall immediately pay all proceeds received because of such loss directly to the Unit Owners of the Unit damaged, and their approved first mortgagees, if any, as their interest may appear, and it shall be the duty of these Owners to use such proceeds to effect necessary repairs to the Unit. The Insurance Trustee may rely upon the written statement of the Association as to whether or not a loss has been incurred to the Units or Common Elements or both.

{F) In the event that a loss of Five Thousand and 00/100 Dollars ($5,000.00) or less occurs to improvements within one or more Units and to improvements within contiguous Common Elements, or to improvements within the Common Elements alone, the Insurance Trustee shall pay the proceeds received as a result of such loss to the Association. Upon receipt of such· proceeds, the Association will promptly contract for the necessary repairs to the improvements within the Common Elements and within the damaged Units. In such event, should the insurance proceeds be insufficient to repair all of the damage within the Units, the proceeds shall be applied first to completely repair the improvements within the Common Elements, and the balance of the funds shall be apportioned to repair improvements, within

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Owners' Units, in proportion to the loss sustained to improvements within said Units, as estimated by the insurance carrier, and the Owners owning interests in Units containing damaged improvements shall be subject to a special assessment and shall contribute to the Association the remaining funds necessary to repair the improvements within their Units. If any Owner or Owners of Units containing damaged improvements refuses or refuse to pay such assessment, then the majority of Owners of Units so damaged may proceed with the reconstruction at the expense of all Co~Owners benefited thereby.

(G) In the event the damage exceeds the sum of Five Thousand and 00/100 Dollars ($5,000.00) to the Limited Common Elements alone, or to the individual units and to improvements within contiguous Limited Common Elements (it being the intention of the foregoing to cover any loss other than those specifically described in Section (F) above), then the Insurance Trustee shall hold all insurance proceeds in trust, and any and all other funds paid as hereinafter provided, and shall distribute the same as follows:

(I) The Board of Directors of the Association shall obtain, or cause to be obtained, reliable and detailed estimates and/or bids for the cost of rebuilding and reconstructing the damage and for the purpose of determining whether insurance proceeds are sufficient to pay for the same.

(2) In the event the insurance proceeds are sufficient to rebuild and reconstruct all the damaged improvements within the Common Elements and within the Units, or upon the collection of the necessary funds that are described in Paragraph F of this Section 5, then:

(i) If the casualty loss necessitates reconstruction of more than Three Fourths (3/4) of the Property, then the insurance proceeds held by the Trustee shall be disbursed, pro-rata, to the Co-Owners entitled to payment and their respective mortgagees as their interest may appear, as directed, and in such proportions as the Board of Directors in its sole discretion may determine. This paragraph may be waived, altered or amended with the unanimous consent of all the Co-Owners.

(ii) If the casualty loss necessitates reconstruction of Three-Fourths (3/4) or less of the Property, then the Board of Directors of the Association shall meet and shall determine the amount of and terms of a special assessment against the Units and the Owners thereof to obtain the necessary funds to repair the improvements. Such assessment need not be uniform as to all Units, but may be in accordance with such factors as the Board of Directors of the Association shall consider to be fair and equitable under the circumstances; whereupon the Board of Directors of the Association, having determined the amount of such assessment, shall immediately levy such assessment setting forth the date of payment of the same, and the funds received shall be delivered to the trustee and disbursed as provided in the preceding paragraph. If any Owner or Owners of Units containing damaged improvements refuses or refuse to pay such assessment, then the majority of Owners of Units so damaged may proceed with reconstruction at the expense of all Co-Owners benefited thereby.

(3) In the event, after complete repair and reconstruction and after the insurance Trustee's fee has been paid, funds remain in the hands of the Insurance Trustee, such funds shall be disbursed in the same fashion the proceeds were originally collected as set forth in this Article. However, it shall be presumed that the first monies disbursed in payment of repair,

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replacement, and reconstruction shall be from insurance proceeds. If there is a balance in the funds held by the Insurance Trustee after payment of all costs of repair, restoration. and reconstruction and after payment of any and all Trustee's Fees and expenses, such balance shall be distributed to the Unit Owners in proportion with their contributions.

(4) In the event the insurance proceeds are sufficient to pay for the cost of reconstruction and repair, or in the event the insurance proceeds are insufficient but additional funds are raised by special assessment or any other manner within ninety (90) days after such restoration and repair, then no mortgagee shall have the right to require the application of insurance proceeds to the payment of its loan. Further, all covenants contained herein for the benefit of any mortgagee of a Unit may be enforced by an approved first mortgagee.

(5) Any repair, rebuilding, or reconstruction shall be substantially in accordance with the architectural plans and specifications for the original building, as the building was last constructed, or according to plans approved by the Board of Directors of the Association. Any material or substantial change from the foregoing architectural plans and specifications shall require approval by the institutional first mortgagee holding the highest dollar indebtedness on Units in the Regime.

(6) In case at any time or times the property or any part thereof shall be taken or condemned by any authority having a power of eminent domain, or compensation in damages for or on account of any land and all compensation and damages for or on account of any improvements of the property shall be payable to such bank or trust company authorized to do business in South Carolina as the Board of Directors shall designate as Trustee for all Unit Owners and mortgagees affected thereby, according to the loss or damages to their respective Units and appurtenant common interest in easements. and shall be used promptly by the Board of Directors to the extent necessary for restoring or replacing such improvements on the remaining land according to plans therefore first approved as herein provided, unless the Association by a vote of not less than Seventy-Five percent (75%) of the percentage interest of the Unit Owners, determines within a reasonable time after such taking or condemnation that such restoration or replacement is impracticable under the circumstances in which event the Board of Directors, on behalf of the Association and at the Association's common expense, shall remove all remains of such improvements so taken or condemned and restore the site thereof to good orderly condition and even grade and shall equitably distribute the remaining proceeds from such condemnation or taking to the Unit Owners or mortgagees affected thereby, according to the loss or damage .to their respective Units and appurtenant common interests and easements.

Section 6.4 Convevance of Interest in Units. In order to assure a community of congenial Unit Owners and thus protect the value of the Condominium Units, any conveyance of interest of said Units, including a lease estate, shall be subject to the following provisions so long as this provision of this Master Deed is of valid effect and binding on the property and Unit Owners:

(A) Notice to Association. Any and every time a Unit Owner or his lessee intends to convey an interest in his Unit he shall give written notice to the Association of such intention, together with the name and address of the party to whom said interest is intended to be conveyed and such other information as the Association may reasonably require, and the terms of the

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proposed transaction. The notice just described shall be mailed to or delivered by hand to the Secretary of the Association.

(B) Acquisition by Gift, Devise or Inheritance. When any person obtains a Unit by gift, devise or inheritance, or by any other method not heretofore considered, it shall be the responsibility of such person to notify the Association that such transfer has occurred. The Association may then require that such person furnish the Association with such information concerning the person obtaining the Unit as may be reasonably required and a certified copy of the instrument by which the Unit was obtained.

(C) Mortgagee holding a mortgage on a Unit. Upon becoming the Owner of a Unit, through foreclosure or by deed in lieu of foreclosure, or whosoever shall become the acquirer of title to a Unit at the foreclosure sale of such approved first mortgage, shall have the unqualified right to sell or otherwise transfer said Unit, including the fee ownership thereof, and/or to mortgage said Unit. No other provision of this Master Deed or any other covenant or restriction applicable to a Unit or Unit Owner is waived by this paragraph.

Section 6.5 Maintenance and Repair.

(A) All maintenance of and repairs to any Unit and any Limited Common Elements exclusive thereto, structural or non~structural, ordinary or extraordinary, (other than maintenance of and repairs to any Common Elements contained therein, and not necessitated by the negligence, misuse or neglect of the Owner of such Unit) shall be made by the Owner of such Unit, specifically including the heating and air conditioning unit(s) for that Unit, whether located on a Common Element or not. Each Unit Owner shall be responsible for all damages to any and all other Units and/or to the Common Elements, that his failure to do so may engender.

(B) All maintenance, repairs and replacements to the General Common Elements, whether located inside or outside of the Units (unless necessitated by the negligence, misuse or neglect of a Unit Owner, in which case such expense shall be charged to such Unit Owner) shall be made by the Board of Directors and be charged to all the Unit Owners as a Common Expense, which shall be computed according to the percentage representing the value of the individual Unit with relation to the value of the whole property as set forth in this .l\faster Deed. The cost of any maintenance, repair or replacement specific to a single Building may, in the sole discretion of the Board of Directors, shall be divided among the Unit Owners within the specific Building.

(C) All repairs of internal installations of the Cnits other than General Common Elements, if any, shall be at the expense of the Unit Owner; such installations shall include, but not be limited to, telephone, air conditioners, sewage, sanitary installations, water, light, gas, power, doors, windows, lamps, patio, fencing, and all other accessories belonging to the Unit.

(D) All maintenance and repair shall be performed promptly and diligently by each Unit Owner obligated to do same and each Owner shall be expressly responsible for the damages and liabilities that his failure to do so may engender.

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(E) A Unit Owner shall reimburse the Regime for any expenditures incurred in repairing or replacing any Common Elements damaged through his neglect.

Section 6.6 Additions, Alterations or Improvements bv the Board of Directors. Additions, alterations, or improvements costing Fifteen Thousand and 00/100 Dollars ($15,000.00) or less may be performed by the Board of Directors \Vithout approval of the Unit Owners, and the cost thereof shall constitute part of the Common Expense. Such additions, alterations or improvements in excess of Fifteen Thousand and 001100 Dollars ($15,000.00) must be approved by the Board and by a majority of the t.;nit Owners, present in person and/or proxy and voting at a meeting duly held. Upon such approval, the Board shall proceed with such additions, alterations, or improvements and shall assess all Unit Owners for the cost thereof as a common charge.

Section 6.7 Each Residential linit Owner shall be entitled to the exclusive use of the interior surfaces of the perimeter walls, floors and ceilings of his Residential Unit, and such Residential Unit Owner shall maintain such interior surfaces in good condition at his sole expense as may be required from time to time, which said maintenance and use shall be subject to the rules and regulations of the Association, and each such Residential Unit Owner shall have the right to decorate such interior surfaces from time to time as he may see fit and at his sole expense. The use of and the covering of the interior surfaces of windows, whether by draperies, shades or other items visible on the exterior of the Building, shall be subject to the rules and regulations of the Association. Decorating of the Common Elements (other than interior surfaces within the Residential Units as above provided), and any redecorating of Residential Units to the extent made necessary by any damage to existing decorating of such Residential Units caused by maintenance, repair or replacement work on the Common Elements by the Association shall be furnished by the Association as part of the Common Expenses. The interior surfaces of all windows forming part of the perimeter wall of a Residential Unit shall be cleaned by the individual Residential Unit Owner. Unless otherwise provided in the contract of sale, each Residential Unit Owner shall furnish and be responsible for, at his own expense, all of the decorating within his own Residential Unit.

Section 6.8 Association's Determination Binding. In the event of any dispute or disagreement between any Unit Owners relating to the Regime or any question of interpretation or application of the provisions of the Master Deed or Bylaws, the determination thereof of a majority vote of the Board of Directors of the Association shall be final and binding on each and all of such Lnit Owners.

Section 6.9 Ownership of Common Elements. Each Unit Owner shall be entitled to the percentage of ownership in the Common Elements (including Limited Common Elements and any common fund held by or through the Association for repair, maintenance or otherwise) allocated to the respective Unit owned by such Unit Owner, as set forth in this Master Deed and by reference made a part hereof as though fully set forth herein. Said ownership interest is in accordance with their respective percentages of ownership.

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Section 6.10 Use of Common Elements. All passages, roads and common avenues of ingress and egress shall be used for no purpose other than normal transit through them. No Unit Owner shall park any vehicle, or place or cause to be placed in said passages, road and common avenues any furniture, packages or obstructions of any kind. Such rights and obligations shall extend to each Unit Owner and the agents, servants, tenants, family members and invitees of each Unit Owner. Each Unit Owner shall have the right to the exclusive use of the Limited Common Elements allocated to the (.;nit owned by such Unit Owner. Use of the Common Elements and amenities shall be subject to and governed by the provisions of the Act, this !\faster Deed, the Bylaws and the rules and regulations of the Association.

Section 6.11 Parking Spaces. To provide parking for the Unit Owners, their guests, employees and invitees, the Developer has constructed specific parking areas. The parking areas shall be subject to the initial rules and regulations established by the Developer as may be amended in accordance with the terms of this i\,1aster Deed and the By-Laws hereto.

Section 6.12 Common Charges. The Bylaws of the Association shall provide for (I) the determination of the Common Expenses and fixing of Common Charges; (2) payment of Common Charges; (3) collection of assessments; (4) default; and (5) statement of Common Charges. Said Common Charges shall be used for the administration, operation, maintenance and repair of the Common Elements and Property.

Section 6.13 Voting. The Owner(s) of each Unit shall have the right to cast the number of votes attributable to each Unit as set forth in this Master Deed, in person or by proxy, at all meetings of the Association of Unit Owners.

Section 6.14 Unit Mortgages. Each Unit Owner shall have the right, subject to the provisions hereof, to make a separate mortgage or encumbrance on his respective Unit, together with his respective ownership interest in the Common Elements. No Unit Ovmers shall have the right or authority to make, or create, or cause to be made or created, any mortgage or encumbrance or other lien on or affecting the Property or any part hereof, except only to the extent of his Unit and his respective ownership in the Common Elements.

Section 6.15 Notice to Board of Directors. A Unit Owner who mortgages his Unit shall notify the Board of Directors of the name and address of his mortgagee, and shall file a conformed copy of the note and mortgage with the Board of Directors; the Secretary of the Association shall maintain such information in the record of ownership of the Association. After the filing of the mortgage, the Board of Directors shall notify the mortgagee of any Unit Owner who is in default for sixty (60) days in the expenses for the management and administration, care and operation of the Regime and the mortgagee may, at its option, pay the delinquent expenses.

Section 6. I 6 Separate Real Estate Taxes. It is understood that real estate taxes are to be separately assessed against each Unit Owner for his Unit and his corresponding percentage of ownership in the Common Condominium Elements, as provided in the Act. In the event that for

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BK Z 5 9 9 PG 6 5 8 any year such taxes are not separately taxed to each Unit Owner, but are taxed on the Property as a whole, then each Unit Owner shall pay his proportionate share thereof in accordance with his respective percentage of ownership interest in the Common Elements. The Board shall determine the amount due and notify each Unit Owner as to the real estate taxes.

Section 6.17 Promulgation of Rules and Regulations. In order to assure the peaceful and orderly use and enjoyment of the Buildings and Common Elements of said project, the Board of Directors may from time to time adopt, modify and revoke, in whole or in part, such reasonable rules and regulations governing the conduct of persons or said project as it may deem necessary. Such rules, upon adoption, and every amendment, modification, and revocation thereof, shall be delivered promptly to each Owner and shall be binding upon all members of the Association and occupants of the buildings.

Section 6.18 Encroachments. In the event that any Unit shall encroach upon any Common Element for any reason not caused by the purposeful or negligent act of the Unit Owner(s), or agents of such Owner(s), then an easement appurtenant to such Unit shall exist for the continuance of such encroachment unto the Common Elements for so long as such encroachment shall naturally exist; and, in the event that any portion of the Common Elements shall encroach upon any Unit then an easement shall exist for the continuance of such encroachment of the Common Elements into any Unit for so long as such encroachment shall naturally exist.

Section 6.19 Abatement and Enjoinment of Violations bv Unit Owners. All Units shall be utilized and operated in accordance with the provisions of this Master Deed, the Bylaws, and the rules and regulations. The violation or breach of any such provision as adopted by the Board of Directors shall give the Board the right, in addition to other rights set forth in these Bylaws, to enjoin, abate or remedy by appropriate legal proceedings, either at law or in equity, the continuance of any breach, and the violating, defaulting or breaching Owner shall further be liable for the expenses of any attorneys fees or court costs incurred by the Board as the result of such legal proceedings.

ARTICLE VII

Section 7.1 Use of Residential Units.

(A) All Residential Units shall be utilized only for residential purposes. The use of such Residential Units shall be further restricted by the permitted uses under the zoning laws of the City of North Charleston, South Carolina.

(B) A Residential Unit Owner shall not permit or suffer anything to be done or kept in his Unit which \'Viii increase the insurance rates on his Unit, the Common Elements or the Limited Common Elements, or which will obstruct or interfere with the rights of other Unit Owners or the Association or annoy other Unit Owners by unreasonable noises or otherwise; nor

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shall a Residential Unit Owner commit or permit any nuisance, immoral, improper, offensive or illegal act in his Unit, on the Common Elements or the Limited Common Elements.

(C) Common Elements shall be used only for the furnishing of services and facilities for which they are reasonably suited and which are incident to the use and the occupancy of Units. All valid laws, zoning ordinances and regulations of all governmental bodies having jurisdiction over the Regime Property shall be observed.

(D) A Residential Unit Owner shall show no sign, advertisement or notice of any type on the Common Elements, Limited Common Elements, or in or upon his Unit and shall erect no exterior antennas and aerials upon any portion or part of his Unit or the Common Elements, except as are in conformance with the Rules and Regulations promulgated by the Developer, as may be amended from time to time.

(E) A Residential Unit Owner shall make no structural alterations or modifications in his Unit or installations located therein without previously notifying the Association in writing, through the manager or managing agent, if any, or through the President if no manager or managing agent is employed. The Association shall have the obligation to reply by acceptance or rejection of the proposal within thirty (30) days time and failure to do so within the stipulated time shall mean that there is no objection to the proposed alteration or modification.

(F) No grills (or any similar cooking device emitting or utilizing an open flame), bicycles, exercise equipment, playsets or playground equipment shall be used or stored on any Unit balcony, porch or rooftop terrace, nor shall any balcony, porch or rooftop terrace be used to dry laundry or display any type of flag, banner or sign.

(G) The Residential Units shall be for single-family residential use only, and no Residential Unit shall be occupied by more than One (I) Family. For the purposes of this section, "Family" is defined as: An individual; or one (1) or more persons related by blood or marriage with any number of natural children, foster children, stepchildren or adopted children, plus not more than two (2) unrelated persons living together as a single housekeeping unit; or a group of not more than three (3) persons not related by blood, marriage, adoption, or guardianship, living together as a single housekeeping unit (for Units with less than three separate bedrooms, this number shall be reduced from three to the corresponding number of separate bedrooms in the Unit). No trade, business, profession or commercial occupation or activity may be carried on in the Property without -the consent of the Board except for such occupation or activity permitted to be carried on by Developer or as is expressly permitted below. In addition, temporary guests are permitted so long as they do not create an unreasonable source of noise or annoyance to the other residents of the Regime.

(H) Non-Residential Activities or Uses. No trade, business, profession or commercial activity, or any other non residential use shall be conducted on the Property or within any Residential Unit without the consent of the Board except that an Owner or occupant residing in a Unit may conduct business activities within the Unit so long as: (i) the existence or operation of

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the business activity is not apparent or detectable by sight, sound, or smell from outside the Cnit; (ii) the business activity conforms to all zoning requirements for the Property; (iii) the business activity does not involve door-to-door solicitation of residents noticeably greater than that which is typical of Units in which no business activity is being conducted; and (v) the business activity is consistent with the character of the Property, and does not constitute a nuisance, a hazardous or offensive use, or a threat to the security or safety of others, (iv) the business activity does not, in the Board's judgment, generate a level of vehicular or pedestrian traffic or a number of vehicles being parked in the Property which is beyond the level of traffic and vehicular parking that occurs in residential developments similar to the Regime, as the Board determines in its sole discretion. The foregoing shall not prohibit an Owner from leasing his Unit.

(I) Nuisances. No obnoxious or offensive activity shall be carried on about the Residential Units or in or about any Improvements, Units, or on any portion of the Property nor shall anything be done therein which may be or become an unreasonable annoyance or a nuisance to any Owner. No use or practice shall be allowed in or around the Units which is a source of annoyance to Owners or occupants of Units or which interferes with the peaceful possession or proper use of the Units or the surrounding areas. Ko loud noises or noxious odors shall be permitted in any Improvements, Units or Property.

(J) Outside Storage of Personal Propertv. The personal property of any Owner shall be kept inside the Unit, except for patio furniture and accessories, and other personal property commonly kept outside, which must be kept on a balcony or rooftop terrace and must be neat appearing and in good conditions.

