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AMENDED
BYLAWS OF THE
GOLDENWOOD PROPERTY OWNERS ASSOCIATION, INC.
The name of the organization shall be the Goldenwood Property Owners
Association, Inc.
ARTICLE I
OBJECT
1. The purposes for which this non-profit corporation has been formed are to
administer the common affairs of all of the owners of lots in the "Subdivision", as that
term is defined in the Restrictive Covenants hereinafter described; to assure the upkeep,
maintenance, improvement and administration of the Common Properties as such are
defined in the Restrictive Covenants hereinafter described; to assure the upkeep,
maintenance, improvement and administration of any additional property which may later
be acquired by or placed under the control of Goldenwood Property Owners
Association, Inc.; and more generally, to carry out the functions and exercise the powers
described in the Articles of Incorporation of Goldenwood Property Owners Association,
Inc.
2. All present or future owners tenants, future tenants, or any other person that
might use the facilities of Goldenwood Property Owners Association, Inc. in any
manner, are subject to the regulations set forth in these Bylaws. The mere acquisition,
occupancy or rental of any of the platted lots within the Subdivision, or in any additional
property later placed under the jurisdiction of The Goldenwood Property Owners
Association, Inc. will signify that these Bylaws are accepted and ratified and that the
owner, tenant or occupant thereof will comply with the terms and provisions hereof.
ARTICLE II
DEFINITIONS
1. Articles. "Articles" shall mean and refer to the Articles of Incorporation of
Goldenwood Property Owners Association, Inc.
2. Association. Association" shall mean and refer to Goldenwood Property
Owners Association, Inc., its successors and assigns.
3. Common Properties. Common Properties" shall mean and refer to the
"Common Properties" as the term is defined in the Restrictive Covenants including but
not limited to streets which have been completed but have not been accepted by the
appropriate governmental entity for maintenance.
4. Subdivision. "Subdivision" shall mean and refer to Goldenwood, Section I, a
Subdivision in Hays County, Texas, according to the map or plat thereof recorded in
Book 2, Pages 249-250, Plat Records of Hays County, Texas, including any additional
areas which may be later brought under the jurisdiction of the Association in accordance

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with the Restrictive Covenants.
5. Majority of Owners. As used in these Bylaws, the term "majority of Owners
shall mean the presence in person or proxy of Owners entitled to cast more than fifty
percent (50%) of the total votes of the Association membership, as specified in the
Restrictive Covenants and the Articles.
6. Member. "Member" or "Members" shall mean and refer to any person who is
an Owner, and therefore a member of the Association.
7. Owner. "Owner" or "Owners shall mean and refer to the record owner,
whether one or more persons or entities, of any fee simple interest in any Lot, but
excluding the beneficiary of any mortgage.
8. Restrictive Covenants. "Restrictive Covenants" shall mean and refer to the
Declaration of Covenants, Conditions and Restrictions for Goldenwood, Section I, of
record in Volume 374, Page 425, Deed Records of Hays County, Texas, and any addition
to or modification or amendment of same, including without limitation any supplemental
declarations filed of record in accord with the provisions of said Restrictive Covenants.
Unless otherwise expressly provided herein, all terms used herein shall have the same
meaning as those terms have in the Restrictive Covenants.
9. Architectural and Protective Committee. "Architectural and Protective
Committee" shall mean and refer to that three member committee whose composition,
duties and powers are set forth in Article Six of the Restrictive Covenants.
ARTICLE III
MEMBERSHIP, VOTING, QUORUM, PROXIES, MOTIONS
1. Membership. Any person or entity upon becoming an Owner shall
automatically become a Member of this Association and be subject to these Bylaws.
Membership shall be appurtenant to and shall run with the property interest which
qualifies the Owner thereof for membership, and membership may not be severed from,
or in any way transferred, pledged, mortgaged, or alienated except together with the title
to the property interest. Membership shall terminate without any formal Association
action whenever such person or entity ceases to be an Owner, but such termination shall
not relieve or release any such former Owner from any liability or obligation incurred
under or in any way connected with the Association during the period of such ownership
and membership in this Association or impair any rights or remedies which the Board of
Trustees of the Association or others may have against such former Owner and Member
arising out of or in any way connected with such ownership and membership and the
covenants and obligations incident thereto. No certificates of stock shall be issued by the
Association, but the Board of Trustees may, if it so elects, issue certificates or cards
evidencing membership in the Association. Such certificate or card shall be surrendered to
the Secretary whenever ownership of the Lot designated thereon shall terminate.
2. Voting. The voting rights of each member shall be determined under the terms
of the Restrictive Covenants and the Articles. Cumulative voting is prohibited.
3. Quorum. The presence in person or by proxy of persons entitled to cast at

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least a majority of the votes of the membership of the Association shall constitute a
quorum, and except as otherwise provided in the Restrictive Covenants or these Bylaws,
a vote representing more than fifty percent (50%) of the votes held by Owners
represented at the meeting, either in person or by proxy, shall be sufficient to either
defeat or approve any proposed action. If any meeting cannot be held because a quorum
is not present, the Members present, either in person or by proxy, may add the meeting
to a time not less than forty-eight (48) hours nor more than thirty (30) days from the time
set for the original meeting, at which adjourned meeting the quorum requirement shall be
waived. Except as otherwise provided herein, action may be taken by a vote of a majority
of the votes present at such adjourned meeting.
4. Proxies. Votes may be cast in person or by proxy. All proxies shall be in
writing and filed with the Secretary at or before the appointed time of each meeting. All
proxies shall be revocable, and no proxy shall be valid for a period of greater than eleven
(11) months.
5. Motions. Any Owner present at a meeting representing two or more Lots may
make a motion and have the same voted upon without the necessity of a "second".
ARTICLE IV
ADMINISTRATION
1. Association Responsibilities. The Members will have the responsibility of
administering the affairs of the Association through its Board of Trustees.
2. Place of Meetings. Meetings of the Association shall be held at the registered
office of the Association or at such other place as the Board of Trustees may determine.
3. Annual Meeting. The first annual meeting of the Association shall be called by
the initial Board of Trustees (as appointed in the Articles). After the first annual meeting,
the annual meeting of the Association shall be held at the office of the Association at the
hour of eight o'clock p.m. on the 1st Tuesday of June of each year, provided that if such
first Tuesday is a legal holiday, then the annual meeting shall be held on the next
succeeding day which is not a legal holiday. At such meetings there shall be elected by
ballot of the Owners a Board of Trustees in accordance with the requirements of these
Bylaws. The Owners may also transact such other business of the Association as may
properly come before them.
4. Special Meetings. It shall be the duty of the President to call a special meeting
of the Owners as directed by resolution of the Board of Trustees or upon a petition
signed by a majority of the Owners and having been presented to the Secretary. The
notice of any special meeting shall state the time and place of such meeting and the
purpose thereof. No business shall be transacted at a special meeting except as stated in
the notice unless by consent of the Owners entitled to cast at least two-thirds (2/3) of the
votes held by the members present at the meeting, either in person or by proxy.
5. Notice of Meetings. No notice need be given of any annual meeting of the
Association (except for the first annual meeting) held at the time and place set out in these
Bylaws. In the case of the first annual meeting, any annual meeting held at another time or

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place, and any special meeting, it shall be the duty of the Secretary to mail or deliver in
person a notice of such meeting, stating the purpose thereof as well as the time and place
where it is to be held, to each Owner of record, at least fifteen (15) but not more than
fifty (50) days prior to such meeting. In the case of a meeting at which the Bylaws and/or
Articles of Incorporation are to be amended, notice must be mailed at least thirty (30) but
not more than fifty (50) days prior to such meeting. The mailing of a notice in the manner
provided in this paragraph shall be considered notice served.
6. Presiding Officer and Secretary. At every meeting of the Association, the
President, or in his absence, the Vice President, or, in his absence, a chairman chosen by a
majority in interest of the members present in person or by proxy and entitled to vote,
shall act as chairman. The Secretary of the corporation shall act as Secretary of all
meetings of the shareholders. In the absence at such meeting of the Secretary, the
chairman may appoint another person to act as Secretary of the meeting.