(K) Parkin!! and Vehicular Restrictions. Only automobiles, vans constructed as private passenger vehicles with permanent rear seats and side windows, passenger trucks and other vehicles manufactured and used as private passenger vehicles, may be parked within the Property overnight without the prior written consent of the Board. In particular and without limitation, without the prior written consent of the Board, no vehicle containing commercial lettering, signs or equipment, and no truck (other than private passenger trucks), recreational vehicle, boat, watercraft, camper, trailer, aircraft, motorcycle, or vehicle other than a private passenger vehicle as specified above, may be parked or stored overnight on the Property. No overnight parking is permitted on any streets, lawns, or areas other than designated parking areas, without the consent of the Board. Provided, however, automobiles owned by governmental law enforcement agencies are expressly permitted. The foregoing restrictions shall not be deemed to prohibit the temporary parking of commercial vehicles while making delivery to or from, or while used in connection with providing services to, the Property. All vehicles parked within the Property must be in good condition and repair, and no vehicle which does not contain a current license plate or which cannot operate on its own power shall be parked within the Property for more than 24 hours, and no major repair of any vehicle shall be made on the Property. All-terrain vehicles, and the like are not permitted to be operated within the Proprty, except with the prior written consent of the Board which may be withdrawn at any time. Any motorcycle or other permitted motorized vehicle must be licensed for street use and equipped with appropriate noise muffling equipment so that the operation of same does not create an

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unreasonable annoyance to the residents of the Regime. This section shall not apply to the Dock System or the Dock Units.

(L) No Improper Uses. No improper, offensive, hazardous or unlawful use shall be made of any Unit nor shall anything be done thereon tending to cause embarrassment, discomfort, annoyance or nuisance to any Owner or occupant of the Regime. Unit Owners shall observe and obey all valid laws, zoning ordinances and regulations of all Governmental Authorities. Violations of laws; orders, rules, regulations or requirements of any Governmental Authority, relating to any Unit or Lot shall be corrected by, and at the sole expense of the Owner of the Unit.

(M) Trash and Other Materials. No O\v11er or resident shall place or dump any garbage, trash, refuse, rubbish or other materials on any other portions of the Property. All garbage, trash, refuse or rubbish must be placed in appropriate trash facilities or bags. All personal containers, dumpsters or garbage facilities shall be stored inside a Unit. No noxious or offensive odors shall be permitted.

(N) No portion of a Unit (other than an entire Unit) may be rented. All leases must be in writing and shall provide that the Association shall have the right to terminate the lease upon default by the tenant in observing any of the provisions of this Declaration, the Articles, Bylaws, of applicable rules and regulations, or of any other agreement, document or instrument governing the L"nits. ~o lease shall be for a period of less than six (6) months without the approval of the Board. A copy of the proposed lease must be delivered to the Association prior to occupancy by the tenant. The Owner of a leased Unit shall be jointly and severally liable with his tenant to the Association to pay any claim for injury or damage to property caused by the negligence of the tenant. Every lease shall be subordinated to any lien filed by the Association whether before or after such lease was entered into.

(0) Animals and Pets. Only common domesticated household pets may be kept in a Unit, but in no event for the purpose of breeding or for any commercial purposes whatsoever. No other animals, livestock, reptiles or poultry of any kind shall be kept, raised, bred or maintained on any portion of the Property. Permitted pets shall only be kept subject to and in accordance with such rules and regulations as shall be promulgated from time to time by the Board. The Board shall have the right to forbid or prohibit certain breeds or types of animals. Any pet must not be an unreasonable nuisance or annoyance to other residents of the Regime. The Board may adopt rules and regulations concerning animals which are more restrictive than the provisions of this Declaration including rules requiring that all animals be kept on a leash when on the Association Property or outside a fenced yard and that animals be restricted to designated areas within the Association Property and that O'\n1ers are responsible for cleaning up any mess that a pet created within any Association Property. The Board may require any pet to be immediately and permanently removed from the Property due to a violation of this Section. Each Ov,:ner who keeps or intends to keep a pet agrees to indemnify the Association and Developer and hold them harmless against any loss or liability of any kind or character whatsoever arising from he or she having any animal on the Property.

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(P) increase in insurance Rates. No Owner may engage in any action that may reasonably be expected to result in an increase in the rate of any insurance policy or policies covering or with respect to any portion of the Property.

(Q) Air Conditioning Units. Only central air conditioning units are permitted, and no window, wall, or portable air conditioning units are permitted. No air-conditioning or heating apparatus, unit or equipment shall be installed on the ground in front of, or attached to, any front wall of any Unit.

(R) Clotheslines and outside Clothes Drving. No clotheslines or clothespoles shall be erected, and no outside clothes-drying is permitted.

(S) Flal!poles. No Owner may erect or install a flagpole or decorative banner on any portion of a Unit, including freestanding detached flagpoles or banners, and those that are attached to a Unit, without the prior written approval of the Board.

(T) Signs. Except for signs placed or constructed by Developer, no signs shall be placed upon any portion of the Property, and no signs shall be placed in or upon any Unit which are visible from the exterior of the Unit, without the prior written consent of the Board.

(U) \Vindo"v Treatments. Window treatments shall consist of drapery, blinds, decorative panels, or other tasteful window covering, and no newspaper, aluminum foil, sheets or other temporary window treatments are permitted, except for periods not exceeding one (I) week after an Owner or tenant first moves into a Unit or when permanent window treatments are being cleaned or repaired.

Section 7.2 Compliance and Conflict. This Master Deed is designed and intended to comply with the Horizontal Property Act of South Carolina. In the event that any of this Master Deed conflicts with the provisions of said Act, it is agreed and accepted that the provisions of the Act will apply and control. If, however, conflict serves to invalidate any provisions of this Master Deed, such invalidation will not affect any of the other provisions contained herein. and they shall remain in full force and effect.

Section 7.3 Amendments. This Master Deed may be amended, modified or revoked by an affirmative vote of the Unit Owners owning Sixty-Six and 6/10 percent (66.6%) of the total votes of the Regime. However, for so long as the Developer is a Unit Owner, it shall retain the sole and exclusive right to unilaterally amend this Master Deed, so long as such amendments do not materially effect the ownership interest of any Unit Owner.

Section 7.4 Title. Every Unit Owner shall promptly cause to be duly recorded with the RMC Office for Charleston County the deed, lease, assignment, or other conveyance to him of his Unit, or other evidence of his title thereto, and file such evidence of his title with the Board

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of Directors through the manager, and the Secretary shall maintain such information m the record of ownership of the Association.

ARTICLE VIII

Section 8.1 Creation of Lien and Personal Obligation for Assessments. Each Unit is and will be subject to lien and permanent charge in favor of the Association for the Assessments set forth herein. Each Assessment, together with interest thereon and cost of collection thereof as hereinafter provided, will be a permanent charge and continuing lien upon the Unit against which it relates, and will also be the joint and several personal obligation of each Owner of such Unit at the time the Assessment comes due and upon such Owner's successor in title if unpaid on the date of the conveyance of such Unit, and each and every Owner by acquiring or holding an interest in any Unit thereby covenants to pay such amounts to the Association when the same will become due; provided, however, that no Owner acquiring title to any Unit at a foreclosure sale of any Institutional Mortgage, its successors and assigns, will have any personal obligation with respect to the portion of any Assessments (together with late charges, interest, fees and costs of collection) related to such Unit, the lien for 'Which is subordinate to the lien of the Institutional Mortgage being foreclosed as provided in this Article.

Section 8.2 Annual Assessments. At least thirty (30) days prior to the Association's next succeeding Annual Assessment Period, the Board will adopt a budget for the next succeeding Annual Assessment Period by estimating the Common Expenses to be incurred during such Annual Assessment Period, including a reasonable allowance for contingencies and operating and replacement reserves, such budget to take into account the projected anticipated income which is to be applied in reduction of the amount to be collected as an assessment. Upon adoption of the budget, a copy thereof will be delivered to each Owner. Only Residential {;nits shall be subject to the Annual Assessment, and the Annual Assessment fixed against each Cnit will be based upon the budget and in proportion to the respective percentage interests of each Residential Unit subject to assessment as set by the Board. The Board will give written notice to each Owner of the Annual Assessment fixed against his Unit for such next succeeding Annual Assessment Period; provided, however, the delivery of a copy of said budget will not be a condition precedent to an Owner's liability for payment of such Annual Assessment. The Annual Assessment will not be used to pay for the following:

(A) Casualty insurance of individual Owners on their possessions within the Units and liability insurance of such Owners insuring themselves and their families individually, which will be the sole responsibility of such Owners;

(B) Utility charges for each Unit, which will also be the sole responsibility of such Owners, with the exception of water, high-speed internet, and television services;

(C) Ad valorem taxes assessed against Units;

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(D) Other charges or expenses related solely to individual use or occupancy of any Unit;

(E) It is anticipated that ad valorem taxes and other governmental assessments, if any, upon the Property will be assessed by the taxing authority upon the Unit, and that each assessment will include the assessed value of the Unit and of the undivided interest of the Owner in the Common Area; provided, however, that for the current calendar year, the ad valorem taxes will be based upon the condition of the Property as of January I, and the Developer will be liable for that portion of the taxes applicable to the period prior to the recordation of this Master Deed. When current ad valorem taxes are due and payable, the remainder of the ad valorem taxes for the current calendar year will be prorated between the Developer and each Owner based upon the Owner's Percentage Interest and based upon the number of days each owned the Unit as evidenced by the date of the Unit Deed. Any such taxes and governmental assessments upon the Property which are not so assessed will be included in the Association's budget as a recurring expense and will be paid by the Association as a Common Expense. Except as othenvise provided herein, each Owner is responsible for making his own return of taxes and such return will include such Owner's undivided interest in the Common Area as such undivided interest is determined by law for purpose of returning taxes.

Section 8.3 Special Assessments. In addition to the Annual Assessments, the Board of Directors may levy in any calendar year "Special Assessments"' for the purpose (i) of supplementing the Annual Assessments if the same are inadequate to pay the Common Expenses and (ii) of defraying, in whole or in part, the cost of any reconstruction, repair or replacement of the Common Area; provided, however, that any such Special Assessment which in the aggregate exceeds twenty percent (20%) of the total Annual Assessments for such year must have the assent of Members, voting in person or by proxy, at a meeting at which a quorum is present, duly called for the express purpose of approving such Special Assessment.

Section 8.4 Date of Commencement of Annual Assessments: Due Dates. Although the Annual Assessment is calculated on a yearly basis for the Annual Assessment Period, each Owner of a Unit will be obligated to pay to the Association or its designated agent such Assessment in annual installments on or before the first day of each Annual Assessment Period. The Obligations of Owners regarding the payment of monthly portions of the Annual Assessment provided for in this Article will, as to each Unit, commence upon the recording of this Master Deed. The first monthly payment of the Annual Assessment for each such Unit will be an amount equal to the monthly payment for the Annual Assessment Period in progress on such commencement date, divided by the number of days in the month of conveyance, and multiplied by the number of days then remaining in such month. The Association wilL upon demand at any time, furnish any Owner liable for any such Assessment a certificate in writing signed by an Officer of the Association or the property manager of the Association, setting forth whether the same has been paid. A reasonable charge, as determined by the Board, may be made for the issuance of such certificate. Such certificate will be conclusive evidence of payment of any Assessment stated to have been paid as to any person or entity who has relied on the certificate to his detriment.

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Section 8.5 Effect of Non-Pavment of Assessment; the Personal Obligation of the Owner: the Lien; Remedies of Association.

(A) If an Assessment is not paid on the date when due, as hereinabove provided, then such Assessment together with such late charges and interest thereon and any costs of collection thereof as hereafter provided, will be a charge and continuing lien on the Unit to which it relates, and will bind such Property in the hands of the Owner, his heirs, legal representatives, successors, and assigns. The personal obligation of the then Owner to pay such Assessment, however, will remain his personal obligation, and if his successors in title assume his personal obligation, such prior Owner will nevertheless remain as fully obligated to pay immediately preceding the transfer. Furthermore, such prior Owner and his successor in title who assumes such liabilities will be jointly and severally liable with respect thereto, notwithstanding any agreement between such prior Owner and his successor in title creating the relationship of principal and surety as between themselves, other than one by virtue of which such prior Owner and his successor in title would be jointly and severally liable to pay such amounts.

(B) Any Assessment which is not received within ten (10) days of the due date thereof, or within any established grace period, will incur a late charge of Twenty-Five (525.00) dollars or such greater amount as may be set by the Board of Directors. If so directed by the Board of Directors with respect to all late payments, Assessments and late charges will commence to accrue simple interest at the rate of eighteen percent (18%) per annum. In addition, in the event any Assessment is not received within thirty (30) days of the due date thereof, the Association will have the right to declare the balance of the Assessment for the Annual Assessment Period then in effect immediately due and payable upon written notice to the defaulting Owner.

(C) The Association may bring legal action against the Owner personally obligated to pay the same or foreclose its lien against the Unit to which it relates or pursue both such courses at the same time or successively. In any event, the Association will be entitled also to recover reasonable attorney's fees actually incurred and all other costs of collection. Each Owner, by his acceptance of a deed or other transfer of a Unit, vests in the Association or its agent the right and power to bring all actions against him personally for the collection of such charges as a debt and to foreclose the aforesaid lien in any appropriate proceeding at law or in equity. All Owners, to the fullest extent permitted by law, waive the right to assert anv statute providing appraisal rights, '"''hich mav reduce any deficiencv judgmenl'obtained bv the Association against anv Owner in the event of such foreclosure and further, waive all benefits that might accrue to any Owner bv ,·irtue of anv present or future homestead exemption or law exempting anv Unit or portion thereof from sale. If the Association commences to foreclose its lien, the Owner may be required to pay a reasonable rental for the Unit after the commencement of the action and at its option the Association will be entitled to the appointment of a receiver to collect such rents. The Association will have the power to bid on the Unit at any foreclosure sale and to acquire, hold, lease, mortgage and convey the same. 1'\o Owner may be relieved from liability from the Assessment provided for herein by abandonment of his Unit or otherwise.

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(D) During any period in which an Owner will be in default in the payment of any Annual or Special Assessment levied by the Association, the voting rights of the Owner may be suspended by the Board of Directors until such time as the Assessment has been paid.

Section 8.6 Developer's Unsold Units. Anything contained in this Article to the contrary notwithstanding, so long as the Developer owns any completed but unoccupied Unit for sale it may annually elect either to pay the regular Assessment for each such Unit or to pay the difference between the amount of Assessments collected on all other Units not owned by the Developer and the amount of actual expenditures by the Association during the fiscal year, but not in a sum greater than its regular Assessment. Unless the Developer otherwise notifies the Board in writing at least sixty (60) days before the beginning of each fiscal year, the Developer will be deemed to have elected to continue paying on the same basis as during the immediately preceding year. Furthermore, so long as the Developer owns any Unit for sale, the Developer may, but will not be obligated to, reduce the regular Assessment for any year to be paid by Owners of Units, which may be a contribution to the Association, an advance against future regular Assessments due from said Owners, or a loan to the Association, in the Developer's sole discretion. The amount and character (contribution, advance or loan) of such subsidy will be conspicuously disclosed as a line item in the budget and will be made known to the Owners. The payment of such a subsidy in any year will under no circumstances obligate the Developer to continue payment of such subsidy in future years, unless otherwise provided in a written agreement between the Association and the Developer.

Section 8.7 Subordination of the Charges and Liens to [nstitutional Mortgages.

(A) The lien and permanent charge for the Assessments (together with late charges. interest, fees and cost of collection) authorized herein with respect to any Unit is hereby made subordinate to the lien of any holder of an Institutional Mortgage or his assigns placed on such Unit, and all Assessments with respect to such Unit having a due date on or prior to the date such Institutional Mortgage is filed for record have been paid. The lien and permanent charge hereby subordinated is only such lien and charge as relates to Assessments authorized hereunder having a due date subsequent to the date such Institutional Mortgage is filed for record and prior to the satisfaction, cancellation or foreclosure of such Institutional Mortgage.

(B) Such subordination is merely a subordination and will not relieve the Owner of the mortgaged Unit of his personal obligation to pay all Assessments coming due at a time when he is the Owner; will not relieve such Unit from the lien and permanent charge provided for herein (except as to the extent the subordinated lien and permanent charge is extinguished against a Unit to the Mortgagee or such Mortgagee's assignee or transferee by foreclosure); and no sale or transfer of such Unit to the Mortgagee or to any other person pursuant to a foreclosure sale will relieve any previous Owner from liability for any Assessment coming due before such sale or transfer.

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(C) To the extent any subordinated lien and permanent charge for any Assessment is extinguished by foreclosure of any institutional Mortgage, then the amount or amounts otherwise secured thereby which cannot othenvise be collected will be deemed a Common Expense collectible from all Owners, including the person who acquires title through the foreclosure sale.

Section 8.8 Reserves. The Board of Directors will establish and maintain an adequate reserve fund for the periodic maintenance, repair and replacement of the Common Area. The Board of Directors will include amounts needed to maintain an adequate reserve fund in its estimation of the Common Expenses for each fiscal year and will cause deposits to the reserve fund to be made in connection with the collection of the Annual Assessment.

Section 8.9 Notwithstanding anything to the contrary in this Master Deed, a working capital fund will be established for the Association by collecting from each Owner who acquires title to his Unit from the Developer a Working Capital Assessment amounting to 2/12ths of the Annual Assessment then in effect, which Assessment will be due and payable at the time of transfer of each Unit by the Developer to any other Owner. Each such Owner's share of working capital, as aforesaid, will be transferred to the Association at the time of closing the conveyance from the Developer to the Owner. Such sum is and will remain separate and distinct from the Annual Assessment and will not be considered advance payment of the Annual Assessment.

ARTICLE IX

Section 9.1 Substantial Loss or Condemnation. Notwithstanding any other provisions herein, in case of condemnation or substantial loss to the Units and/or Common Elements of the condominium project. unless One Hundred percent (I 00%) of the first mortgagees (based upon one vote for each mortgage owned), or Owners (other than sponsor, developer of builder) of the individual Condominium Units have given their prior written approval, the Association shall not be entitled to:

(A) By act or omission, seek or abandon or terminate the condominium project;

(B) Change the pro rata interest or obligations of any individual condominium Unit for the purpose of: (i) levying assessments or charges or allocating distribution of hazard insurance proceeds or condemnation awards, or {ii) determining the pro rata share of ownership of each condominium Unit in the Common Elements;

(C) Partition or subdivide any condominium Unit;

(D) By act or omission, seek to abandon, encumber, sell or transfer the Common Elements. (The granting of easements for public utilities or for other public purposes consistent with the intended use of the Common Elements by the condominium project shall not be deemed a transfer within the meaning of this clause.); or

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(E) Use hazard insurance proceeds for losses to any condominium property (whether to Units or to Common Elements) for other than the repair, replacement or reconstruction of such condominium property.

Section 9.2 Management Agreement. Any agreement for professional management of the condominium project, or any other contract providing for services of the Developer, sponsor, or builder, may not exceed three (3) years. Any such agreement must provide for termination by either party without cause and without payment of a termination fee on ninety (90) days or less written notice.

ARTICLEX

Section l 0.1 Certain Rights of Developer. Notwithstanding any other prov1s1ons herein, so long as the Developer continues to own any of the Units, the follov.,;ing provisions shall be deemed to be in full force and effect:

(A) The Developer shall have the right at anytime to sell, transfer, lease or relet any lJnit(s) which the Grantor continues to own after this Master Deed has been recorded, without regard to any restrictions, if any, relating to the sale, transfer, lease or form of lease of Units contained herein and without the consent or approval of the Association or any other Co-Owner being required.

(B) During the period of time in which structures within the regime are under construction by the, Developer and not completed, no dues shall be charged against the Developer as the Co-Owner of Units until both the completion of said Cnits and its inclusion in the Condominium and the dues shall be assessed against the Co-Owners (including the Developer) of those Units in that Phase which shall have been completed, proportionately by ownership interest, as herein set forth.

(C) Without limiting the foregoing, the Developer shall have the power, but not the obligation, acting alone, at any time (and from time to time) so long as the Developer owns at least one Unit, to amend the Master Deed and the exhibits to correct any so1t of typographical error or error relating to a material representation made by the Developer to a Unit Owner.

(D) The Developer shall have the rights (i) to use or grant the use of a portion of the Common Elements for the purpose of aiding in the sale or rental of Units; (ii) to use portions of the Property for parking for prospective purchasers or lessees of Units and such, other parties as the Developer determines; (iii) to erect and display signs, billboards and placards and store and keep the same on the Property; (iv) to distribute audio and visual promotional material upon the Common Elements; and (v) to use any Unit which it owns as a sales and/or rental office, management office or maintenance facility.

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(E) In order to provide the Regime with, among other things, adequate and uniform water service, sewage disposal service, utility services and television reception, the Developer reserves the exclusive right, but not the obligation, to contract for the provision of such services.

(F) Subject to the approval of the Association the Developer reserves the right to enter into, on behalf of and as agent for the Association and the Co-Owners, agreements with other persons for the benefit of the Regime, the Association and the Co-Owners. The provisions of any such Agreement shall bind the Association and the Co-Owners. None of rights bestowed upon the Developer shall be construed so as to relieve the Developer from any obligations as a Co-Owner to pay Assessments as herein set forth as to each Unit owned by the Grantor after the construction on said Unit has been completed and it is included in the Regime.

Section I 0.2 Limited Warrantv. Subject to applicable law the Developer acknowledges that all contractual warranties in its favor set forth in the building construction contracts are limited warranties for material and equipment in the Unit and shall accrue to the benefit of the Owner of such Unit along with all limited warranties, if any, provided by the manufacturer or supplier of appliances, air conditioning, heating utility systems in the Unit. SUBJECT TO APPLICABLE LAW THE CLOSING OF TITLE OR OCCUPANCY OF THE UNIT SHALL CONSTITUTE ACKNOWLEDGMENT BY THE UNIT OWNER THAT THE DEVELOPER .MAKES NO OTHER l:\<1PLIED OR EXPRESSED WARRANTIES RELATING TO THE UNIT AND OR THE COMMON AREAS AND FACILITIES, OTHER THAN THE \VARRt\.NTIES EXPRESSLY SET FORTH HEREIN.

ARTICLE XI

Section 11.1 Agreement to Avoid Costs of Litigation and to Limit Right to Litigate Disputes. The Developer, Builder, Association and Owners (collectively, "Bound Parties") agree to encourage the amicable resolution of disputes between and among themselves involving this ~faster Deed, the Property, or the Association, and to avoid the emotional and financial costs of litigation. Accordingly, each Bound Party covenants and agrees that all claims, grievances and disputes (including those in the nature of counterclaims or cross-claims) between Bound Parties involving the Master Deed, the Property, or the Association, including without limitation, claims, grievance or dispute arising our of or relating to the interpretation, application or enforcement thereof (collectively "Claims"), except for the "Exempt Claims" under Section 11.2, are subject to the procedures set for in Section 11.3.

Section 11.2 Exempt Claims. The following claims ("Exempt Claims") are exempt from the provisions of Section 11.3:

i. any suit by the Association against any Bound Party to enforce Assessments or other charges hereunder; and

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ii. any suit by the Association to obtain a temporary restraining order (or equivalent emergency equitable relief) and other relief the court may deem necessary in order to maintain the status quo and preserve any enforcement power of the Association until the matter may be resolved on the merits pursuant to Section 11.3 below; and

111. any suit involving a matter which is not an Exempt Claim under (i) or (ii) above, but as to which matter the Bound Party against whom the Claim is made waives the mandatory provisions of Section 10.3 below.

Any Bound Party having an Exempt Claim may submit it to the alternative dispute resolution procedures set forth in Section l l .3, but there is no obligation to do so.

Section 11.3 Mandatorv Procedures for Non-Exempt Claims. Any Bound Party having a Claim ("Claimant") against a Bound Party involving the Master Deed or the Association, or all or any combination of them ("Respondent"), other than an Exempt Claim under Section 11 will not file suit in any court or initiate any proceeding before any administrative tribunal seeking redress or resolution of the Claim until it has complied with the follo-.ving procedures, and then only to enforce the results thereof.

(A) Notice. Within a reasonable time after the Claim in question has arisen, and in each event prior to the date when institution of legal or equitable proceedings based on the Claim would be barred by the applicable statute of limitation, Claimant will notify Respondent in writing of the Claim (the '"Notice"), stating plainly and concisely:

(I) the nature of the Claim, including applicable date, time, location, persons involved, Respondent's role in the Claim and the provisions of the Master Deed or other authority out of which the Claim arises;

(2) what Claimant wants Respondent to do or not do to resolve the Claim; and

(3) that Claimant wishes to resolve the Claim by mutual agreement with Respondent and is willing to meet with Respondent at a mutually agreeable time and place to

discuss, in good faith, ways to resolve the Claim.

(B) Negotiation.

(l) Each Claimant and Respondent (the "Parties'') will make every reasonable effort to meet in person and confer for the purpose of resolving the Claim by good faith negotiation, but no later 30 days following the Notice, unless otherwise agreed by the Parties.

(2) Upon receipt of a written request from any Party, accompanied by a copy of the Notice, the President of the Association may appoint an attorney licensed to practice law in the State of South Carolina to assist the Parties in resolving the dispute by negotiation, if in its discretion it believes its efforts will be beneficial to the Parties. Such an attorney will have been

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actively engaged in the practice of law for at least ten ( l 0) years, with substantial experience in planned real estate developments and/or property law and will not have a conflict of interest with any of the Parties.

(C) Final and Binding Arbitration. If the Parties do not resolve the Claim through negotiation within 30 days of the date of the Notice (or within such other period as may be agreed upon the Parties) ("Termination of Negotiation"), a Claimant will have 30 days within which to submit the Claim to binding arbitration under the auspices and the Commercial Arbitration Rules of the American Arbitration Association; and in accordance with the substantive and procedural laws of the state of South Carolina, except as said rules, procedures and substantive laws are applied otherwise as follows:

(l) Unless the parties agree otherwise, within ten (l 0) days following Termination of Negotiation, Claimant and Respondent will jointly select one arbitrator, whose decision will be absolutely binding on all Parties; provided, however, if Claimant and Respondent are unable to jointly select one arbitrator within said ten ( l 0) day period, or on or before any later date set by them in which to select an arbitrator, the arbitrator will be selected in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will be conducted in the County and State in which the Property is located before a neutral person who is a member of the Bar of the State of South Carolina, who has been actively engaged in the practice of law for at least ten (10) years, with substantial experience in planned real estate developments and/or property law and who has no conflict of interest with anv of the Parties. The arbitrator mav award anv remedv or relief that a court of the State of

~ ~ ~ J

South Carolina could order or grant, including, without limitation. specific performance of any obligation created under the Regime Documents, or issuance of an injunction, as \veil as the imposition of sanctions for abuse or frustration of the arbitration process; provided, hov.'ever, the arbitrator will have no authority to award punitive damages or any other damages not measured by the prevailing Party's actual damages, and may not, in any event, make any ruling, finding or award that does not conform to the terms and conditions of the Regime Documents.

(2) In the event the Claimant does not submit the Claim to binding arbitration as aforesaid, the Claim is deemed abandoned, and Respondent is released and discharged from any and all liability to Claimant arising out of the Claim; provided, nothing herein will release or discharge Respondent from any liability to a person not a Party to the foregoing proceedings, or the mandatory requirements of this Section 11.3 with respect to any subsequently arising new dispute or claim by the Claimant which is identical or similar to the Claim previously deemed abandoned under this Section I l.3(c)(ii)

This Section 11.3 is an agreement of the Bound Parties to arbitrate all Claims against Respondent, except Exempt Claims, and is specifically enforceable under South Carolina law. The arbitration award (the "Award") is final and binding on the Parties, and judgment upon the Award rendered by the arbitrator may be entered upon it in any court of competent jurisdiction.

37 {2484 00025-132.DOC 7}

BK Z 5 9 9 PG 6 7 2

Section 11.4 Allocation of Costs and Claims.

(A) Costs of Notice and Negotiation. Each Party will bear all of its own costs incurred prior to and during the proceedings described in Sections 1 l .3(a) and l l .3(b), including the fees of its attorneys or other representative. Claimant and Respondent will share equally the costs and expenses of any attorney appointed by the Board pursuant to Section l l.3(b). whose compensation will be at a rate equal to his or her then current regular hourly billing rate, unless the Board is able to arrange with the Parties and the arbitrator to agree otherwise, and who will be entitled to receive his or her then customary costs and expenses.

(B) Arbitration Costs. In the event the Claim proceeds to arbitration pursuant to the Section l l.3(c), the "Prevailing Party," as hereinafter defined, will receive from the non­Prevailing Party, all of its costs and expenses, including reasonable expert and attorney's fees, incurred from commencement of selection of the arbitrator under Section 1 l.3(c) to the issuance of the Award. Further, the non-Prevailing Party will pay all costs and expenses of the arbitration, including the costs and expenses of any attorney appointed by the American Arbitration Association pursuant to Section I l.3(c), whose compensation will be at a rate equal to his or her then current regular hourly billing rate, unless the American Arbitration Association is able to arrange with the Parties and the arbitrator to agree otherwise, and who will be entitled to receive his or her then customary costs and expenses. The .. Prevailing Party" will be determined as follows:

(1) ~ot less than five (5) days prior to the first meeting with the arbitrator, a Party or Parties may file and serve on the other Party(ies) an offer of settlement, and within three (3) days thereafter the Party(ies) served may respond by filing and serving such Party(ies) its own offer of settlement. An offer of settlement will state that it is made under this section and will specify the amount, exclusive of interest and costs, which the Party(ies) servmg the settlement offer is/are willing to agree constitutes a settlement of the Claim.

(2) An offer of settlement is considered rejected by the recipient unless an acceptance, in writing, is filed and served on the Party(ies) making the offer twenty-four (24) hours prior to the first meeting with the arbitrator.

(3) If an offer of settlement is rejected, it may not be referred to for any purpose at arbitration, but may be considered solely for the purpose of awarding costs and expenses of arbitration under Section l l.3(c)

( 4) If Claimant makes no written offer of settlement, the amount of the Claim offered in arbitration is deemed to be Claimanf s final offer of settlement under this secrion l l .4(b).

(5) If Respondent makes no written offer of settlement, Respondent's offer of settlement under this Section l l .4(b) is deemed to be zero.

38 (2484 00025432 DOC 7}

BK Z 5 9 9 PG 6 7 3

(6) The Party(ies) whose offer, made or deemed made, is closer to the Award granted by the arbitrator is considered the "Prevailing Party" hereunder. If the difference between Claimant's and Respondent's offers and the Award is equal, neither Claimant nor Respondent is considered to be the Prevailing Party for purposes of determining the award of costs and expenses of arbitration in which event each party shall be responsible for their attorney fees and the parties shall share equally the cost of the arbitrator.

Section 11.5 Enforcement of Resolution. If the Parties agree to resolve any Claim through negotiation in accordance with Section l l .3(b) and any Party thereafter fails to abide by the terms of the agreement reached through negotiation, or if, following arbitration, any Party thereafter fails to comply with the Award, then any other Party may file suit or initiate administrative proceedings to enforce the agreement or Award without the need to again comply wit~ the procedures set forth in Section 11.3. In such event, the Party taking action to enforce the agreement or Award is entitled to recover from the noncomplying Party (or if more than one noncomplying Party, from all the Parties pro rata) all costs incurred in enforcing the agreement or Award, including, without limitation, reasonable attorney's fees and court costs.

Section 11.6 Litigation. No judicial or administrative proceeding with an amount in controversy exceeding $25,000.00, will be commenced or prosecuted by the Association unless approved by a majority of the Members of the Association entitled to vote at a regular or special meeting at \.vhich a quorum is present, duly called, in whole or in part, for the purpose of approving the proceeding. This Section will not apply, however, to actions brought by the Association to enforce the provisions of this Master Deed (including, without limitations, the foreclosure of liens); the imposition and collection of Assessments; proceedings involving challenges to ad valorem taxation; counterclaims brought by the Association in proceedings instituted against it; or actions brought by the Association to enforce written contracts with its suppliers and service providers. This Section will not be amended unless the amendment is approved by the requisite percentage of votes of .Members of the Association constituting a majority of the Members, and pursuant to the same procedures, necessary to institute proceedings as provided above. This provision will apply in addition to the negotiation and arbitration provisions of this Article 11, if applicable.

ARTICLE XII

Section l 2.1 Exhibits Attached. The following Exhibits are attached hereto and incorporated verbatim in this Master Deed by reference, as if set forth fully herein.

Description

Legal Description of the Land

Site Plan of Reverie on the Ashley Horizontal Property Regime

{2484.00025432.DOC 7}

Identification

Exhibit A

Exhibit B

39

BK Z 5 9 9 PG 6 7 4

Elevations and Floor Plans of Reverie on the Ashley Horizontal Property Regime

Site Plan of the Dock System of Reverie on the Ashley Horizontal Property Regime

Schedule of Assigned Values and Percentage Interests

Articles oflncorporation of Reverie on the Ashley Council of Co-Owners, Inc.

By-Laws of Reverie on the Ashley Council of Co­Owners, Inc.

Site Plan Including Proposed Phases II-VI

Schedule of Assigned Values and Percentage Interests Including Proposed Phases II-VI

[signatures on following page]

{2484 00025432.DOC 7}

Exhibit C

Exhibit D

Exhibit E

Exhibit F

Exhibit G

Exhibit H

Exhibit I

40

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IN WITNESS WHEREOF, Developer has caused this Master Deed to be executed to be effective as of this ?:#:i day of September, 2006.

WITNESS:

STA TE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

Yas;z;p~pany, Inc. Bv: lhom~ tr!. Et111n It;: ?res.. J s... .

) ACKNOWLEDG.'.VIE~T

)

The foregoing instrument was ackno)vle~ged before me by Yaschik Development Company, Inc., by ]iicn.s.. Lvl t:-;11,i,,, , its ~i;.~. , this l6~day of September, 2006.

41 {2484 00025432.DOC 7}

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WI"DIESS: Gramling Brothers Real Es ate and Development, Inc.

STA TE OF SOUTH CAROLINA ) ) ACKNO\VLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., by & ... M .sa,,J~ its P.Ni!F . , this /J.~ day of September, 2006.

Not ry Public for South Carolina My Commission Expires: $J$ / l Le

42 12484 00025432_DOC 71

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WITNESS:

STA TE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

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)

Lowcountry Lands, Inc.

ll?'1e By:'tt~ tn . .£"..-v; ...... Its: ~NU r~.

) ACKI\'OWLEDGME~T

)

The foregoing instrument was acknowledged before me by Lowcountry Lands, Inc., by ~ M£iii"' , its d1.: /~ . , this JJ1± day of September, 2006.

I \..

No rv Public for South Carolin My C~minission Expires: ~ / I l(

{2484 00025432 DOC 7} 43

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Exhibit" A"

All that certain piece, parcel and lot of land, situate, lying and being in the City of North Charleston, Charleston County, South Carolina, and shown as "Parcel J" and "Parcel T" on a plat entitled "PLAT SHOWING EXISTING ROAD RJW ABANDONMENT ON PARCEL T (32.972+/- ACRES) AND NEW ROAD R/W ON PARCEL J (0.428 ACRES) OF THE EXECUTIVE PARK AT FABER PLACE SUBDIVISION, PROPERTY OF Y ASCHICK DEVELOPMENT COMPANY I)JC. ET AL. LOCATED IN THE CITY OF NORTH CHARLESTON, CHARLESTON COUNTY, SOUTH CAROLINA", prepared by Trico Engineering Consultants, Inc., dated February 14, 2005 and recorded August 9, 2005 in the RlvlC Office for Charleston County, South Carolina, in Plat Book EJ, page 138.

This being the same property conveyed to the Grantors herein by deed of Ashley Faber, LLC, dated January 9, 2003 and recorded January 9, 2003 in the RMC Office for Charleston County, South Carolina in Book G432, page 138, and also by deed of Sea Dog, LLC, dated May 2, 2006 and recorded May 3, 2006 in the RMC Office for Charleston County, South Carolina in Book W58 l, page 615.

TMS: 410-00-00-037 410-00-00-040

{2484_00025432_DOC 7} 44

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Exhibit "B"

Site Plan of Reverie on the Ashley Horizontal Property Regime

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STATEOFSOUTHCAROLINA) )

COUNTY OF CHARLESTON ) ARCHITECT'S CERTIFICATE

I hereby certify that to the best of my knowledge, information and belie~ that the pages set forth in this Exhibit "C" adequately depict the building shell, floor plans and exterior elevations of the Reverie on the Ashley Horizontal Property Regime.

Dated: ~\r;e>.. \\ \ '1.t;C> (,o

(2484.00025432.DOC 5}

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Exhibit "E"

Schedule of Assigned Values and Percentage Interests

Each Unit Owner owns, in addition to his, her or its Unit, an interest in the Common Areas of the Property, which percentage ownership interest has been determined and computed by taking as a basis the value of each individual Unit in relation to the value of the Units as a whole. Such percentage interest in the Common Areas of each Unit Owner shall vary. Additional Units in additional phases submitted to the Regime shall have their interest in the Common Area computed as set forth above and an amendment to this Exhibit "E" shall be attached to any amendment to the Master Deed submitting additional {;nits.

The values set forth are based on 5250.00 per square foot. The basis for determining value is for the sole purpose of complying with the Act and does not necessarily reflect the market value of the Unit or the property of the Regime and shall in no way inhibit or restrict the fixing of a different value or sales price by a Unit O\"\Tier to his, her or its Enit in any type of acts or contracts. Each Unit's square footage is computed from the inside boundary of all exterior walls to the centerline of all interior dividing or structural walls of each Unit.

UNIT SQUARE FOOTAGE VALLE VOTING RIGHTS AND INTEREST STATED IN PERCENTAGE PER ACT

3101 1754 $438,500.00 3.586%

3102 1772 $443,000.00 3.623%

3103 1772 $443,000.00 3.623%

3104 1754 $438,500.00 3.586%

3201 1754 $438,500.00 3.586%

3202 1772 $443,000.00 3.623%

3203 1772 $443,000.00 3.623%

3204 1754 S438,500.00 3.586%

3301 1754 $438,500.00 3.586%

3302 1772 $443,000.00 3.623%

3303 1772 5443,000.00 3.623%

3304 1754 $438,500.00 3.586%

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3401 1754 $438,500.00 3.586%

3402 1772 $443,000.00 3.623%

3403 1772 $443,000.00 3.623%

3404 1754 $438,500.00 3.586%

Slip 1 450 $112,500.00 0.920%

Slip 2 450 $112,500.00 0.920%

Slip 3 450 $112,500.00 0.920%

Slip 4 450 $112,500.00 0.920%

Slip 5 450 $112,500.00 0.920%

Slip 6 450 $112,500.00 0.920%

Slip 7 450 s 112,500.00 0.920%

Slip 8 450 $112,500.00 0.920%

Slip 9 450 $112,500.00 0.920%

Slip l 0 450 $112,500.00 0.920%

Slip 11 450 $112,500.00 0.920%

Slip 12 450 $112,500.00 0.920%

Slip 13 450 $112,500.00 0.920%

Slip 14 450 SI 12,500.00 0.920%

Slip 15 450 $112,500.00 0.920%

Slip 16 450 $112,500.00 0.920%

Slip 17 450 $I 12,500.00 0.920%

Slip 18 450 $I 12,500.00 0.920%

Slip 19 450 $112,500.00 0.920%

Slip 20 450 $112,500.00 0.920%

Slip 21 450 $112,500.00 0.920%

Slip 22 450 $112,500.00 0.920%

Slip23 450 $112,500.00 0.920%

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Slip 24 450 $112,500.00 0.920%

Slip 25 600 $150,000.00 1.227%

Slip 26 600 SlS0,000.00 1.227%

Slip 27 600 s 150,000.00 1.227%

Slip 28 600 $150,000.00 1.227%

Slip 29 600 $ J 50,000.00 1.227%

Slip 30 600 $I 50,000.00 1.227%

Slip 31 600 $150,000.00 1.227%

Slip 32 600 $150,000.00 1.227%

Slip33 600 $150,000.00 1.227%

Slip 34 600 $150,000.00 1.227%

Slip 35 600 s 150,000.00 1.227%

Slip 36 600 $150,000.00 1.227%

Slip 37 600 $150,000.00 1.227%

Slip 38 600 $150,000.00 1.227%

Slip 39 600 s 150,000.00 1.227%

Slip 40 600 $150,000.00 L.227%

Totals 47,828 S12,227,000.00 100.00%

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Exhibit "F"

Articles of Incorporation of Reverie on the Ashley Council of Co-Owners, Inc.

52 {2484 00025432 DOC 7)

The State of South Carolina

Office of Secretary of State Mark Hammond

Certificate of Existence, Non-Profit Corporation

I, Mark Hammond, Secretary of State of South Carolina Hereby certify that:

REVERIE ON THE ASHLEY COUNCIL OF CO-OWNERS, INC .• a Non-Profit Corporation duly organized under the laws of the State of South Carolina on April 16th, 2004, has as of the date hereof filed as a non-profit corporation for religious, educational, social, fraternal, charitable, or other eleemosynary purpose, and has paid all fees, taxes and penalties owed to the Secretary of State, that the Secretary of State has not mailed notice to the company that it is subject to being dissolved by administrative action pursuant to section 33-31-1404 of the South Carolina code and that the non-profit corporation has not filed articles of dissolution as of the date hereof.

Given under my Hand and the Great Seal of the State of South Carolina this 6th day of September, 2005.

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Exhibit "G"

BY-LA\VS

OF

REVERIE ON THE ASHLEY COUNCIL OF C0-0\VNERS, INC.

ARTICLE I

Name, Purpose, Principal Office and Definitions

Section 1.1 Name. The name of the corporation is Reverie on the Ashley Council of Co-Owners, Inc, a non-profit corporation existing under the laws of the State of South Carolina (the "Association").

Section 1.2 Purpose. The corporation has been organized for the purpose of administering the Reverie on the Ashley Horizontal Property Regime established pursuant to the Horizontal Property Regime Act of South Carolina (the "Act").