7. Order of Business. The order of business at all annual meetings of the Owners
shall be as follows:
(a) Certifying proxies
(b) Reading minutes of preceding meeting
(c) Reports of officers
(d) Reports of committees
(e) Election of Trustees
(f) Unfinished business
(g) New business
ARTICLE V
BOARD OF TRUSTEES
1. Number and Qualification. The affairs of this Association shall be governed by
a Board of Trustees composed of five (5) persons. Initially, the following persons shall
act in such capacity and shall manage the affairs of the Association: Constance C. Austin,
E. Paul Frels, Amy L. Moss, Walter Reifslager III and Robert L. Shaw.
2. Powers and Duties. The Board of Trustees, acting on behalf of the
Association, shall have and perform each of the powers and duties enumerated in the
Restrictive Covenants, and may do all such acts and things as are not by these Bylaws,
the Articles of Incorporation or by the Restrictive Covenants directed to be exercised and
done by the Owners or the Architectural and Protective Committee. In addition to the
express powers and duties of the Board of Trustees granted in these Bylaws, the Articles
of Incorporation and the Restrictive Covenants, the Board of Trustees shall, unless
expressly prohibited by these Bylaws, the Articles of Incorporation or the Restrictive
Covenants, have all powers and authority granted to boards of trustees of nonprofit
corporations organized as homeowners' associations under the laws of the State of Texas.
3. Other Powers. The Board of Trustees is, without limitation additionally
empowered as follows:

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(a) To administer and enforce the covenants, conditions, restrictions, uses,
limitations, obligations, and all other provisions as set forth in the Restrictive
Covenants, by lawsuit or otherwise.
(b) To establish, make and enforce compliance with such reasonable rules (the
"Rules") as may be necessary for the operation and use of the Subdivision' with
the right to amend same from time to time, and to help enforce compliance with
such rules as are properly adopted by the Architectural and Protective
Committee.
(c) To keep in good order, condition and repair all of the Common Properties and
all items, if any, of personal property used in the enjoyment of the Common
Properties.
(d) To insure and keep insured improvements, if any, located in the Common
Properties in an amount equal to as much as their maximum replacement value,
and to obtain and maintain comprehensive liability insurance covering the entire
premises. The limits and coverage shall be reviewed at intervals of not less than
three (3) years and adjusted, if necessary, to provide such coverage and protection
as the Board of Trustees may deem prudent. Worker's compensation insurance
shall at all times be carried to the extent required to comply with any applicable
law with respect to the employees, if any, of the Association.
(e) To estimate and fix monthly and special assessments to be paid by each of the
Owners for the purposes enumerated in the Restricted Covenants and to levy and
collect all annual assessments and/or special assessments in accordance with the
Restrictive Covenants; provided that the monthly assessments shall not exceed
each Owner's pro rata share of the one hundred twenty percent (120%) of amount
necessary to meet the estimated annual budget including the creation of adequate
reserves.
(f) To collect delinquent Assessments by suit or otherwise and to enjoin to seek
damages from any defaulting Owner as is provided in the Restrictive Covenants
and these Bylaws.
(g) To suspend a member's voting rights and right to use the Common Properties
and facilities thereon (1) for any period during which any assessment owed by the
member remains unpaid more than thirty (30) days after it is due, or (2) for a
period not to exceed thirty (30) days because of an infraction of the Rules by a
member, a member of his family, or guests.
(h) To protect and defend the Association or any property owned thereby from

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loss and damage by suit or otherwise.
(i) To borrow funds in order to pay for any expenditure or outlay pursuant to the
authority granted by the provisions of the Restrictive Covenants, the Articles and
these Bylaws; to pledge or otherwise grant a security interest in the Association's
Assessments or funds to secure such indebtedness; and to execute all such
instruments evidencing such indebtedness as this Board of Trustees may deem
necessary or appropriate, including without limitation the power to borrow
money for the purpose of improving the Common Properties and for constructing
or improving facilities thereon and in connection therewith to mortgage the
Common Properties or portions thereof.