Section 1.3 Principal Office. The principal office of the Association shall be located in the State of South Carolina. The Association may have such offices, either within or outside of the State of South Carolina, as the Board of Directors may determine or as the affairs of the Association may require.

Section 1.4 Definitions. The words used in the By-Laws shall be given their nonnal, commonly understood definitions. Capitalized terms shall have the same meaning as set forth in that Master Deed of Reverie on the Ashley Horizontal Property Regime filed in the RMC Office for Charleston County, South Carolina, as it may be amended (the "Master Deed"), unless the context indicates othenvise.

ARTICLE II

Association: Membership, Meetings, Quorum, Voting Proxies

Section 2.1 Membership. An Owner of a Unit shall automatically become a Member of the Association as more fully set forth in the Master Deed, the terms of which concerning membership are incorporated by this reference. If title to a Unit is held by more than one (1) person, the membership shall be shared in the same proportion as the title, but there shall be only

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one (l) membership and one (l) weighted vote per Unit, which vote shall be appurtenant to such Unit and weighted in accordance with the percentage of undivided interest in the Common Elements attributable to each Unit, as shown on Exhibit "E" of the Master Deed. In the event an Owner is a corporation, partnership, trust or other legal entity not being a natural person or persons, then any natural person designated by the entity shall be eligible to represent such entity or entities in the affairs of the Association. Membership shall be appurtenant to the Unit and shall be transferred automatically by conveyance of that Unit and may be transferred only in connection with the transfer of title.

Section 2.2 Place of Meeting. Meetings of the Association shall be held at the principal office of the Association or at such other suitable place convenient to the Members as may be designated by the Board, either within the Regime or as convenient as is possible and practical.

Section 2.3 Annual Meetings. The first annual meeting of the Association, whether a regular or special meeting, shall be held within one year from the date of incorporation of the Association. Subsequent regular meetings shall be held annually at a date and at a time set by the Board.

Section 2.4 Special Meetings. The President may call special meetings. In addition, it shall be the duty of the President to call a special meeting if so directed by resolution of the Board or upon a petition signed by Members representing at least tvventy percent (20%) of the total vote in the Association.

Section 2.5 Notice of Meetings. Written notice stating the day, place, and time of any meeting of the Members shall be delivered. either personally or by mail, to each Member entitled to vote at such meeting, not less than ten (10) nor more than thirty (30) days before the date of such meeting, by or at the direction of the President or the Secretary or the officers or persons calling the meeting.

In the case of a special meeting or when otherwise required by statute or these By-Laws, the purpose or purposes for which the meeting is caJled shall be stated in the notice. No business shall be transacted at a special meeting except as stated in the notice.

If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States Mail addressed to the Member or its address as it appears on the records of the Association, with postage prepaid.

Section 2.6 Waiver of Notice. Waiver of notice of a meeting of the Members shall be deemed the equivalent of proper notice. Any Member may, in writing, waive notice of any meeting of the Members either before or after a meeting. Attendance at a meeting by a Member or the Member's proxy shall be deemed a waiver of notice of the meeting. Attendance at a special meeting shall be deemed waiver of notice of all business transacted at such meeting

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unless and objection on the basis of lack of proper notice is raised before the business is put to a vote.

Section 2.7 Adjournment of Meetings. If any meeting of the Association cannot be held because a quorum is not present, Members or their proxies holding at least fifty-one percent (51%) of the votes represented at such meeting may vote to reconvene the meeting to a time not less than five (5) nor more than ten (I 0) days from the time the original meeting was called. At the reconvened meeting, if a quorum is present, any business may be transacted which might have been transacted at the meeting originally called. If a time and place for reconvening the meeting is not fixed by those in attendance at the original meeting or if for any reason a new date is fixed for reconvening the meeting after adjournment, notice for reconvening the meeting shall be given to Members in the manner prescribed for regular meetings.

Section 2.8 Voting. The voting rights of the Members shall be as set forth in the Master Deed and in these By-Laws, and such voting rights provisions are specifically incorporated by this reference.

Section 2.9 Proxies. At all meetings of the Members, each Member may vote in person (if a corporation, partnership or trust, through any officer, director, partner or trustee duly authorized to act on behalf of the Member) or by proxy, subject to the limitations of South Carolina law. All proxies shall be in writing specifying the Unit(s) for which it is given, signed by the Members or its duly authorized attorney in fact, dated and filed with the Secretary of the Association prior to any meeting for which it is to be effective. Unless otherwise specifically provided in the proxy, a proxy shall be presumed to cover all votes which the Member giving the proxy is entitled to cast. Every proxy shall be revocable and shall automatically cease upon conveyance of any Unit for which it is given, or upon receipt of a notice by the Secretary of the death or judicially declared incompetence of a Member who is a natural person, or written revocation, or 11 months from the date of the proxy, unless a shorter period is specified in the proxy.

Section 2.10 Quorum. Except as otherwise provided in these By-Laws or Master Deed, the presence, in person or by proxy, of Members representing Sixty Five percent (65%) of the total vote in the Association shall constitute a quorum at all meetings of the Association. The vote of the Members present and eligible to vote representing Fifty-One percent (51 %) of the vote present and eligible to vote shall constitute a decision of the Association.

Section 2.11 Conduct of Meetings. The President shall preside over all meetings of the Association, and the Secretary shall keep the minutes of the meetings and record in a minute book all resolutions adopted and all transactions occurring at such meeting.

Section 2. I 2 Action Without a Meeting. Any action required or permitted by law to be taken at a meeting of the Members may be taken without a meeting, without prior notice and without a vote, if written consent specifically authorizing the proposed action is signed by all Members entitled to vote thereon. Such consent shall be filed with the minutes of the

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Association and shall have the same force and effect as a vote of the Members at a meeting. Within ten (10) days of receiving authorization for any action by written consent, the Secretary shall give notice to all Members summarizing the material features of the authorized action.

ARTICLE Ill

Board of Directors; Powers, Meetings

Section 3.1 Governing Bodv: Composition. The affairs of the Association shall be governed by a Board of Directors, each of whom shall have one (I) equal vote. Except with respect to directors appointed by the Developer, the Directors shall be Owners or eligible Members; provided, however, no Owner shall be eligible to serve as a director if any assessment for such person's Unit is delinquent. In the case of a Member who is not a natural person, any officer, director, partner, employee or trust officer of such Member shall be eligible to serve as a director; provided, no Member may have more than one (I) such representative on the Board at a time, except in the case of directors appointed by the Developer.

Section 3.2 Number of Directors. The Board of Directors shall consist of three (3) directors, as provided by Section 3.4 below.

Section 3.3 Nomination and Election of Directors. Except with respect to directors appointed by the Developer, directors shall be nominated from the floor or may be nominated by a nominating committee, if such a committee is established by the Board of Directors. All candidates shall have a reasonable opportunity to communicate their qualifications to the Members and solicit their votes.

Each Owner may cast the entire vote assigned to his or her Unit for each position to be filled. There shall be no cumulative voting. The number of candidates equal to the number of positions to be filled receiving the greatest number of votes shall be elected. Directors may be elected to serve any number of consecutive terms.

Section 3.4 Election and Terms of Office. (A) The initial Board shall consist of three (3) directors appointed by the Developer. (B) Upon the initial sale of all Units, the Developer's rights to appoint directors shall

cease, and the Association shall hold an election at which the Members shall be entitled to elect all three directors, the two (2) directors receiving the largest number of votes being elected for a term of two (2) years and one (I) director being elected for a term of one (I) year.

Upon the expiration of the term of office of each initial director elected by the Members, a successor shall be elected to serve a term of two (2) years, and all subsequent terms shall be for two (2) years. The directors elected by the Members shall hold office until their respective successors have been elected.

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Section 3.5 Removal of Directors and Vacancies. Any director elected by the Members may be removed, with or without cause, by Members holding two-thirds (2/3) of the votes entitled to be cast for his or her election. Any director whose removal is sought shall be given notice prior to any meeting called for that purpose. Upon removal of a director, a successor shaJI be elected by the Members to fill the vacancy for the remainder of the term of such director.

Any director appointed by the Members who has three (3) or more consecutive unexcused absences from Board meetings, or who is more than thirty (30) days delinquent (or is the resident in or representative of a Unit that is delinquent) in the payment of any assessment or other charge due the Association, may be removed by a Majority of the directors present at a regular or special meeting at which a quorum is present, and the Board may appoint a successor to fill the vacancy until the next annual meeting, at which time the Members shall elect a successor for the remainder of the term.

In the event of the death, disability, or resignation of a director elected by the Members, the Board may declare a vacancy and appoint a successor to fill the vacancy until the next annual meeting, at which time the Members shall elect a successor for the remainder of the term.

This Section shall not apply to directors appointed by the Developer. The Developer shall be entitled to appoint a successor to fill any vacancy on the Board resulting from the death, disability or resignation of a director appointed by the Developer.

Section 3.6 Organizational Meetings. The first meeting of the Board of Directors following each annual meeting of the Members shall be held within ten (I 0) days thereafter at such time and place as the Board shall fix.

Section 3.7 Regular Meetings. Regular meetings of the Board of Directors may be held at such time and place as a majority of the directors shall determine, but at least one (1) such meeting shall be held each quarter.

Section 3.8 Special Meetin2s. Special meetings of the Board of Directors shall be held when called by written notice to all directors, signed by the President or at least two (2) directors.

Section 3.9 Notice. Notice of the time and place of a regular meeting shall be communicated to the directors not less than four (4) calendar days prior to the meeting. Notice of the time and place of a special meeting shall be communicated to directors not less than forty eight (48) hours prior to the meeting, and shall specify the time and place of the meeting, and the nature of any special business to be considered.

Section 3.10 Waiver of Notice. The transactions of any meeting of the Board of Directors shall be as valid as though taken at a regular meeting duly held after regular call and

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notice if a quorum is present, and either before or after the meeting each of the directors not present signs a waiver of notice, a consent to holding the meeting, or an approval of the minutes.

Section 3.11 Telephonic Participation in a Meeting. Members of the Board of Directors or any committee established by the Board of Directors may participate in a meeting of the Board or committee by means of conference telephone or similar equipment, so long as all persons participating in the meeting can hear each other.

Section 3.12 Quorum of the Board of Directors. At all meetings of the Board of Directors, a majority of the directors shall constitute a quorum for the transaction of business, and the votes of a majority of the directors present at a meeting at which a quorum is present shall constitute the decision of the Board of Directors, unless othenvise specifically provided by these By-Laws or the Master Deed.

Section 3.13 Compensation. Directors shall not receive any compensation from the Association for acting as such. Any director may be reimbursed for expenses incurred on behalf of the Association upon approval of a majority of the other directors. Nothing herein shall prohibit the Association from compensating a director or entity in which a director is affiliated for services or supplies furnished to the Association in a capacity other than as a director pursuant to a contract or agreement with the Association, provided that such director's interest was made known prior to approval of the contract or agreement.

Section 3.14 Conduct of Meetings. The President shall preside over all meetings of the Board of Directors, and the Secretary shall keep a minute book of Board meetings recording all Board resolutions and all transactions and proceedings.

Section 3.15 Open Meetings. Subject ro the provisions of Section 3.16, all meetings of the Board of Directors shall be open to the Members. Notwithstanding the above, the President may adjourn any meeting of the Board, reconvene in executive session, and exclude Members in order to discuss matters of a sensitive nature.

Section 3.16 Action Without a Formal Meeting. Any action to be taken at a meeting of the directors or any action that may be taken at a meeting of the directors may be taken without a meeting if a consent in writing, setting forth the action to be taken, shall be signed by all the directors, and such consent shall have the same force and effect as a unanimous vote.

Section 3.17 Powers. The Board of Directors shall have all the powers and duties necessary for the administration of the Association's affairs as set forth in the :\faster Deed, these By-Laws, and as provided by law. The Board of Directors may do or cause to be done all acts and things as are not directed by the Master Deed, these By-Laws or South Carolina law to be done and exercised by the membership generally.

Section 3.18 Duties. The duties of the Board shall include, without limitation:

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(A) Preparing and adopting, in accordance with the Master Deed, an annual budget establishing each Owner's share of the Common Expenses;

(B) Levying and collecting such assessments from the Owners, as set forth in the Master Deed;

(C) Providing for the operation, care, upkeep and maintenance of the Common Areas and Limited Common Areas as set forth in the Master Deed;

(D) Designating, hiring and dismissing the personnel necessary to carry out the rights and responsibilities of the Association and where appropriate, providing for the compensation of such personnel and the purchase of equipment, supplies and materials to be used by such personnel;

(E) Depositing all funds received by the Association in an appropriate bank account; provided, any reserve fund may be deposited, at the discretion of the Board, in a depository other than a bank;

(F) i\,1aking and amending rules in accordance with the Master Deed;

(G) Opening bank accounts on behalf of the Association;

(H) Making or contracting for the making of repairs, additions, replacements and improvements to or alterations of the Common Elements in accordance with the Master Deed and these By-Laws;

(l) Enforcing by legal means the provisions of the Master Deed, these By-Laws and the rules of the Association and bringing any proceedings which may be instituted on behalf of the Owners or the Association; provided that the Board shall have no obligation to bring actions in which it reasonably determines that the Association's position is not strong enough to justify taking enforcement action;

(J) Obtaining and carrying property and liability insurance as provided in the Master Deed, paying the cost thereof, and filing and adjusting claims to the Association;

(K) Paying the cost of all services rendered to the Association;

(L) Keeping books with detailed accounts of the receipts and expenditures of the Association;

(M) Making available to any person so entitled copies of the Master Deed, Articles of Incorporation, these By-Laws, rules, and all other books and records of the Association;

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(N) Permitting utility suppliers to use such portions of the Common Elements as may be necessary for service to the Units;

(0) Granting utility or other easement upon, over and across the Common Elements; and

(P) Indemnifying a past or present director, officer or committee member of the Association to the extent such indemnity is required by South Carolina law, the Master Deed or these By-Laws.

Section 3.19 Management. The Board of Directors may employ for the Association a professional management agent or agents at such compensation as the Board may approve, and may delegate such powers as are necessary to said agent or agents to manage the affairs of the Association, but shall not delegate policy-making authority.

Section 3.20 Accounts and Reports. The following standards of performance shall be followed unless the Board by resolution specifically determines otherwise:

(A)

(B) principles;

(C) accounts;

Cash basis accounting, as defined by generally accepted accounting principles;

Accounting and controls should conform to generally accepted accounting

Cash accounts of the Association shall not be commingled with any other

(D) Annual financial statements shall be prepared and made available to the Members of the Association.

Section 3 .21 Right to Contract. The Association shall have the right to contract with any person for the performance of various duties and functions.

Section 3.22 Enforcement. ln addition to such other rights as are granted in the Master Deed, the Association shall have the power to impose reasonable monetary fines, which shall constitute a lien upon the Unit of the violator, and to suspend an Owner's right to vote for violation of any duty imposed under the Master Deed, these By-Laws, or any Association rules. The failure of the Board to enforce any provision of the Master Deed, these By-Laws, or Association rules shall not be deemed a waiver of the right of the Board to do so thereafter.

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ARTICLE IV

Officers

Section 4.1 Officers. The officers of the Association shall be a President, a Vice-President; Secretary and Treasurer, and shall be elected from the members of the Board. The Board may appoint such other officers as it deems desirable, having such authority to perform duties as the Board prescribes.

Section 4.2 Election and Term of Office. The Board shall elect the officers of the Association at the first meeting of the Board following each annual meeting of the Board, to serve until their successors are elected.

Section 4.3 Removal and Vacancies. The Board may remove any officer whenever in its judgment the best interest of the Association will be served and may fill any vacancy in any office arising because of death, resignation, removal or othenvise for the unexpired portion of the term.

Section 4.4 Powers and Duties. The officers of the Association shall have such powers and duties as generally pertain to their respective offices, as well as such powers and duties as may specifically be conferred or imposed by the Board of Directors.

Section 4.5 Resignation. Any officer may resign at any time by giving written notice to the Board of Directors, the President or the Secretary. Such resignation shall take effect on the date of the receipt of such notice or at any time later specified therein, and unless specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 4.6 Agreements, Contract, Deed. Leases. Checks. etc. All agreements, contracts, deeds, leases, checks and other instruments of the Association shall be executed by at least two officers or by such other person or persons as may be designated to make it effective.

Section 4. 7 Compensation. Compensation of officers shall be subject to the same limitations as compensation of directors under Section 3. J3.

ARTICLE V

Committees

Section 5.1 Appointment of Committees. The Board of Directors may appoint such committees as it deems appropriate to perform such tasks and to serve for such periods as the Board may designate by resolution. Each committee shall operate in accordance with the terms of such resolution.

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ARTICLE VI

Miscellaneous

Section 6.1 Fiscal Year. The fiscal year of the Association shall be the calendar year unless otherwise established by resolution of the Board of Directors.

Section 6.2 Parliamentarv Rules. Except as may be modified by Board resolution, Robert's Rules of Order (current edition) shall govern the conduct of the Association proceedings when not in conflict with South Carolina law, the Articles of Incorporation, the Master Deed, or these By-Laws.

Section 6.3 Conflicts. If there are conflicts between the provisions of South Carolina law, the Articles of Incorporation, the Master Deed, and these By-Laws. the provisions of South Carolina law, the Master Deed, the Articles of Incorporation and the By-Laws (in that order) shall prevail.

Section 6.4 Amendment by Developer. For so long as the Developer has the right to appoint and remove directors of the Association as provided in the Master Deed, the Developer may unilaterally amend these By-Laws at any time and from time to time if such amendment, in the sole discretion of the Developer, is deemed necessary. However, any such amendment shall not adversely affect the title to any Unit unless the Owner shall consent in writing.

Section 6.5 Amendment by Members. Except as provided in Section 6.4, these By-Laws may be amended only by the affirmative vote or written consent, or any combination thereof, of Members holding at least two-thirds (2/3) of the total vote of the Association, and for so long as the Developer O\\ns a Unit or has the right to appoint a majority of the directors of the Association, the consent of the Developer. If a meeting is called for the purpose of considering a proposed amendment hereunder, such meeting shall be called in accordance with these By-Laws.

Section 6.6 Validitv and Effective Date. Any amendment to these By-Laws shall become effective upon recordation in the Rl\1C Office for Charleston County, unless a later date is specified. No amendment may remove, revoke or modify any right or privilege of the Developer without the written consent of the Developer for so long as the Developer owns any portion of the Condominium.

10 {2484.00025432.DOC 7}

BK Z 5 9 9 PG 7 2 4

The foregoing By-Laws have been adopted by the Reverie on the Ashley Council of Co­Owners, Inc., at the first meeting of the Board of Directors on the ..::J JLh dav of September, 2006.

l ~=t-\.1

{2484 00025432.DOC 7f

By: Br:::V\ M . 't>V';ifl>'M Its: f<.reSl~-ev\f

o-Owners, Inc.

11

BK Z 5 9 9 PG 7 2 5

Exhibit "H"

Site Plan Including Proposed Phases II-VI

12 \2484 00025432 DOC 7}

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BK Z599PG72 7

Exhibit "I"

Schedule of Assigned Values and Percentage Interests Including Proposed Phases II-VI

If the Developer elects to implement the proposed Phases II-VI, the additional Units in Phases II-VI will be submitted to the Regime and the Owners of the Phases II-VI shall have an interest in the Common Area. For the sole purpose of complying with the Act, the schedule below reflects the approximate percentage interest in the Common Area of the residential units should the Developer elect to proceed with the development of Phases II-VI.

The values set forth are based on $250.00 per square foot. The basis for determining value is for the sole purpose of complying with the Act and does not necessarily reflect the market value of the Unit or the property of the Regime and shall in no way inhibit or restrict the fixing of a different value or sales price by a Unit Owner to his, her or its Unit in any type of acts or contracts.

UNIT SQUARE FOOTAGE VALUE INTEREST STATED IN PERCENT AGE PER ACT

110 l 1754 $438,500.00 l.036%

1102 1772 $443,000.00 l.047%

1103 1772 $443,000.00 l.047%

1104 1754 $438,500.00 1.036%

1201 1754 $438,500.00 1.036%

1202 1772 $443,000.00 1.047%

1203 1772 $443,000.00 1.047%

1204 1754 $438,500.00 1.036%

1301 1754 $438,500.00 1.036%

1302 1772 $443,000.00 1.047%

1303 1772 $443,000.00 1.047%

1304 1754 $438,500.00 1.036%

1401 1754 $438,500.00 1.036%

1402 1772 $443,000.00 1.047% 13

{2484.00025432.DOC 7}

BK Z 5 9 9 PG 7 2 8

1403 1772 $443,000.00 l.047%

1404 1754 $438,500.00 1.036%

2101 1754 $438,500.00 l.036%

2102 1772 $443,000.00 l.047%

2103 1772 $443,000.00 1.047%

2104 1754 $438,500.00 1.036%

2201 1754 $438,500.00 1.036%

2202 1772 $443,000.00 1.047%

2203 1772 $443,000.00 1.047%

2204 1754 $438,500.00 1.036%

2301 1754 $438,500.00 1.036%

2302 1772 $443,000.00 1.047%

2303 1772 $443,000.00 1.047%

2304 1754 $438,500.00 l.036%

2401 1754 $438,500.00 1.036%

2402 1772 $443,000.00 1.047%

2403 1772 $443,000.00 1.047%

2404 1754 $438,500.00 1.036%

3101 1754 $438,500.00 1.036%

3102 1772 $443,000.00 1.047%

3103 1772 $443,000.00 1.047%

3104 1754 $438,500.00 1.036%

3201 1754 $438,500.00 1.036%

3202 1772 $443,000.00 l.047%

3203 1772 $443,000.00 1.047%

3204 1754 $438,500.00 l.036%

3301 1754 $438,500.00 1.036%

14 {2484.00025432 DOC 7}

BK Z 5 9 9 PG 7 2 9

3302 1772 $443,000.00 I.047%

3303 1772 $443,000.00 l.047%

3304 1754 $438,500.00 1.036%

3401 1754 $438,500.00 1.036%

3402 1772 $443,000.00 l.047%

3403 1772 $443,000.00 1.047%

3404 1754 $438,500.00 1.036%

4101 1754 $438,500.00 1.036%

4102 1772 $443,000.00 1.047%

4103 1772 S443,000.00 1.047%

4104 1754 $438,500.00 1.036%

4201 1754 $438,500.00 l.036%

4202 1772 $443,000.00 1.047%

4203 1772 $443,000.00 1.047%

4204 1754 $438,500.00 1.036%

4301 1754 $438,500.00 1.036%

4302 1772 $443,000.00 1.047%

4303 1772 $443,000.00 1.047%

4304 1754 $438,500.00 1.036%

4401 1754 $438,500.00 1.036%

4402 1772 $443,000.00 1.047%

4403 1772 $443,000.00 1.047%

4404 1754 $438,500.00 1.036%

5101 1754 $438,500.00 1.036%

5102 1772 S443,000.00 1.047%

5103 1772 $443,000.00 1.047%

5104 1754 $438,500.00 1.036%

15 [2484 00025432.DOC 71

BK Z 5 9 9 PG 7 3 0

5201 1754 $438,500.00 1.036%

5202 1772 $443,000.00 1.047%

5203 1772 $443,000.00 l.047%

5204 1754 $438,500.00 1.036%

5301 1754 $438,500.00 1.036%

5302 1772 $443,000.00 1.047%

5303 1772 $443,000.00 1.047%

5304 1754 $438,500.00 1.036%

5401 1754 $438,500.00 1.036%

5402 1772 $443,000.00 1.047%

5403 1772 $443,000.00 1.047%

5404 1754 $438,500.00 1.036%

6101 1754 $438,500.00 1.036%

6102 1772 $443,000.00 1.047%

6103 1772 $443,000.00 1.047%

6104 1754 $438,500.00 1.036%

6201 1754 $438,500.00 1.036%

6202 1772 $443,000.00 l.047%

6203 1772 $443,000.00 l.047%

6204 1754 $438,500.00 l.036%

6301 1754 $438,500.00 1.036%

6302 1772 $443,000.00 1.047%

6303 1772 $443,000.00 1.047%

6304 1754 $438,500.00 1.036%

6401 1754 $438,500.00 1.036%

6402 1772 $443,000.00 1.047%

6403 1772 $443,000.00 1.047%

16 {2484 00025432 DOC 7}

6404

Total

1754

169,248

{2484.00025432.DOC 7)

BK Z 5 g 9 PG 7 3 I

$438,500.00

$42,312,000.00

1.056%

100.00%

17

~

BK Z599PG732

RECORDER'S PAGE NOTE: This page MUST remain with the original document

Filed By: Buist, Byars, Pearce & Taylor, LLC 652 Coleman Blvd. Suite 200 Mt. Pleasant SC 29464-4018

,,....,.._..Vil

PIO VERIFIED BY ASSESSOR

REP~ OATE JD· 2-0(.,0

DO NOT STAMP BELOW THIS LINE

'

HK

FILED September 28, 2006

11:44:14 AM

Z599PG635

Charlie Lybrand, Register Charleston County, SC

AMOUNT DESCRIPTION Mas/Con

Recording Fee $ 103.00

State Fee $ -County Fee $ -

Postage

TOTAL I$ 103.oo I

$Amount (in thousands): ._I ___ __.

DRAWER:

B - ECP

843-958-4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

Buist, Byars & Taylor, LLC attn: Amanda L. Callander, Esq. 652 Coleman Blvd., Ste. 200 Mount Pleasant, SC 29464

STATE OF SOUTH CAROLINA ) ) ) )

COUNTY OF CHARLESTON )

BKD 642PG739 Reference Book Z-599, Page 635

FIRST AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

THIS FIRST AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME (this "First Amendment") is made this ~ day of September, 2007, by Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc,, and Lowcountry Lands, Inc.

BACKGROUND STATEMENT

WHEREAS, Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer") established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the. Ashley Horizontal Property Regime, dated September 13, 2006 and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, SC, (the "Master Deed'').

WHEREAS, pursuant to Section 2.12 of the Master Deed, Developer has the reserved right to implement subsequent phases into the Regime in up to five (5) different phases, by executing and recording an amendment to the Master Deed to that effect; and,

WHEREAS, pursuant to Section 10.l(c), of the Master Deed, Developer has reserved the right, so long as it owns at least one unit, to amend the Master Deed and the exhibits to correct any sort of typographical error or error relating to a material representation made by the Developer to a unit owner.

WHEREAS, Developer owns at least one unit in the Property and desires to annex Phase II, consisting of an approximately 28,208 square foot building and associated parking and common areas located thereon, into the Regime as the second phase of the Regime (hereinafter referred to as "Building 2"); and

} NOW, THEREFORE, the Developer, pursuant to the provisions of Section 2.12 of the ~ Master Deed, does hereby submit Building 2 described herein and in the Exhibits attached hereto

and incorporated herein by reference, together with all other improvements thereon, including all easements, rights and appurtenances thereto belonging, to the provisions of the Master Deed and South Carolina Horizontal Property Act, Section 27-31-10, et seq., South Carolina Code of Laws, 1976, the provisions of which, unless expressly provided otherwise herein, are incorporated herein by reference and form a part of the Master Deed, for the express purpose of submitting Building 2 into the Reverie on the Ashley Horizontal Property Regime. Such submission is subject to all easements, covenants and restrictions of record or presently existing, {00086963.DOC) 1

',

including, but not limited to, specifically as set forth on Exhibit A. In order to effectuate the annexation of Building 2, the Developer hereby amends the Master Deed and Exhibit "C'', thereto as follows:

1. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Article 2, Section 2.4, Subsection (C) is hereby deleted in its entirety and replaced with the following:

2.4 Description of the Residential Units. The Property currently consists of two (2) buildings designated as Building No. 2 and Building No. 3 consisting of six floors in each building and thirty-two (32) Residential Units: Building No. 2: Units 2101, 2102, 2103, and 2104 located on the first floor, Units 2201, 2202, 2203, and 2204 located on the second floor, Units 2301, 2302, 2303, and 2304 located on the third floor, and Units 2401, 2402, 2403, and 2404 located on the fourth floor; and Building No. 3: Uirlts 3101, 3102, 3103, and 3104 located on the first floor, Units 3201, 3202, 3203, and 3204 located on the second floor, Units 3301, 3302, 3303, and 3304 located on the third floor, and Units 3401, 3402, 3403, and 3404 located on the fourth floor. The rooftop terraces are limited conunon elements for the benefit of the fourth floor units. The ground floor of Building No. 2 and Building No. 3 is a covered parking garage. All Residential Units are accessed from the garage level via a shared staircase and a shared elevator.

3. Article 2, Section 2.4, Subsection (F) is hereby amended to read thirty-two (32) Residential Units.

4. Article 2, Section 2.4, Subsection (H) is hereby amended to state that the term "Residential Unit" comprises thirty-two (32) units, as depicted on Exhibit "C."

5. Exhibit "C" to the Master Deed is hereby amended to include the building plans, floor plans, elevation drawings and Certificate of Engineer attached hereto as Exhibit "C-1 ".

6. Exhibit "E" to the Master Deed is hereby replaced in it entirety with Exhibit "E" hereto.

7. Except as specifically amended and modified by this First Amendment, the · Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blailk.

Signature page follows.]

{00086963.DOC} 2

'.

BK D 6 4 2 PG 7 4 I IN WI1NESS WHEREOF, Developer has caused this First Amendment to be executed to

be effective as of this ~y of September, 2007.

WI1NESS:

STATEOFSOUTHCAR INA

COUNTY OF CHARLESTON

)

Y aschik.~< Compmy, "" ..

~~ By: TJ-\8P\t~ di. G!R..JIN

Its: ~l?ll:~ 1 oir11vr-

) ACKNOWLEDGMENT . )

The foregoing instrument was acknowledged before me by Y aschik Development Company, Inc., byT°ho•'l'IQo M, ErVi'tts pl[e:;i dent , this ft day of September, 2007.

xlcuaA t!QA~ Notary Public for South Carolina My Commission Expires: .2.!J.:L/-;. o i /

{00086963.DOC) 3

WI1NESS: Gramling Brothers Real Estate and Development, Inc.

STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., byf.i=r-J Jlil C::rc,..,~.Jfu freoid:evJt- , this J.'-lthday of September, 2007. '-.J

4'4'11~ Notary Public for South Carolina My Commission Expires: 3li3.JQ;J':>lf7

{00086963.DOC} 4

',

WITNESS:

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

BK 0 6 4 2 PG 74 3

Lowcountry Lands, Inc.

/!711f_ By~ Tlfo!M-J fll- /!Rv1Al Its: f9/11[S/01tftff

) ACKNOWLEDGMENT )

_ The.Joreg~ing instrumfnt was acknc:wledged before me by Lowcountry Lands, Inc., by I h61Nl= e?/. t:rvi11, its pre,,,·devtt , this ;z.t./thday of September, 2007.

/tudJ/~~ Notary Public for South Carolina My Commission Expires: 3/i CJ / 2 o 11

{00086963.DOC}

',

5

STATE OF SOUTH CAROLINA ) )

COUNTY OF CHARLESTON )

Exhibit C-1

ARCHITECT'S CERTIFICATE

I hereby certify that to the best of my knowledge, information and belief, that the pages set forth in this Exhibit "C" adequately depict the building shell, floor plans and exterior elevations of the Reverie on the Ashley Horizontal Property Regime.

~W$ (Seal)

Dated: ~. '1 · .o-=f

~sOUTHo «.? 4-»o ~ \-;..

i'!' -HOM' " -z_ (/) I Lr\V 7 I H. WRIGHT, !II I

{00086963.DOC}

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Reverie On The Ashley . . 4250 Faber Place

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eve~e · 0"™"'~'" N. Charleston, SC 29405

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Reverie On The Ashley I . 4250 Faber Place

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Reverie On The Ashley . 4250 Faber Place

eve!"1e .~,A~CCT N. Charleston, SC 29405

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Reverie On The Ashley I . 4250 Faber Place

ever1e "'~M"'" N. Charleston, SC 29405

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Exhibit "E" Schedule of Assigned Values and Percentage Interests

Each Unit Owner owns, in addition to his, her or its Unit, an interest in the Co=on Areas of the Property, which percentage ownership interest has been determined and computed by taking as a basis the value of each individual Unit in relation to the value of the Units as· a whole. Such percentage interest in the Co=on Areas of each Unit Owner shall vary. Additional Units in additional phases submitted to the Regime shall have their interest in the Co=on Area computed as set forth above and an amendment to this Exhibit "E" shall be attached to any amendment to the Master Deed submitting additional Units.

The values set forth are based on $250.00 per square foot. The basis for determining value is for the sole purpose of complying with the Act and does not necessarily reflect the market value of the Unit or the property of the Regime and shall in no way inhibit or restrict the fixing of a different value or sales price by a Unit Owner to his, her or its Unit in any type of acts or contracts. Each Unit's square footage is computed from the inside boundary of all exterior walls to the centerline of all interior dividing or structural walls of each Unit.

2101

2102

2103

2104

2201

2202

2203

2204

2301

2302

2303

2304

2401

2402

2403

2404

{00086963.DOC)

SQUARE FOOTAGE VALUE

1754 $438,500.00

1772 $443,000.00

1772 $443,000.00

1754 $438,500.00

1754 $438,500.00

1772 $443,000.00

1772 $443,000.00

1754 $438,500.00

1754 $438,500.00

1772 $443,000.00

1772 $443,000.00

1754 $438,500.00

1754 $438,500.00

1772 $443,000.00

1772 $443,000.00

1754 $438,500.00

•,

VOTING RIGHTS AND INTEREST STATED IN PERCENTAGE PER ACT

2.283%

2.307%

2.307%

2.283%

2.283%

2.307%

2.307%

2.283%

2.283%

2.307%

2.307%

2.283%

2.283%

2.307%

2.307%

2.283%

7

BKO 64 2PG750

3101 1754 $438,500.00 2.283%

3102 1772 $443,000.00 2.307%

3103 1772 $443,000.00 2.307%

3104 1754 $438,500.00 2.283%

3201 1754 $438,500.00 2.283%

3202 1772 $443,000.00 2.307%

3203 1772 $443,000.00 2.307%

3204 1754 $438,500.00 2.283%

3301 1754 $438,500.00 2.283%

3302 1772 $443,000.00 2.307%

3303 1772 $443,000.00 2.307%

3304 1754 $438,500.00 2.283%

3401 1754 $438,500.00 2.283%

3402 1772 $443,000.00 2.307%

3403 1772 $443,000.00 2.307%

.3404 1754 $438,500.00 2.283%

Slip 1 450 $112,500.00 0.586%

Slip 2 450 $112,500.00 0.586%

Slip 3 450 $112,500.00 0.586%

Slip 4 450 $112,500.00 0.586%

Slip 5 450 $112,500.00 0.586%

Slip 6 450 $112,500.00 0.586%

Slip 7 450 $112,500.00 0.586%

Slip 8 450 $112,500.00 0.586%

Slip 9 450 $112,500.00 0.586%

Slip 10 450 $112,500.00 0.586%

Slip 11 450 $112,500.00 0.586%

Slip 12 450 $112,500.00 0.586%

Slip 13 450 $112,500.00 0.586%

{00086963.DOC} 8

"

I' ~ v

)(\~v BK 0 6 4 2 PG 7 5 2 fl"'

~RECORDER'S PAGE NOTE: This page MUST remain

with the original document

F \,,.,/ I'\

iled By: :'"'\. )(\LI Buist, Byars; & Taylor, LLC

884 Orleans Rd.

Suite 301 Charleston SC29407

AUDITOR STAMP HERE

fRr~:3F~iVifg __ -~~~ --~-~~---]

I I_ OCT 2~_1001_J I

Number·of Pages:

I 14 I

PIO VERIFIED BY ASSESSOR

REP __ ~'cf-''-'-'~~--

DO NOT STAMP BELOW THIS LINE

• ' -'>

FILED October 24, 2007

1:55:11 PM

3KO 6' 112PG739 Charlie Lybrand, Register Charleston County, SC

AMOUNT

DESCRIPTION Amend

Recording Fee $ 19.00

State Fee $ . County Fee $ .

Postage

TOTAL I$ 19.oo I

$Amount (in thousands): ~---~

DRAWER:

C -slw

843-958-4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

Buist, Byars & Taylor, LLC attn: Amanda L. Callander, Esq. 652 Coleman Blvd., Ste. 200 Mount Pleasant, SC 29464

STATE OF SOUTH CAROLINA ) ) ) )

COUNTY OF CHARLESTON )

HKH 651PG263 Reference Book Z-599, Page 635; and

Book 0642, Page 739

SECOND AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

THIS SECOND AMENDMENT TO MASTER DEED FOR THE REVERJE ON THE ASHLEY HORIZONTAL PROPERTY REGIME (this "Second Amendment") is made this~ day of February, 2008, by Y aschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc.

BACKGROUND STATEMENT

WHEREAS, Yaschlk Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer") established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 13, 2006 and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, SC, as amended by First Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded at Book D-642, Page739 (the "Master Deed").

WHEREAS, pursuant to Section 7.3 of the Master Deed, Developer has the reserved sole and exclusive right, so long as Developer is a Unit Owner, to unilaterally amend this Master Deed, so long as such amendments do not materially affect the ownership interest of any Unit Owner; and,

WHEREAS, Developer owns at least one unit in the Property and desires to amend the Master Deed to reflect notice requirements to a mortgagee owning and holding the first recorded mortgage encumbering a Unit other thiµi a Unit owned by Developer of certain actions; and

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 7.3 of the Master Deed, does hereby amend the Master Deed as follows:

I. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Article 6, Section 6.20 is hereby created to read as follows:

6.20 Notice to First Mortgage Holders. The Association shall give notice to all mortgagees owning and holding the first recorded mortgage encumbering a Unit, other than a Unit owned by Developer, when any of the following occurs:

(A) Any condemnation or casualty loss that affects either a material portion of the Property or the Unit securing its mortgage;

(00098540.DOC)

B~H 65lPG264 (B) Any 60-day delinquency in the payment of assessments or charges owed

by the owner of any Unit on which it holds the mortgage; (C) A lapse, cancellation, or material modification of any insurance policy

maintained by the Association; and (D) Any proposed action that requires the consent of a specified percentage of

mmtgagees.

Unit Owners shall be required to provide the Association with the notification address of their first mortgagee, if applicable. The Association shall deliver written notice of any of the above actions to the required mortgagee to the address provided by the Unit Owner.

3. Except as specifically amended and modified by this Second Amendment, the Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank.

Signature page follows.]

{00098540.DOC f 2

B~H 651PG265

IN WTINESS WHEREOF \),eveloper has caused this Second Amendment to be executed to be effective as of this \ \ ~y of February, 2008.

STATE OF SOUTH CAROLINA

Notary Public for South Carolina My Commission Expires: {;! · 1 I·~

{00098540.DOCJ

) ) ACKNOWLEDGMENT )

3

WI1NESS:

~Ji/~

ft/J ~I '1c== STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

HKH 651PG266

Gramling Brothers Real Estate and Development, Inc.~

T.;; i!i!1 ---:3

) ACKNOWLEDGMENT )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., by 'B~n C:i<«m!.3' its pre.<i.i de!A± , this _IQ_ day of February, 2008.

k4'f/~ Notary Public for South Carolina My Commission Expires: lLl.9_/ :i o 1 7

{ 00098540.DOC} 4

COUNTY OF CHARLEST N

Notary Public for South C~lina My Commission Expires: 2J!{

{00098540.DOC}

a~H 651PG267

) ) ACKNOWLEDGMENT )

5

BliH 651PG268

RECORDER'S PAGE NOTE: This page MUST remain with the originai document

,-{Y~ filed By;

9"";1.i Buist, Byars, & Taylor, LLC t' /'I"\ 884 Orleans Rd.

Suite 301 Charleston SC 29407

AUDITOR STAMP HERE

RECEIV'.::O ~::;::-: -'': !" 1 j. I. '.. ;

G~, ~0

l ~11.iV

I FEB 2J 1008 I PEG-Cv /:<. '.: S::L :y I CHARLfffO,: c~: .. ;·,· j.J<;IT0R I

Number of Pages:

I s I

PIO VERIFIED BY ASSESSOR

REP~ DATE () • a o ·o B

DO NOT STAMP BELOW THIS LINE

FILED February 15, 2008

2:40:57 PM

tlnH 65lPG263 Charlie Lybrand, Register Charleston County, SC

AMOUNT DESCRIPTION Amend

Recording Fee $ 11.00

State Fee $ -County Fee $ -

Postage

TOTAL 11.00 I

$Amount (in thousands): ~--~

DRAWER:

I C-slw

• 843-9!i8-4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

Buist, Byars & Taylor, LLC attn: Amanda L. Callander~ Esq. 652 Coleman Blvd., Ste. 200 Mount Pleasant, SC 29464

Y653PGl65 Reference Book Z599, Page 635 Book D642, Page 739 Book H651, Page 263

STATEOFSOUTHCAROLINA) ) ) )

COUNTY OF CHARLESTON )

THIRD AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

THIS THIRD AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORJZONTAL PROPERTY REGIME (this "Third Amendment") is made this {O-ii-J day of Mwr.::-V\ 2008, by Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc.

BACKGROUND STATEMENT

WHEREAS, Y aschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer") established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 13, 2006 and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, SC, as amended by First Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded at Book D-642, Page739, as amended by Second Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated February 11, 2008 and recorded at Book H651 at Page 263, (the "Master Deed").