(j) To purchase or lease real property for use by the Association and to execute
on behalf of the Association any contracts, leases, mortgages or other appropriate
instruments for the same.
(k) To enter into contracts within the scope of their duties and powers.
(l) To establish one or more bank accounts, savings accounts or other investment
accounts for the Common treasury and for all separate funds which are required or
may be deemed advisable by the Board of Trustees.
(m) To keep and maintain full and accurate books and records showing all of the
receipts, expenses or disbursements and to permit examination thereof at any
reasonable time by each of the Owners.
(n) To prepare and deliver annually to each Owner upon request, a statement
summarizing all receipts, expenses or disbursements since the last such statement.
(o) To meet at least once each year.
(p) To designate and employ the personnel necessary for the maintenance and
operation of the Common Properties and of the business of the Association.
(q) To appoint and remove members of the Architectural and Protective
Committee in accordance with Article Six of the Restrictive Covenants and upon
receipt of written delegation of this power from the developer, Goldenwood
Properties, Inc., a Texas corporation.
(r) To approve the bringing of additional lands within the scheme of the
Restrictive Covenants joining in the execution of one or more Supplemental
Declarations of Covenants, Conditions and Restrictions in accordance with Article
Three of the Restrictive Covenants.

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(s) In general, to carry on the administration of this Association and to do all of
those things necessary and reasonable, in order to carry out the functions of the
Association under the Restrictive Covenants and the Articles.
4. Delegation of Powers -Managing Agent. Not withstanding any provision
contained herein to the contrary, the Board of Trustees may delegate any of its powers,
duties or functions to a Managing Agent provided that any such delegation shall be
revocable upon notice by the Board of Trustees. The members of the Board of Trustees
shall not be liable for any omission or improper exercise by the Managing Agent of any
such duty, power or function so delegated by written instrument executed by a majority
of the Board of Trustees. The Managing Agent, if any, shall be employed by the
Association at a compensation to be established by the Board based upon the services,
duties, and functions to be performed by the Managing Agent.
5. Election and Term of Office. At the annual meeting of the Association in 1984
the Owners shall elect one (1) member of the Board of Trustees for a term of one (1) year,
two (2) members of the Board of Trustees for a term of two (2) years; and two (2)
members of the Board of Trustees for a term of three (3) years. At each annual meeting
thereafter, the Association shall elect such members of the Board of Trustees for a term of
two (2) years as vacancies occur by expiration of any Trustee's term of office. The five
(5) persons acting as the original Trustees shall hold office until their successors have
been elected and shall hold their first meeting pursuant to the terms and provisions of
these Bylaws and the Restrictive Covenants.
6. Vacancies. Vacancies on the Board of Trustees caused by any reason other
than the removal of a Trustee by vote of the Association shall be filled by vote of the
majority of the remaining Trustees, even though they may constitute less than a quorum;
and each person so elected shall be appointed as Trustee until the next annual meeting of
the Association at which meeting his or her appointment shall be ratified or a successor
shall be elected to serve the remaining term of his or her predecessor.
7. Removal of Trustees. At any regular or special meeting of the Association
duly called, anyone or more of the Trustees may be removed with or without cause by a
majority of the quorum present, and a successor may then and there be elected to fill the
vacancy thus created. If the vacancy is not then and there filled, it may be filled at any
regular or special meeting called for the purpose, but in any event, such vacancy shall be
filled at the next annual meeting of the Association. Any Trustee whose removal has been
proposed by the Owners shall be given an opportunity to be heard at the meeting.
8. Organizational Meeting. The organizational meeting of the Board of Trustees
shall be held within ten (10) days of the annual meeting of the Association at such place
as shall be fixed by the Trustees at the annual meeting of the Association and no notice
shall be necessary to the Board of Trustees in order legally to constitute such meeting,
provided a majority of the whole Board shall be present.