WHEREAS, pursuant to Section 2.12 of the Master Deed, Developer has the reserved right to implement subsequent phases into the Regime in up to five ( 5) different phases, by executing and recording an amendment to the Master Deed to that effect; and,

WHEREAS, pursuant to Section 10.l(c), of the Master Deed, Developer has reserved the right, so long as it owns at least one unit, to amend the Master Deed and the exhibits to correct any sort of typographical error or error relating to a material representation made by the Developer to a unit owner.

WHEREAS, Developer owns at least one unit in the Property and desires to annex Phase III, consisting of an approximately 52;354 square foot building and associated parking and common areas located thereon, into the Regime as the second phase of the Regime (hereinafter referred to as "Building 4"); and

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 2.12 of the Master Deed, does hereby submit Building 4 described herein and in the Exhibits attached hereto and incorporated herein by reference, together with all other improvements thereon, including all easements, rights and appurtenances thereto belonging, to the provisions of the Master Deed and South Carolina Horizontal Property Act, SeCtion 27-31-10, et~., South Carolina Code of Laws, 1976, the provisions of which, unless expressly provided otherwise herein, are incorporated herein by reference and form a part of the Master Deed, for the express purpose of submitting Building 4 into the Reverie on the Ashley Horizontal Property Regime. Such {00100308.DOC}

8~ Y 6 5 3 PG I 6 6

submission is subject to all easements, covenants and restrictions of record or presently existing, including, but not limited to, specifically as set forth on Exhibit A. In order to effectuate the annexation of Building 4, the Developer hereby amends the Master Deed and Exhibit "C", thereto as follows:

1. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Article 2, Section 2.4, Subsection (C) is hereby deleted in its entirety and replaced with the following:

2.4 Description of the Residential Units. The Property currently consists of three (3) buildings designated as Building No. 2, Building No. 3, and Building No. 4, consisting of six floors in each building and forty-eight (48) Residential Units: Building No. 2: Units 2101, 2102, 2103, and 2104 located on the second floor, Units 2201, 2202, 2203, and 2204 located on the third floor, Units 2301, 2302, 2303, and 2304 located on the fourth floor, and Units 2401, 2402, 2403, and 2404 located on the fifth floor; and Building No. 3: Units 3101, 3102, 3103, and 3104 located on the second floor, Units 3201, 3202, 3203, and 3204 located on the third floor, Units 3301, 3302, 3303, and 3304 located on the fourth floor, and Units 3401, 3402, 3403, and 3404 located on the fifth floor; and Building No. 4: Units 4101, 4102, 4103, and 4104 located on the second floor, Units 4201, 4202, 4203, and 4204 located on the third floor, Units 4301, 4302, 4303, and 4304 located on the fourth floor and Units 4401, 4402, 4403, and 4404 located on the fifth floor. The rooftop terraces are limited common elements for the benefit of the fourth floor units. The ground floor of Building No. 2, Building No. 3 and Building No. 4 is a covered parking garage. All Residential Units are accessed from the garage level via a shared staircase and a shared elevator.

3. Article 2, Section 2.4, Subsection (F) is hereby amended to read forty-eight (48) Residential Units.

4. Article 2, Section 2.4, Subsection (H) is hereby amended to state that the term "Residential Unit" comprises forty-eight (48) units, as depicted on Exhibit "C."

5. Exhibit "C" to the Master Deed is hereby amended to include the building plans, floor plans, elevation drawings and Certificate of Engineer attached hereto as Exhibit "C-2". ·

6. Exhibit "E" to the Master Deed is hereby replaced in it entirety with Exhibit "E" hereto.

7. Except as specifically amended and modified by this Third Amendment, the Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank. Signature page follows.]

{00100308.DOC} 2

IN WI1NESS WHE~OF, Developer has caused this Third Aii:\ndmlPt~bJ e~eJu~J to be effective as of this (0- day of //!llT2ch , 2008.

WI1NESS:

STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged Company, Inc., by \ho""a"' ErvcM, its fre,;;jcte"'f=

. ~~~~ Notary PUlic for South Carolina My Commission Expires: 3)J.g_/ '26 l 7

{00100308.DOC)

before me by Y aschik Development , this IOth, day of t'f(o rc.q , 2008 .

3

Y653PG!68

WITNESS: Gramling Brothers Real Estate and

?$~ ~· .

STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., by 'l3~n i"I Gro!M/,·'.'.! its rre:sidc11j= , this _wfu day of l'lfavc.h , 2008. l!l.

,,t;d! 7/a<l/2~ Notary Public for South Carolina My Commission Expires: 3/1q /26 f 7

(00100308.DOC} 4

BK Y 6 5 3 PG I 6 9

WI1NESS: Lowcountry Lands, Inc.

;;z~<l By: Its: fll.PJ1~

STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

_ The foregoing instrument was acknowledged before me by Lowcountry Lands, Inc., by I hoMo.-5 Ervin, its · vi , this .JctJ::i_ day of Mov-c (1 , 2008.

otary Pubhc for outh Carolina My Commission Expires: :0/1 q I ;;i o t {

{00100308.DOC} 5

STATE OF SOUTH CAROLINA ) )

COUNTY OF CHARLESTON )

Exhibit C-2 Y653PGl70

ARCIDTECT'S CERTIFICATE

I hereby certify that to the best of my knowledge, information and belief, that the pages set forth in this Exhibit "C-2" adequately depict the building shell, floor plans and exterior elevations of the Reverie on the Ashley Horizontal Property Regime.

Dated:

{00100309.DOC}

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BK Y653PGl80 Exhibit "E"

Schedule of Assigned Values and Percentage Interests

Each Unit Owner owns, in addition to his, her or its Unit, an interest in the Common Areas of the Property, which percentage ownership interest has been determined and computed by raking as a basis the value of each individual Unit in relation to the value of the Units as a whole. Such percentage interest in the Common Areas of each Unit Owner shall vary. Additional Units in additional phases submitted to the Regime shall have their interest in the Common Area computed as set forth above and an amendment to

this Exhibit "E" shall be attached to any amendment to the Master Deed submitting additional Units.

he values set forth are based on $250.00 per square foot. The basis for determining value is for the sole purpose of complying with the Act and does not necessarily reflect the market value of the Unit or the property of the Regime and shall in no way inhibit or restrict the fixing of a different value or sales price by a Unit Owner to his, her or its Unit in any type of acts or contracts. Each Unit's square footage is computed from the inside boundary of all exterior walls to the centerline of all interior dividing or structural walls of each Unit.

SQUARE FOOTAGE VALUE VOTING RIGHTS AND INTEREST STATED IN PERCENTAGE PER ACT

2101 1754 $438,500.00 1.671%

2102 1772 $443,000.00 1.687%

2103 1772 $443,000.00 1.687%

2104 1754 $438,500.00 1.671%

2201 1754 $438,500.00 1.671%

2202 1772 $443,000.00 1.687%

2203 1772 $443,000.00 1.687%

2204 1754 $438,500.00 1.671%

2301 1754 $438,500.00 1.671%

2302 1772 $443,000.00 1.687%

2303 1772 $443,000.00 1.687%

2304 1754 $438,500.00 1.671%

2401 1754 $438,500.00 1.671%

2402 1772 $443,000.00 1.687%

2403 1772 $443,000.00 1.687%

2404 1754 $438,500.00 1.671%

3101 1754 $438,500.00 1.671%

3102 1772 $443,000.00 1.687%

{00100308.DOC} 7

3103 1772 $443,000.00 1.687% BK Y653PGl8l 3104 1754 $438,500.00 1.671%

3201 1754 $438,500.00 1.671%

3202 1772 $443,000.00 1.687%

3203 1772 $443,000.00 1.687%

3204 1754 $438,500.00 1.671%

3301 1754 $438,500.00 1.671%

3302 1772 $443,000.00 1.687%

3303 1772 $443,000.00 1.687%

3304 1754 $438,500.00 1.671%

3401 1754 $438,500.00 1.671%

3402 1772 $443,000.00 1.687%

3403 1772 $443,000.00 1.687%

3404 1754 $438,500.00 1.671%

4101 1754 $438,500.00 1.671%

4102 1772 $443,000.00 1.687%

4103 1772 $443,000.00 1.687%

4104 1754 $438,500.00 1.671%

4201 1754 $438,500.00 1.671%

4202 1772 . $443,000.00 1.687%

4203 1772 $443,000.00 1.687%

4204 1754 $438,500.00 1.671%

4301 1754 $438,500.00 1.671%

4302 1772 $443,000.00 1.687%

4303 1772 $443,000.00 1.687%

4304 1754 $438,500.00 1.671%

4401 1754 $438,500.00 1.671%

4402 1772 $443,000.00 1.687%

4403 1772 $443,000.00 1.687%

4404 1754 $438,500.00 1.671%

{00100308.DOC} 8

Slip 1 450 $112,500,00 0.428% "K Y653PGl82 tln Slip 2 450 $112,500.00 0.428%

Slip 3 450 $112,500.00 0.428%

Slip4 450 $112,500.00 0.428%

Slip 5 450 $112,500.00 0.428%

Slip 6 450 $112,500.00 0.428%

Slip 7 450 $112,500.00 0.428%

Slip 8 450 $112,500.00 0.428%

Slip 9 450 $112,500.00 0.428%

Slip 10 450 $112,500. 00 0.428%

Slip 11 450 $112,500.00 0.428%

Slip 12 450 $112,500.00 0.428%

Slip 13 450 $112,500.00 0.428%

Slip 14 450 $112,500.00 0.428%

Slip 15 450 $112,500.00 0.428%

Slip 16 450 $112,500.00 0.428%

Slip 17 450 $112,500.00 0.428%

Slip 18 450 $112,500.00 0.428%

Slip 19 450 $112,500.00 0.428%

Slip 20 450 $112,500.00 0.428%

Slip 21 450 $112,500.00 0.428%

Slip 22 450 $112,500.00 0.428%

Slip 23 450 $112,500.00 0.428%

Slip 24 450 $112,500.00 0.428%

Slip 25 600 $150,000.00 0.571%

Slip 26 600 $150,000.00 0.571%

Slip 27 600 $150,000.00 0.571%

Slip 28 600 $150,000.00 0.571%

Slip 29 600 $150,000.00 0.571%

Slip 30 600 $150,000.00 0.571%

(00100308.DOC} 9

Slip 31 600 $150,000.00 0.571%

Slip 32 600 $150,000.00 0.571% BK Y653PG 183

Slip 33 600 $150,000.00 0.571%

Slip 34 600 $150,000.00 0.571%

Slip 35 600 $150,000.00 0.571%

Slip 36 600 $150,000.00 0.571%

Slip 37 600 $150,000.00 0.571%

Slip 38 600 $150,000.00 0.571%

Slip 39 600 $150,000.00 0.571%

Slip 40 600 $150,000.00 0.571%

Total

105,024 $27,056,000.00 100.00%

{00100308.DOC} 10

Y653PGl84

RECORDER'S PAGE NOTE.: This page MUST remain with the original document

Filed By~\ \i Buist, Byars, & Taylor, LLC

652 Coleman Blvd.

Number of Pages:

I 20 I Suite 200 Mt. Pleasant SC 29464-4018

·.'. '------------------' AUDITOR STAMP HERE

PIO VERIFIED BY ASSESSOR

REP~W

DATE 3 -JB-08

DO NOT STAMP BELOW THIS LINE

.

FILED March 14, 2008

2:35:57 PM

BK Y653PGl65

Charlie Lybrand, Register Charleston County, SC

AMOUNT

DESCRIPTION AMEND/MAS

Recording Fee $ 25.00

State Fee $ -County Fee $ -

Postage

TOTAL I$ 25.00 I

$Amount (in thousands): ~--~

DRAWER:

A - BJA

. 843-958-4800 101 l<oEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

Buist, Byars & Taylor, LLC attn: Amanda L. Callander, Esq. 652 Coleman Blvd., Ste. 200 Mount Pleasant, SC 29464

STATE OF SOUTH CAROLINA ) ) ) )

COUNTY OF CHARLESTON )

8~ N 6 6 0 PG 0 9 7 Reference Book Z599, Page 635

Book D642, Page 739 Book H651, Page 263 Book Y-653, Page 165

FOURTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

THIS FOURTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME (this "Third Amendment") is made this '23 day of M~ , 2008, by Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc.

BACKGROUND STATEMENT

WHEREAS, Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer") established and created the Reveri<:_9,Il the Ashley Horizontal Property Regime (the "Regime") by submitting and recor~the'Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 13, 20~ and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, SC, as am~ded by First Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded at Book D-642, Page739, as amended by Second Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated February 11, 2008 and recorded at Book H651 at Page 263, as amended by Third Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated March I 0, 2008 and recorded at Book Y-653 at Page 165 (the "Master Deed").

WHEREAS, pursuant to Section 7.3 of the Master Deed, Developer has the reserved sole and exclusive right, so long as Developer is a Unit Owner, to unilaterally amend this Master Deed, so long as such amendments do not materially affect the ownership interest of any Unit Owner; and,

WHEREAS, Developer owns at least one unit in the Property and desires to amend the Master Deed to reflect notice requirements to a mortgagee owning and holding the first recorded mortgage encumbering a Unit other than a Unit owned by Developer of certain actions; and

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 7.3 of the Master Deed, does hereby amend the Master Deed as follows:

1. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Article 7, Section 7.1, Subsection (K) is hereby deleted in its entirety and replaced with the following:

I {00102870.DOC 3)

BK N 6 6 0 PG 0 9 8

(K) Parking and Vehicular Restrictions. Only automobiles, vans constructed as private passenger vehicles with permanent rear seats and side windows, passenger trucks and other vehicles manufactured and used as private passenger vehicles, may be parked within the Property without the prior written consent of the Board. In particular and without limitation, without the prior written consent of the Board, no vehicle containing commercial lettering, signs or equipment, and no truck (other than private passenger trucks), recreational vehicle, A TV, boat, watercraft, camper, trailer, aircraft, motorcycle, or vehicle other than a private passenger vehicle as specified above, may be parked or stored on the Property. No parking is permitted on any streets, lawns, or areas other than designated parking areas, without the consent of the Board. Provided, however, automobiles owned by governmental law enforcement agencies are expressly permitted. The foregoing restrictions shall not be deemed to prohibit the temporary parking of commercial vehicles while making delivery to or from, or while used in connection with providing services to the Property, or to prohibit access by invitees and guests of Residential Unit Owners. All vehicles parked within the Property must be in good condition and repair, and no vehicle which does not contain a current license plate or which cannot operate on its own power shall be parked within the Property for more than 24 hours, and no major repair of any vehicle shall be made on the Property.

3. Section 6.2 of the Master Deed is deleted in its entirety.

4. Section 6.3 (A) is replaced in its entirety, with the following:

Property and Casualty Coverage. A master policy or policies of casualty insurance on all Units, General Common Elements, Limited Common Elements, Shared Limited Common Elements, and all personal property owned by the Association located on the Condominium Property, written on a "broad form" "all-risk basis," with special extended coverage, use and occupancy coverage, and a replacement cost endorsement, for no less than one hundred percent (100%) of the replacement value of all Units, General Common Elements, Limited Common Elements, Shared Limited Common Elements, and all Association personal property located therein, and such other fire, flood, earthquake, property damage and casualty insurance as the Board of Directors shall deem necessary for the protection of the Owners and their Mortgagees, as their respective interests appear; including without limitation fixtures, cabinets, windows and doors, counters, appliances, shelving and the like initially installed in the Units by the Declarant, and replacements thereof up to the value of those initially installed by the Declarant, together with all air conditioning and heating equipment servicing the Condominium Property and the Units; but not including (i) furniture, wall coverings, and improvements, betterments, or additions not initially supplied or installed by Declarant, (ii) land, foundation, excavation, or other items normally excluded from coverage, and (iii) personal property of Owners and lessees of Owners, their families, invitees and guests. The policy or policies shall be written in the name of, and the proceeds thereof shall be payable to the Association as trustee for each Owner in direct ratio to each Owner's Percentage Interest based on the Total Percentage Interest, and shall provide for a separate loss payable endorsement in favor of the Mortgagee or Mortgagees of each Unit, if any; provided, however, that notwithstanding such loss payable endorsement, the appropriate application of all proceeds recovered thereunder shall be reasonably determined by the Board of Directors, in its sole discretion. If obtainable, the policy or policies shall also contain provisions waiving (a) the right of the insurer to subrogation against the Association, the Association Manager, the Board, and against the individual Owners; and (b) any rights of the insurer to contribution from hazard insurance policies purchased by the Owners upon the contents and personal property contained within their Units. The minimum deductible amounts as may be

2 (OOI02870.DOC3)

di, N 6 6 0 PG 0 9 9

commercially available for such insured perils may be included at the discretion of the Board if available and if a material savings, as determined by the Board in its sole discretion, in premium cost results therefrom, but the deductible amount will be considered a Common Expense and borne by the Association regardless of the number of Owners directly affected by the loss and reserves will be established therefore.

Notice to Association. The insurance carried by the Association as a common expense shall not include coverage for any Owner's furnishings, fixtures, personal property within his Unit, as well as any additions, improvements, or betterments that have been made to the Unit. Each Owner shall be responsible for obtaining, at the Owner's sole expense and option, property and casualty insurance coverage for his furnishings, fixtures, personal property within his Unit, as well as any additions, improvements, or betterments that have been made to the Unit. Each Owner shall also be responsible for obtaining at his own expense, comprehensive general liability coverage for any acts or omissions which occur within his Unit. All such insurance policies shall include provisions waiving (a) any right of the insurer to subrogation to claims against the Association, Association Manager, individual Owners, as well as their agents, employees, customers, business invitees, licenses, tenants and guests; and (b) any right of the insurer to contribution or pro-ration because of the master policy. Each Owner shall file a copy of such individual policy or policies with the Board or the Association Manager within thirty (30) days after the effective date of such insurance.

5. Except as specifically amended and modified by this Fourth Amendment, the Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank. Signature page follows.]

3 {OOI02870.DOC3}

oK N 660PG I 00

IN WITNESS WHEREOF, Developer has caused this Fourth Amendment to be executed to be effective as of this "/.. 3 day of MP'f , 2008.

WITNESS:

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

Yas?;Z?ompany, Inc.

By: ~1" f /YI· f&v;tv Its: P~l!.f;ll/pr/T

) ACKNOWLEDGMENT )

The foregoing instrument was acknowledged Company, Inc., byToM. E.rv•n , its fre~idcn±

before me by Y aschik Development , this _%b_ day of \l\a,I , 2008.

/~JI~ Notary Public for South Carolina My Commission Expires: ..21..112017

4 {00102870.DOC 3}

HK N 660PGIOI

WITNESS: Gramling Brothers Real Estate Development, Inc.

By: Its:

STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., by "Ben Gram!.-'! its pres1Jevi.+ , this 2:2. day of Ma.1 , zoos.

Aud ti~ Notary Public for South Carolina My Commission Expires: ~:lot 7

5 {00102870.00C 3}

WI1NESS:

COUNTY OF CHARLESTON

)

BK N 6 6 0 PG I 0 2

By: tlfwftkJ hi- <ffevi"' Its: (lilq;f!Jf9<//

) ACKNOWLEDGMENT )

The foregoing instrument was acknowledged before me by Lowcountry Lands, Inc., by -I 6fv. Eirv1 q , its f>v·e "'' "d <"Vlf , this ....2.b.. day of /Vic,/ , 2008.

N~~1i~~ My Commission Expires: ~J.o 1 7

{00102870.DOC 3} 6

BK N 6 6 0 PG I 0 3 /'.

· ~:f{ECORDER'S PAGE 1'''\NoTE: This page MUST remain

with the original document

Buist, Byars, & Taylor, LLC

652 Coleman Blvd.

Suite 200

Number of Pages:

I 1 I Mt. Pleasant SC 29464-4018

AUDITOR STAMP HERE

RECEIVED r.::.1rn R\"'" • _..,_ .\1 l iV

JUN 2 2008 1 PEGGY A. USELEY

CHARLESTON COlJi,TY AUDITOR

PIO VERIFIED BY ASSESSOR

REP_.,,._.Kf3'-ff----

DATE 6-2-0'8 l.l;o-o-o~ 37

00 NOT STAMP BELOW THIS LINE

FILED May 27, 2008

4:34:34 PM

nf. N 5 S 0 PG 0 9 7

Charlie Lybrand, Register Charleston County, SC

AMOUNT

DESCRIPTION Mas/Con

Recording Fee $ 12.00

State Fee $ -County Fee $ -

AMEND

Postage

TOTAL is 12.00 I

$ Amount (in thousands): ~--~

DRAWER:

I B - ECP

843-9.58-4!100 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

Buist, Byars & Taylor, LLC attn: Amanda L. Callander, Esq. 652 Coleman Blvd., Ste. 200 Mount Pleasant, SC 29464

BKB

STATE OF SOUTH CAROLINA ) ) ) )

COUNTY OF CHARLESTON )

66 3PG235 Reference Book ZS99, Page 635

Book 0642, Page 739 Book H651, Page 163 Book Y-653, Page 165

1 Book lKkQ, Page~

FIFTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

THIS FIFTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME (this "Fifth Amendment") is made this J'Jt{:_ day of Mfi1 , 2008, by Yaschik Development Company, Inc., Gramling Brothers Real Estate and evelopment, Inc., and Lowcountry Lands, Inc.

BACKGROUND STATEMENT

WHEREAS, Yaschik Development Company, Inc., Gramling Brothers Real Estate and Development, Inc., and Lowcountry Lands, Inc. (hereinafter collectively the "Developer") established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 13, 2006 and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, SC, as amended by First Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded at Book D-642, Page739, as amended by Second Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated February 11, 2008 and recorded at Book H651 at Page 263, as amended by Third Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated March I 0, 2008 and recorded at Book Y-653 at Page 165, as amended by Fourth Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated May J.3, 2008 and recorded at Book N'(,o at Page on (the "Master Deed").

WHEREAS, pursuant to Section 7.3 of the Master Deed, Developer has the reserved sole and exclusive right, so long as Developer is a Unit Owner, to unilaterally amend this Master Deed, so long as such amendments do not materially affect the ownership interest of any Unit Owner; and,

WHEREAS, Developer owns at least one unit in the Property and desires to amend the Master Deed to reflect notice requirements to a mortgagee owning and holding the first recorded mortgage encumbering a Unit other than a Unit owned by Developer of certain actions; and

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 7.3 of the Master Deed, does hereby amend the Master Deed as follows:

I. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Section 6.3 (A) is replaced in its entirety, with the following:

{00107194.DOC}

Bl 8 6 6 3 PG 2 3 6

Property and Casualty Coverage. A master policy or policies of casualty insurance on all Units, General Common Elements, Limited Common Elements, Shared Limited Common Elements, and all personal property owned by the Association located on the Condominium Property, written on a "broad form" ''all-risk basis," with special extended coverage, use and occupancy coverage, and a replacement cost endorsement, for no less than one hundred percent (100%) of the replacement value of all Units, General Common Elements, Limited Common Elements, Shared Limited Common Elements, and all Association personal property located therein, or the maximum amount of coverage available through the National Flood Insurance Program in the case of flood insurance and such other fire, flood, earthquake, property damage and casualty insurance as the Board of Directors shall deem necessary for the protection of the Owners and their Mortgagees, as their respective interests appear; including without limitation fixtures, cabinets, windows and doors, counters, appliances, shelving and the like initially installed in the Units by the Declarant, and replacements thereof up to the value of those initially installed by the Declarant, together with all air conditioning and heating equipment servicing the Condominium Property and the Units; but not including (i) furniture, wall coverings, and improvements, betterments, or additions not initially supplied or installed by Declarant, (ii) land, foundation, excavation, or other items normally excluded from coverage, and (iii) personal property of Owners and lessees of Owners, their families, invitees and guests. The policy or policies shall be written in the name of, and the proceeds thereof shall be payable to the Association as trustee for each Owner in direct ratio to each Owner's Percentage Interest based on the Total Percentage Interest, and shall provide for a separate loss payable endorsement in favor of the Mortgagee or Mortgagees of each Unit, if any; provided, however, that notwithstanding such loss payable endorsement, the appropriate application of all proceeds recovered thereunder shall be reasonably determined by the Board of Directors, in its sole discretion. If obtainable, the policy or policies shall also contain provisions waiving (a) the right of the insurer to subrogation against the Association, the Association Manager, the Board, and against the individual Owners; and (b) any rights of the insurer to contribution from hazard insurance policies purchased by the Owners upon the contents and personal property contained within their Units. The minimum deductible amounts as may be commercially available for such insured perils may be included at the discretion of the Board if available and if a material savings, as determined by the Board in its sole discretion, in premium cost results therefrom, but the deductible amount will be considered a Common Expense and borne by the Association regardless of the number of Owners directly affected by the loss and reserves will be established therefore.

Notice to Association. The insurance carried by the Association as a common expense shall not include coverage for any Owner's furnishings, fixtures, personal property within his Unit, as well as any additions, improvements, or betterments that have been made to the Unit. Each Owner shall be responsible for obtaining, at the Owner's sole expense and option, property and casualty insurance coverage for his furnishings, fixtures, personal property within his Unit, as well as any additions, improvements, or betterments that have been made to the Unit. Each Owner shall also be responsible for obtaining at his own expense, comprehensive general liability coverage for any acts or omissions which occur within his Unit. All such insurance policies shall include provisions waiving (a) any right of the insurer to subrogation to claims against the Association, Association Manager, individual Owners, as well as their agents, employees, customers, business invitees, licenses, tenants and guests; and (b) any right of the insurer to contribution or pro-ration because of the master policy. Each Owner shall file a copy of such individual policy or policies with the Board or the Association Manager within thirty (30) days after the effective date of such insurance.

(00107194.DOC} 2

BK B 6 6 3 PG 2 3 7 3. Except as specifically amended and modified by this Fifth Amendment, the

Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank. Signature page follows.]

{00107194.DOC) 3

BK 8 6 6 3 PG 2 3 8

IN WITNESS WHEREOF, Developer has caused this Fifth Amendment to be executed to be effective as of this J'J day of m;; , 2008.

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

By: --rJ\OYI\"> m . En''" Its: ~ih"°'"

) ACKNOWLEDGMENT )

The foregoing instrument was acknowledged before me by Yaschik Development Company, Inc., byThm!a.s: m &v:i- , its lmiArnt , this~ day of ~ , 2008.

/~tJ~ Notary Public for South Carolina My Commission Expires: ~ /~017

{00107194.DOC} 4

WITNESS:

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

)

Bl 8 6 6 3 PG 2 3 9

Gramling Brothers Real Estate and Developmen~ ~

£~....___ By.:~ l>\G~~11t. Its. ~.;w-

) ACKNOWLEDGMENT )

The foregoing instrument was acknowledged before me by Gramling Brothers Real Estate and Development, Inc., by ~M GrM.~Dl', its :p.tJ;J,,.,,-r- , this~ day of m' ,2oos.

~UJJtl~ Notary Public for South Carolina My Commission Expires: ~/ ;/ t:> I/

(00107194.DOC} 5

BK B 6 6 3 PG 2 4 0

STA TE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT

COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me by Lowcountry Lands, Inc., by ·T~ m . Erv,, its :P186=h",t- , this ..22.j_ day of ~ , 2008.

Lcw:ii ti 1/a~ 1'1otary Public for South Carolina My Commission Expires: ~ /a. 0 17

{00107194.DOC} 6

8KB 66 3PG24 I

REC!ORDER'S PAGE NOTE: This page MUST remain with the original document

/(:D'~ Filed Ely: Buist, Elyars, & Taylor, LLC 884 Orl·eans Rd.

Suite 301 CJ CharleE;ton SC 29407

AUDl!QB §TAMI! !:!§Be

RECEIV~D fROM AMC

JUN 2 7 2008

PEGGY A. MOSELEY CHARLESTON COUNTY AUDITOR

Number of Pages:

I 1 I

PIO VERIFIED BY ASSESSOR

REP---1~~--JUN 27 DI

DATE, ______ _

DO NOT STAMP BELOW THIS LINE

FILED June 25, 2008

2:50:12 PM

BA B 6 6 3 PG 2 3 5 Charlie Lybrand, Register Charleston County, SC

AMOUNT DESCRIPTION Mas/Con

Recording Fee $ 12.00

State Fee $ -County Fee $ .

AMEND Postage

. TOTAL I$ 12.00 I

$Amount (In thousands):!._ ___ _,

DRAWER:

B - ECP

843-958·4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org ' ..

I lllllll llllll Ill lllll lllll lllll lllll lllll lllll llll llll #PGS:

25

After recording. return to: Nexsen Pruet, LLC Attn: Andrew Dennis, Esq. 205 King Street, Suite 400 Charleston, SC 2940 l

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

BP0498648

Reference: Book Z-599, Page 635 Book D-462, Page 739 Book H-651, Page 263 Book Y-653, Page 165 Book N-660, Page 097 · Book B-663, Page 235

SLXTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY

HORIZONTAL PROPERTY REGIME

THIS SIXTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HOJpZONTAL PROPERTY REGIME (this "Sixth Amendment") is made this /~ day of Uk.~ , 2015, by Yaschik Development Company, Inc., Gramling Brothers Real E tat0nd Development, Inc., and Lowcountry Lands, Inc. (collectively, the "Developer").

BACKGROUND STATEMENT

WHEREAS, the Developer established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 1, 2006 and recorded in Book Z-599, Page 635, of the RMC Office for Charleston County, South Carolina (the "Original Master Deed"), as amended by First Amendment to Mas.ter Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded in Book D-642, Page 739, of said RMC Office (the "First Amendment"), as amended by Second Amendment to Master peed for the Reverie on the Ashley Horizontal Property Regime dated Febrnary 11, 2008 and recorded in Book. H-651, Page 263, of said RMC Office (the "Second Amendment"), as amended by Third Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated March 10, 2008 and recorded in Book Y-653, Page 165, of said RMC Office (the "Third Amendment"), as amended by Fou1th Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated May 23, 2008 and recorded in Book N-660, Page· 097, of said RMC Office (the "Fourth Amendment"), and as amended by Fifth Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated May 29, 2008 and recorded in Book B-663, Page 235, of said RMC Office (the "Fifth Amendment") (the Original Master Deed, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and the Fifth Amendment being collectively referred to herein as the "Master Deed"); and

WHEREAS, pursuant to Section 7.3 of the Original Master Deed, as amended, the Developer has the reserved sole and exclusive right, so long as the Developer is a Unit Owner, to unilaterally amend the Master Deed, so long as such amendments do not materially affect the ownership interest of any Unit Owner; and

NPCHAR I: 1462543.9

WHEREAS, the Developer is inclined to amend Section 2.12 of the Master Deed to provide that additional phases of the Regime will be submitted to the plan and operation of this Master Deed on or before December 31, 2025; and

WHEREAS, pursuant to Section 2.12 of the Master Deed, as further herein below amended, Developer has reserved the right to add additional Buildings and Residential Units to the Regime in up to five (5) different phases by executing and recording an amendment to the Master Deed to that effect; and

WHEREAS, the Developer owns at least one unit in the Property and desires to amend the Master Deed as hereinafter set forth and to submit to the plan and operation of the Master Deed Phase IV, consisting of an approximately 52,354 square foot Building and associated Common Elements as the fourth phase of the Regime (hereinafter referred to as "Building 5").

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 7 .3 of the Original Master Deed, as amended, does hereby amend the Master Deed, and pursuant to Section 2.12 of the Master Deed, as hereinafter amended, does hereby submit Building 5 described herein and in the Exhibits attached hereto and incorporated herein by reference, together with all other improvements thereon, including all easements, rights and appurtenances thereto belonging, to the provisions of the Master Deed and the South Carolina Horizontal Property regime Act, Section 27-31-10, et ~., South Carolina Code of Laws, 1976, the provisions of which, unless expressly provided otherwise herein, are incorporated herein by reference and form a part of the Master Deed, for the purposes herein provided, and subject to all easements, covenants and restrictions of record or presently existing, including, but not limited to, specifically as set forth on Exhibit A. In order to effectuate submission of Building 5, the Developer further amends the Master Deed and Exhibit "C" as follows:

1. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Article 2, Section 2.12 of the Original Master Deed, as amended, is replaced in its . entirety with the following:

"Section 2.12. Subsequent Phases. The Developer, on behalf of itself, its successors and assigns, hereby reserves the right to implement subsequent phases of development, at any time and from time to time, in order to build additional Units and/or Common Areas. If Developer elects to implement subsequent phases of development pursuant to this Section, such implementation will be reflected by an amendment of this Master Deed which will be duly recorded in the Charleston County RMC Office. Such amendment will not require the oral or written consent of Owners other than the Developer. The Developer anticipates that there may be five subsequent phases ("Phases II-VI") and that no more than five (5) additional Buildings comprising up to eighty (80) Residential Units will be built in Phases II-VI. The Developer is entitled, but not obligated, to expand the Regime as aforesaid on or before December 31, 2025 by

2 NPCHARI :1462543.9

constructing additional Buildings and Residential Units on all or any portion of the Common Element and to submit said real property (or any portion thereof) and all improvements constructed thereon, to the Regime, from time to time, by filing one or more amendments to this Master Deed (including amendments to the Exhibits). Improvements as shall be so constructed by Developer shall be consistent with the quality and structure type of those constructed at the time this Master Deed is filed of record in the Charleston County RMC Office, although additional Residential Units may be laid out in different configurations or plans and different classes of accessory Units may be provided. The Developer does not anticipate that the proposed Phases II-VI will result in or include the addition of General Common Elements or that the proportionate amount of the Common Expense payable by the Owners of Phase I Units will increase substantially. A chart reflecting the percentage interest in the General Common Elements of Owners of Phase I Units that would result from the implementation of the proposed Phases II-VI is attached hereto as Exhibit "I"."

3. Article 2, Section 2.4, Subsection (C) is hereby deleted in its entirety and replaced with the following:

Section 2.4 Description of the Residential Units. The Property ctmently consists of four (4) buildings designated as Building No. 2, Building No. 3, Building No. 4 and Building No. 5, consisting of six floors in each building and sixty-four (64) Residential Units: Building No. 2: Units 2101, 2102, 2103, and 2104 located on the second floor, Units 2201, 2202, 2203, and 2204 located on the third floor, Units 2301, 2302, 2303, and 2304 located on the fourth floor, and Units 2401, 2402, 2403, and 2404 located on the fifth floor; and Building No. 3: Units 3101, 3102, 3103, and 3104 located on the second floor, Units 3201, 3202, 3203, and 3204 located on the third floor, Units 3301, 3302, 3303, and 3304 located on the fourth floor, and Units 3401, 3402, 3403, and 3404 located on the fifth floor; and Building No. 4: Units 4101, 4102, 4103, and 4104 located on the second floor, Units 4201, 4202, 4203, and 4204 located on the third floor, Units 4301, 4302, 4303, and 4304 located on the fourth floor and Units 4401, 4402, 4403, and 4404 located on the fifth floor; and Building No. 5: Units 5101, 5102, 5103, and 5104 located on the second floor, Units 5201, 5202, 5203, and 5204 located on the third floor, Units 5301, 5302, 5303, and 5304 located on the fourth floor and Units 5401, 5402, 5403, and 5404 located on the fifth floor. The rooftop terraces are limited common elements for the benefit of the fourth floor units. The first or ground floor of Building No. 2, Building No. 3, Building No. 4 and Building No. 5 is a covered parking garage. All Residential Units are accessed from the garage level via a shared staircase and a shared elevator.

4. Article 2, Section 2.4, Subsection (F) is hereby amended to read sixty-four (64) Residential Units.

5. Article 2, Section 2.4, Subsection (H) is hereby amended to state that the term "Residential Unit" comprises sixty-four (64) units, as depicted on Exhibit "C."

3 NPCHAR I: 1462543.9

6. The Developer hereby amends the Master Deed by adding the following Section 2.13 to the Master Deed:

2.13 Assignment of Developer Rights. The Developer shall be entitled to assign the rights reserved to the Developer in this Master Deed, in whole or in part, including without limitation, the rights reserved in this Article 2, to any person or entity to whom any portion of the Property is transferred or mortgaged.

7. Exhibit "C" to the Master Deed is hereby amended to include the building plans, floor plans, elevation drawings and Architect's Certification attached hereto as Exhibit "C-3."

8. Exhibit "E" to the Master Deed is hereby deleted in its entirely and replaced with Exhibit "E" attached to this Sixth Amendment and made a part of the Master Deed by this reference.

9. Except as specifically amended and modified by this Sixth Amendment, the Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank. Signature page follows.]

4 NPCHAR I: 1462543.9

[SIGNATURE PAGE TO SIXTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME]

IN WITNESS WHEREOF, the Developer has caused this Fifth Amendment to be executed to be effective as of the day and year first above written.

WITNESSES:

(Witness)

STATE OF SOUTH CAROLINA

Y ASCHIK DEVELOPMENT

COMPANY, INC. --~

By~&-. (SEAL)

N ame: __ 'lJ;--=-=--=-""o=ma...i=s=...!..:lh--'-'.=---Ei.:._r-=-"':...:..·"~---

Its: --~---=-=-=-~.....,,,.,..,-"-"1"=--------

ACKNOWLEDGMENT COUNTY OF CHARLESTON

The foregoing instrument was acknowledged before me this /~1-)day of flM.~ , 2015, by J>,i,.,,y.,Q,.d '11'\, @,A..V..t ·.) as _....,fk.a~ .... i .... ~ ... l.,:r""""""--------­of YASCHIK DEVELOPMEN} COMPANY, INC., a South Carolina corporation, on behalf of the corporation.

u.~~4AA---~~{!--t,~Q~ ~14-L .lkh.:::..:::...=._/ ___ (SEAL) to'tary Public ~olina

Print Name of Notary Public: :S.ne..t ~ ~nen_ My Commission Expires: __ ?-"-1--'/2.""""f.._,_l.-JJ>""""'-~Z.~I __

' I

[AFFIX NOTARY SEAL]

5 NPCHAR I: 1462543.9

~ I

[SIGNATURE PAGE (continued) TO SIXTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME]

IN WITNESS WHEREOF, the Developer has caused this Fifth Amendment to be executed to be effective as of the day and year first above written.

WITNESSES:

STATE OF SOUTH CAROLINA )

GRAMLING BROTHERS REAL ESTATE AND DEVELOPM NT, INC. (SEAL)

Name: Ben M. ~ram\\V)~JTT Its: -Pees \Ae.n±

) ACKt'\IOWLEDGMENT COUNTY OF CHARLESTON )

The foregoing instrument was acknowledged before me this \ <g"+'t'\ day of August , 2015, by Ben M ~ Gravn\\Y\!L :rn: as _'P..LrLle ...... sLL\Jo!!.6e""1n_._+-'-----------­of GRAMLING BROTHERS REA£ ESTATE AND DEVELOPMENT, INC., a South Carolina corporation, on behalf of the corporation.

Clli ~ (SEAL) Notary Public for South Carolina

Print Name of Notary Public: C.b\o f c lt1C{)fu My Commission Expires: March \]1 io i5 [AFFIX NOTARY SEAL]

6 NPCHAR 1: 1462543.9

[SIGNATURE PAGE (continued) TO SIXTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME]

IN WITNESS WHEREOF, the Developer has caused this Fifth Amendment to be executed to be effective as of the day and year first above written.

WITNESSES: LOWCOUNTRY LAN"C. (SEAL)

By ?Z7!!J_~ (Witness)

Name: 7J\llhA~ m. i?R.tlin

Its: ---=-ft ...... re.""""~-~-.....<L/IL..t _____ _

ST A TE OF SOUTH CAROLIN A ACKNOWLEDGMENT

COUNTY OF CHARLESTON

The foregoing instrument was acknowledged before me this /!"'1day of Glc.~ 2015, by 7bDm9s ln.&v;t\ as _.B..zi~:;...5o}J;c/Q.....::;_""h-1._T _______ _ of LOWCOUNTRY LANDS, INC., a South Carolina corporation, on behalf of the corporation.

·~ f!.Q~ (SEAL)

N<?taf)IPllblic fo~na

Print Name of Notary Public: 5'4R.J:1 C ~nel'L

My Commission Expires: __ 1=-1l=t".2~8_,_A~'»~l~/ __ _ I I

[AFFIX NOTARY SEAL]

7 NPCHAR I: 1462543.9

Exhibit C-3

Building 5

NOTE Exhibit "C-3" is composed of the attached survey showing the location of Building 5 and other improvements. Exhibit "C-3" also includes an attached set of floor plans for Building 5 dated June 28, 2013, prepared by Schmitt Walker Architects, which shows graphically the dimensions, area and location of each Residential Unit therein, and the dimensions, area and location affording access to each Residential Unit. The Architect's Certification dated July 9, 2015 is also attached hereto and made a part hereof by this reference.

The Common Elements of Building 5 are all of said building, saving and excepting therefrom the Residential Units, being Units 5101, 5102, 5103, 5104, 5201, 5202, 5203, 5204, 5301, 5302, 5303, 5304, 5401, 5402, 5403, and 5404; and the Limited Common Elements of Building 5, being (I) the rooftop teffaces that are Limited Common Elements of the fourth floor Residential Units; (2) purchased, additional parking spaces, if any; and (3) the portions of Building 5 that are described in Section 2.4(1) of the Master Deed.