9. Regular Meetings. Regular meetings of the Board of Trustees may be held at

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such time and place as shall be determined, from time to time, by a majority of the
Trustees, but at least one (1) such meeting shall be held during each fiscal year. The
annual organizational meeting of the Board shall be considered a regular meeting. Notice of
regular meetings of the Board of Trustees other than the organizational meeting shall be
given to each Trustee, personally, or by mail, telephone or telegraph, at least three (3)
days prior to the day named for such meeting.
10. Special Meetings. Special meetings of the Board of Trustees may be called by
the President or the Secretary on three (3) days notice to each Trustee, given personally,
or by mail, telephone or telegraph, which notice shall state the time, place (as herein
above provided) and purpose of the meeting. Special meetings of the Board of Trustees
shall be called by the President or Secretary in like manner and on like notice on the
written request of any Trustee.
11. Waiver of Notice. Before or at any meeting of the Board of Trustees, any
Trustee may, in writing, waive notice of such meeting, and such waiver shall be deemed
equivalent to the giving of such notice. Attendance by a Trustee at any meeting of the
Board shall be a waiver of notice by him of the time and place thereof. If all the Trustees
are present at any meeting of the Board, no notice shall be required and any business may
be transacted at such meeting.
12. Conduct of Meetings. At all meetings of the Board of Trustees, the
President, or in his absence, the Vice President, or in his absence, a chairman chosen by a
majority of the Trustees present, shall preside. The Secretary of the corporation shall act
as Secretary of the Board of Trustees. In case the Secretary shall be absent from any
meeting, the chairman may appoint any person to act as Secretary of the meeting.
13. Board of Trustee's Quorum. At all meetings of the Board of Trustees, a
majority of the Trustees shall constitute a quorum for the transaction of business, and the
acts of the majority of the Trustees present at a meeting at which a quorum is present
shall be the acts of the Board of Trustees. If, at any meeting of the Board of Trustees
there be less than a quorum present, the majority of those present may adjourn the
meeting from time to time, without notice other than announcement at the meeting, until a
quorum is obtained.
14. Fidelity Bonds. The Board of Trustees may require that all officers and
employees of the Association handling or responsible for Association funds shall furnish
adequate fidelity bonds. The premiums on such bonds shall be paid by the Association.
15. Compensation. No member of the Board of Trustees shall receive any
compensation for acting as such.
16. Actions Without a Meeting. Notwithstanding any other provision of these
Bylaws, any action required or permitted to be taken at a meeting of the Board of
Trustees may be taken without a meeting if a consent in writing, setting forth the action
so taken, is signed by all of the members of the Board of Trustees. Such consent shall
have the same force and effect as a unanimous vote at a meeting,
ARTICLE VI
OFFICERS

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1. Designation. The officers of the Association shall be a President, a Vice-
President, a Secretary and a Treasurer, all of whom shall be elected by the Board of
Trustees. Any Trustee may hold a position as officer of the Association and any person
may hold two or more offices, except that the President and any Vice President shall not
also be Secretary or Assistant Secretary.
2. Election of Officers. The officers of the Association shall be elected annually
by the Board of Trustees at the organizational meeting of each new Board and shall hold
office at the pleasure of the Board.
3. Removal of Officers. Upon an affirmative vote of a majority of the members
of the Board of Trustees, any officer may be removed, either with or without cause, and
his successor elected at any regular meeting of the Board of Trustees, or at any special
meeting of the Board called for such purpose.