NPCHAR I: 1462543.9

\ ·-"\

zm~E VE ELEV. 12

ZONE AE fLEV. 17

'·· PIP:,.- \_ • 'o \ I

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.. ARCl-DTECT'S CERTIFICATION

[Pursuant to S.C. Code§ 27-31-110]

I, James S. Walker, a licensed South Carolina Architect, hereby certify that, to the best of my knowledge, information and belief, the floor plans and elevations of Building No. 5 being filed simultaneously with the Master Deed of Reverie on the Ashley Horizontal Property Regime graphically show the building layout, locations, dimensions, area and unit numbers of each of the sixteen (16) apartments there.in. and the dimensions, areas and location of the common elements affording access to each such apartment.

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SJ..:::. •• ·o •• •• ~ ·~ :i::!: JAMES •. ~ ~ :: Cl) f STROM WALKER : Y' ~1 t : Charleston. SC : .: " ' . . .. (SEAL) • ~ •• No 5039 : '- : ~~··. . ..·()~ .. ~ •• •• ~«; ...

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STATEOF~9J!Ji011 o(AµL_,

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duly sworn personally appeared before me this day and acknowledged the due execution of the foregoing document.

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Exhibit "E"

Schedule of Assigned Values, and Voting Rights and Interests in the Common Elements Stated as a Percentage Interest.

This is a schedule of Assigned Values, and Voting Rights and Interests in the Common Elements Stated as a Percentage Interest appurtenant to Residential Units in Reverie on the Ashley Horizontal Property Regime, Phases I through IV, and upon development, Phases V and VI, inclusive. The Assigned Value is for statutory purposes only and has no relationship to the actual value of each Residential Unit.

REVERIE ON THE ASHLEY

Condominium Unit Numbers

Building 2

2101

2102

2103

2104

2201

2202

2203

2204

2301

2302

2303

2304

2401

2402

2403

2404

Building 3

3101

3102

3103

3104

3201

3202

Square Footage

1,754

1,772

1,772

1,754

1,754

1,772

1,772

1,754

1,754

1,772

1,772

1,754

1,754

1,772

1,772

1,754

1,754

1,772

1,772

1,754

1,754

1,772

Assigned Value

$438,500

$443,000

$443,000

$438,500

$438,500

$443,000

$443,000

$438,500

$438,500

$443,000

$443,000

$438,500

$438,500

$443,000

$443,000

$438,500

$438,500

$443,000

$443,000

$438,500

$438,500

$443,000

Voting Rights & Interests

Stated as a Percentage

Interest

1.31650%

1.33001 %

1.33001 %

1.31650%

1.31650%

1.33001 %

1.33001%

1.31650%

1.31650%

1.33001 %

1.33001 %

1.31650%

1.31650%

1.33001 %

1.33001 %

1.31650%

1.31650%

1.33001%

1.33001%

1.31650%

1.31650%

1.33001 %

NPCHARI: 1462543.9

\

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REVERIE ON THE ASHLEY

Voting Rights & Interests

Stated as a Condominium Square Assigned Percentage Unit Numbers Footage Value Interest

3203 1,772 $443,000 1.33001%

3204 1,754 $438,500 1.31650%

3301 1,754 $438,500 1.31650%

3302 1,772 $443,000 1.33001 %

3303 1,772 $443,000 1.33001%

3304 1,754 $438,500 1.31650%

3401 1,754 $438,500 1.31650%

2402 1,772 $443,000 1.33001 %

2403 1,772 $443,000 1.33001 %

2404 1,754 $438,500 1.31650%

Building 4

4101 1,754 $438,500 1.31650%

4102 1,772 $443,000 1.33001 %

4103 1,772 $443,000 1.33001 %

4104 1,754 $438,500 1.31650%

4201 1,754 $438,500 1.31650%

4202 1,772 $443,000 1.33001 %

4203 1,772 $443,000 1.33001 %

4204 1,754 $438,500 1.31650%

4301 1,754 $438,500 1.31650%

4302 1,772 $443,000 1.33001%

4303 1,772 $443,000 1.33001 %

4304 1,754 $438,500 1.31650%

4401 1,754 $438,500 1.31650%

4402 1,772 $443,000 1.33001 %

4403 1,772 $443,000 1.33001%

4404 1,754 $438,500 1.31650%

Building 5

5101 1,754 $438,500 1.31650%

5102 1,772 $443,000 1.33001%

5103 1,772 $443,000 1.33001%

5104 1,754 $438,500 1.31650%

5201 1,754 $438,500 1.31650%

2 NPCHARI :1462543.9

.. REVERIE ON THE ASHLEY

Voting Rights & Interests

Stated as a Condominium Square Assigned Percentage Unit Numbers Footage Value Interest

5202 1,772 $443,000 1.33001%

5203 1,772 $443,000 1.33001 %

5204 1,754 $438,500 1.31650%

5301 1,754 $438,500 1.31650%

5302 1,772 $443,000 1.33001%

5303 1,772 $443,000 1.33001%

5304 1,754 $438,500 1.31650%

5401 1,754 $438,500 1.31650%

5402 1,772 $443,000 1.33001 %

5403 1,772 $443,000 1.33001%

5404 1,754 $438,500 1.31650%

Dock Units

1 450 $112,500 0.33776%

2 450 $112,500 0.33776%

3 450 $112,500 0.33776%

4 450 $112,500 0.33776%

5 450 $112,500 0.33776%

6 450 $112,500 0.33776%

7 450 $112,500 0.33776%

8 450 $112,500 0.33776%

9 450 $112,500 0.33776%

10 450 $112,500 0.33776%

11 450 $112,500 0.33776%

12 450 $112,500 0.33776%

13 450 $112,500 0.33776%

14 450 $112,500 0.33776%

15 450 $112,500 0.33776%

16 450 $112,500 0.33776%

17 450 $112,500 0.33776%

18 450 $112,500 0.33776%

19 450 $112,500 0.33776%

20 450 $112,500 0.33776%

21 450 $112,500 0.33776%

22 450 $112,500 0.33776%

3 NPCHAR I: 1462543.9

' . -.

REVERIE ON THE ASHLEY

Voting Rights & Interests

Stated as a Condominium Square Assigned Percentage Unit Numbers Footage Value Interest

23 450 $112,500 0.33776%

24 450 $112,500 0.33776%

25 600 $150,000 0.45034% 26 600 $150,000 0.45034%

27 600 $150,000 0.45034%

28 600 $150,000 0.45034%

29 600 $150,000 0.45034%

30 600 $150,000 0.45034%

31 600 $150,000 0.45034%

32 600 $150,000 0.45034%

33 600 $150,000 0.45034%

34 600 $150,000 0.45034%

35 600 $150,000 0.45034%

36 600 $150,000 0.45034%

37 600 $150,000 0.45034%

38 600 $150,000 0.45034%

39 600 $150,000 0.45034%

40 600 $150,000 0.45034%

$33,308,000 100.00000%

Buildings 1 and 6 will be submitted in any order as Phases V and VI. As each of those phases is added, the total Assigned Value of all phases submitted and constituting Reverie on the Ashley Horizontal Property Regime at that time and the Percentage Interest of each Residential Unit may be determined. In determining the Percentage Interest of each Unit, a formula is employed using the Assigned Value of each Unit set forth in this Exhibit "E", as amended for each phase added, as the numerator and the total Assigned Values of all Residential Units (including the phase being submitted and all phases previously submitted to the Regime) as the denominator. The resulting fraction will then be expressed as a percentage rounded to the nearest .00001. The total Assigned Values assigned to each Building that may be constructed and submitted to the Regime as phases V and VI will be in accordance with the following schedule.

4 NPCHAR I : 146254 3. 9

'I

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Total Assigned Values in Buildings 2 thru 5

Total Assigned Values in Proposed Building I

Total Assigned Values in Proposed Building 6

Total Assigned Values of the Project, When All Phases Are Constructed and Submitted

$ 33,308,000

$ 7,052,000

$ ___ 7,~0_52~,_oo_o_

$ 47,412,000

As an example, when Building I, composed of 16 Residential Units, is added as Phase V, the total Assigned Values in Phases I - IV ($33,308,000) would be added to the additional Assigned Values in Phase V ($7,052,000), so that, following submission the total Assigned Values in Phases I and V would be $40,360,000. To determine the Percentage Interest of Residential Unit 1404 (1,754 square feet) when Phase Vis added to Phases I - IV those five (5) phases constitute the entire Regime, the following fo1mula would be used:

ASSIGNED VALUE $ 438,500 = 1.08647% TOT AL ASSIGNED VALUES $40,360,000

5 NPCHAR I: 1462543.9

RECORDER'S PAGE

NOTE: This page MUST remain with the original document

Filed By: NEXSEN PRUET, LLC

205 KING STREET, SUITE 400

P.O. BOX 486

CHARLESTON SC 29402 (BOX)

MAKER: IYASCHIK DEV co INC ETAL

RECIPIENT:

IN/A

Original Book: Original Page: I Z599 I 635

AUDITOR ST.!>.J,IP HERE

RECE\VED From RMC AIU:'; 20 2015

PETffiJ.TEOOEiiSURG CflaTlestone-0nntyAuditor

111111111111111111111111111111

0498

Book

111111111111111111111111111111 1111111111111111111111111

Z599 635

Original Book Original Page

1111111111111111111111111

648

Page

Book

I 0498

Note: I~~

RECORDED Date:I Augus_t 19, 2015

Time: I 10:17:12 AM Page DocT'f.ee

I 648 11 Amen/Mas Deed

Charlie Lybrand, Register Charleston County, SC

#of Pages: I 25

$ 10.00

$ -

$ -$ 20.00

$ -

$ -

Recording Fee

State Fee

County Fee

Extra Pages

Postage

Chattel

TOTAL $ 30.00

Drawer Drawer 2

Clerk JBA

1111111111111111111111111111111111111111111111111111111111111111111111 11111111111111111111

08/19/2015 25

Recorded Date # Pgs

111111111111111 llllllllllllllllllllllllllllllllllllllllllllllllllllllllllll D 10:17:12

Doc Type Recorded Time

843-958-4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org

I I

I

I lllllll llllll Ill lllll lllll lllll lllll lllll lllll llll /111 BP0656890

#PGS:

7

Reference: Book Z-599, Page 635 Book D-642, Page 739 BookH-651, Page 263 Book Y-653, Page 165 Book N-660, Page 097 BookB-663, Page 235

Book 0498, Page 648

STATE OF SOUTH CAROLINA ) ) ) )

SEVENTH AMENDMENT TO THE MASTER DEED FOR THE REVERIE ON THE ASHLEY HORIZONTAL PROPERTY REGIME

COUNTY OF CHARLESTON )

THIS SEVENTH AMENDMENT TO MASTER DEED FOR THE REVERIE ON THE ASHLEY HOR~p~TAL PROPERTY REGIME (this "Seventh Amendment") is made this ~_day of~2017 (the "Effective Date"), byYASCHIKDEVELOPMENT COMPANY, INC., GRAMLING BROTHERS REAL ESTATE AND DEVELOPMENT, INC., and LOWCOUNTRY LANDS, INC. (hereinafter collectively referred to as the "Developer").

BACKGROUND STATEMENT

WHEREAS, Developer established and created the Reverie on the Ashley Horizontal Property Regime (the "Regime") by submitting and recording the Master Deed for Reverie on the Ashley Horizontal Property Regime, dated September 13, 2006, and recorded in the RMC Office for Charleston County, South Carolina (the "RMC Office"), in Book Z-599 at Page 635, (the "Original Master Deed"), as amended by that certain First Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated September 24, 2007 and recorded in said RMC Office in Book D-642 at Page 739 (the "First Amendment"), and as further amended by that certain Second Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated February 11, 2008 and recorded in said RMC Office in Book H-651 at Page 263 (the "Second Amendment"), and as further amended by that certain Third Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated March 10, 2008 and recorded in said RMC Office in Book Y-653 at Page 165 (the "Third Amendment"), and as further amended by that certain Fourth Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated May 23, 2008 and recorded in said RMC Office in Book N-660 at Page 097 (the "Fourth Amendment"), and as further amended by that certain Fifth Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated May 29, 2008 and recorded at Book B-663 at Page 235 (the "Fifth Amendment"), and as further amended by that certain Sixth Amendment to Master Deed for the Reverie on the Ashley Horizontal Property Regime dated August 18, 2015 and recorded at Book 0498 at Page 648 (the "Sixth Amendment") (hereinafter collectively referred to as the "Master Deed").

1 NPCHAR1:2146152.5

WHEREAS, pursuant to Section 7 .3 of the Original Master Deed, as amended, Developer has the reserved sole and exclusive right, so long as Developer is a Unit Owner, to unilaterally amend the Master Deed, so long as such amendments do not materially affect the ownership interest of any Unit Owner; and,

WHEREAS, Developer owns at least one Unit in the Property and desires to amend the Master Deed as hereinafter set forth.

NOW, THEREFORE, the Developer, pursuant to the provisions of Section 7.3 of the Original Master Deed, as amended, does hereby amend the Master Deed as follows:

1. All capitalized terms used herein but not defined herein shall have the definitions set forth in the Master Deed.

2. Section 1.1 of the Original Master Deed, as amended, is hereby amended by adding the following new definitions at the end of Section 1.1 of the Original Master Deed, as amended:

"Assessment" means an Owner's share of the Common Expenses or other charges from time to time assessed against an Owner by the Association in the manner herein provided. Assessments include Annual Assessments, Special Assessments and Specific Assessments, all as defined or otherwise described in Article VIII herein.

"Governing Documents" means collectively this Master Deed, the Articles of Incorporation of the Association, the Bylaws of the Association, the rules and regulations of the Association and all exhibits to any of the foregoing, all as they may be amended or supplemented from time to time.

"Occupant" means any person, including, without limitation, any Owner, occupying or otherwise using a Unit, Tenant and their respective families, servants, agents, guests, and invitees. Any person who is physically present in or occupies a Unit at the invitation of the Owner or Tenant for consideration shall be deemed a "Tenant".

"Tenant" means the person or persons, entity or entities, which occupy or are entitled to occupy a Unit for consideration. Tenants shall not be members of the Association, but shall, through the Owner, be entitled to certain rights and undertake certain obligations with respect to the Unit.

3. Article VII of the Original Master Deed, as amended, is hereby amended by adding the following new Section 7.5 at the end of Article VII of the Original Master Deed, as amended:

"7.5 Owner Responsible for Conduct of Tenants and Occupants. The Owner of a Unit is responsible for all conduct of each Occupant of the Unit, including, without limitation, any claim for injury or damage to persons or property caused by the acts or omissions of the Owner's Occupants. Regardless of whether or not expressed in the lease, each Owner

2 NP CHAR 1 :2146152.5

shall be jointly and severally liable with the Tenant to the Association: (i) for any amount incurred by the Association to repair any damage to any Common Area resulting from acts or omissions of the Tenant or such Tenant's family, Occupants, guests or invitees; (ii) for the acts and omissions of the tenant or such tenant's family, occupants, guests or invitees which constitute a violation of, or non-compliance with, the provisions of this Master Deed or any other Governing Documents or any rules and regulations adopted by the Association from time to time (before or after the execution of the lease) or any other agreement, document or instrument governing the Units; and (iii) for payment of any claim for the injury or damage to property caused by the negligence of the Tenant or such Tenant's family, Occupants, guests or invitees, and the Association may levy an Specific Assessment against the Unit therefor."

4. Article VIII of the Original Master Deed, as amended, is hereby amended by adding the following new Section 8.10 at the end of Article VIII of the Original Master Deed, as amended:

"Section 8.10 Specific Assessments. Any expenses incurred by the Association or the Declarant because of the actions of one or more Owners or Occupants, or because of their failure to act, and with respect to which such expenses are chargeable thereto and recoverable therefrom pursuant to any provision of this Master Deed (including, but not limited to, recoverable expenses incurred as a result of work performed on behalf of an Owner, and any fines as may be imposed against an Owner in accordance with Section 6.17 of this Master Deed or the Bylaws of the Association) will be specially assessed as a "Specific Assessment" against each such Owner and the Owner's Unit."

5. Except as specifically amended and modified by this Seventh Amendment, the Master Deed shall continue in full force and effect in accordance with its terms.

[Remainder of page intentionally left blank. Signature page follows.]

3 NPCHAR1:2146152.5

IN WITNESS WHEREOF, Developer has caused this Seventh Amendment to be executed to be effective as of the Effective Date first set forth above.

WITNESSES:

Signature ~f Witness #2 · Print Namel'>UYim~ss #2:

J

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

) ) )

YASCHIK DEVELOPMENT COMP ANY, INC., a South Carolina co,ration

By: - ,,-.. Name: __ /~lto=m~A~~-[!Yl~f21r~"' ~V~/_N __ _

Title: f?Rt;) I/)![""

ACKNOWLEDGMENT

The foregoing instrument was acknowledged before me by Y ASCHIK DEVELOPMENT COMPANY, INC., a South Carolina corporation, by \i11cY1/!(1ov l"I F t~vt h , its

}\-c6~jP II), \: , this C< 11-h day o~~; ~P· // __ 1, _71 ~ . ,)JaAttlll l .~hJ£?/llL/;£i!VV--'

Official Signature of Notary Public

c l l 1 '. . ... ::::ice v l{.. 1 l·~ . H q \[ v I 60 CJ

Notary's printed or typed name'

Notary Public for -"-=~="'-~"""'--'---'---'-,---"='­

My Commission Expires: 3 /3 (d (_;-;;.. 1

(Official Seal)

[SIGNATURES CONTINUE ON FOLLOWING PAGE]

4 NPCHAR1:2146152.5

WITNESSES:

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

) ) )

GRAMLING BROTHERS REAL ESTATE AND DEVELOPMENT, INC., a South Carolina corporation

By:

--~ '\fl c 'l Name: uev1 \, \ , ~:orrw v've, 1 1~1-~i Title: 'hr- v1 +-

ACKNOWLEDGMENT

The foregoing instrument was acknowledged before me by GRAMLING BROTHERS REAL ESTATE AND DEVELOPMENT, INC., a South Carolina corporation, by Ee--1 M C,uowi\ 1'1/)'1 ,its rr<;::',1dev1 t=, ,t~is ::ntt, dayof]Q™l12011.

-~-1 • /a,iaft -7/_ ~JJ;~~~:Jfi/J,''~-

official Signature of Notary Public

?''' I I i 1 l Oo v-o 'J rl ,- o 1rif 1·s c:vl Notary's printed or typed name

Notary Public for _;=:,;c__;__:_;_~=-c-=-c__,,,__,, __

My Commission Expires: 3/3 /:JC,::,) 7

(Official Seal)

[SIGNATURES CONTINUE ON FOLLOWING PAGE]

5 NPCHARI :2146152.5

WITNESSES:

STATE OF SOUTH CAROLINA

COUNTY OF CHARLESTON

) ) )

LOWCOUNTRY LANDS, INC., Carolina corporation

1l--m<Z By:

a South

Name: _,__~f~1i~()j1~1/f~f~lfl_.___.t---~~v~//_r) __

Title: Mt:Sl/J~J

ACKNOWLEDGMENT

The foregoing instrument was acknowledged before me by LOWCOUNTRY LANDS, INC., a South Carolina corporation, by.[bovv-11::.?:s M E t\11 \!\ , its P~cs t cle l/l t , this day of Jmle, 201 7.

JL"uJ! fj_ i\lwz/IA~941 / Official Signature of Notary Public ~

Sa1ra h H. H c;.1rn~scrn, Notary's printed or typed name

NotaryPublicfor L bc(r le-st0111, j ~

My Commission Expires: 313 I (]ca 7 t t

(Official Seal)

6 NPCHAR1:2146152.5

RECORDER'S PAGE

NOTE: This page MUST remain with the original document

Filed Bv: Book

RECORDED Date:! August 2, 2017 I Time: I 3:35:26 PM I

Page DoCT'{.11.e NEXSEN PRUET, LLC PO DRAWER 2426 I 0656 I 890 I I Amen/Mas/Deed I

·· COLUMBIA SC 29202 (MAIL)

MAKER: IYASCHIK DEVELOPMENT ETC

RECIPIENT:

Original Book: I Z599

AUDITOR STAMP HERE

RECEIVED From RMC

Aug 07, 2017

Peter J. Tecklenburg

Charleston County Auditor

Note:L~

Original Page: I 635

PIO VERIFIED BY ASSESSOR

REP MKD

. DATE 08/08/2017

Charlie Lybrand, Register Charleston County, SC

#of Pages: I 7

Recording Fee

State Fee

County Fee

Extra Pages

Postage

Chatte

TOTAL

$ 10.00 --$ -$ -$ 2.00

$ -I $ -

$ 12.00

DRAWER Drawer 4 CLERK BLH

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. " ...

0656

Book

llllllllllllllllllllllllllllll Z599

Original Book

890

Page

1111111111111111111111111

635

Original Page

08/02/2017 7

Recorded Date # Pgs

111111111111111 I lllllllllll lllll II II llllll lllll lllll II II llllll lllll llllllll D 15:35:26

Doc Type Recorded Time

843-958-4800 101 MEETING STREET CHARLESTON, SC 29401 www.charlestoncounty.org