4. President. The President shall be the chief executive officer of the Association.
He shall preside at all meetings of the Association and have all of the general powers and
duties which are usually vested in the office of president of an association, including,
without limitation the power to appoint committees from among the Owners to assist in
the conduct of the affairs of the Association. The President shall sign, with the Secretary
or an Assistant Secretary, certificates of membership, any deeds, mortgages, bonds,
contracts, leases, or other instruments which the Board of Trustees has authorized him to
execute, except in cases where the signing and execution thereof has been expressly
delegated by the Board of Trustees to some other officer or agent of the Association, or is
required by law to be otherwise signed or executed. The President shall not have the
power to bind the Association to any employment agreement on behalf of the
Association unless such employment agreement has been expressly approved and
authorized in advance by resolution of the Board of Trustees. In the event that any such
employment agreement provides for the Association employing any person who at the
time of such employment or at any time during such employment is an officer of the
Association, then no provision of such contract purporting to amplify the authority of
such officer beyond the authority set forth in these Bylaws shall be valid or effective
unless these Bylaws are amended in a manner consistent with such employment
agreement. The mere signing of such an employment agreement on behalf of the
Association and its approval at a meeting of the Board of Trustees or the Association
shall not constitute an amendment of these Bylaws. In the event any such employment
agreement (whether or not these Bylaws be amended incident thereto) limits or qualifies
the authority of any such officer in a manner inconsistent with these Bylaws or imposes
on such officer duties not provided for under these Bylaws, then the provisions of such
employment agreement limiting or qualifying such authority and imposing such duties
shall be valid and effective notwithstanding any inconsistency between the provisions of
the employment agreement and the provisions of these Bylaws.
5. Vice-President. The Vice-President shall have the power and authority to
perform all the functions and duties of the President, in the absence of the President, or
his inability for any reason to exercise such powers and functions or perform such duties,

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and shall also perform any duties he is directed to perform by the President or the Board
of Trustees.
6. Secretary. The Secretary shall: (i) keep all the minutes of all meetings of the
Board of Trustees and the minutes of all meetings of the Association in books provided
for that purpose; (ii) see that all notices are duly given in accordance with the provisions
of these Bylaws or as required by law; (iii) be custodian of the Board's and Association's
records and books; (iv) keep a register of the post office address of each Owner; (v) keep
records of and send notices to Mortgagees as required by these Bylaws and the
Restrictive Covenants; (vi) sign with the President all certificates of membership which
may be approved by the Board of Trustees; and (vii) in general, perform all the duties
incident to the office of Secretary as may be assigned to him by the President or by the
Board of Trustees. The Secretary shall compile and keep up to date at the principal office
of the Association a complete list of members and their last known addresses as shown
on the records of the Association. Such list shall also identify opposite each member's
name the property interest in the subdivision owned by such member. Such list shall be
open to inspection by members and other persons lawfully entitled to inspect the same at
reasonable times during regular business hours. The address of each member shown in
such list shall be the address to which all notices shall be sent.
7. Treasurer. The Treasurer shall have responsibility for Association funds and
be responsible for keeping full and accurate accounts of all receipts and disbursements in
books belonging to the Association; and be responsible for the deposit of all moneys and
other valuable effects in the name, and to the credit, of the Association in such
depositories as may from time to time be designated by the Board of Trustees. The
Treasurer shall have the power to perform all the duties incident to the office of Treasurer
and such other duties as from time to time may be assigned to him by the President or
Board of Trustees and shall have the power to make disbursements of Association funds
in the ordinary course of business; provided, however, that a resolution of the Board of
Trustees shall be required for any disbursements made for an amount in excess of one
thousand dollars ($1000.00).
8. Additional Officers. Officers in addition to the President, Vice-President,
Secretary and Treasurer may be appointed by the Board of Trustees and shall hold their
offices for such terms and have such authority as shall be determined from time to time
by the Board by resolution not inconsistent with these Bylaws. The Assistant Secretaries
as thereunto authorized by the Board of Trustees may sign, with the President, all
certificates of membership the issue of which have been authorized by resolution of the
Board of Trustees. The Assistant Treasurers shall respectively, if required by the
President or Board of Trustees, give bonds for the faithful discharge of their duties in such
sums and with such sureties as the President or Board of Trustees shall determine. The
Assistant Treasurers and Assistant Secretaries, in general, shall perform such duties as
shall be assigned to them by the Treasurer or the Secretary, respectively, or by the
President or the Board of Trustees.
9. Vacancies. A vacancy in any office because of the death, resignation, removal,
disqualification or otherwise of the officer previously filling such office, may be filled by

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the Board of Trustees for the unexpired portion of the term.
ARTICLE VII
INDEMNIFICATION OF OFFICERS AND TRUSTEES
The Association shall indemnify any person who was or is a party, or is
threatened to be made a party to any threatened, pending or completed action, suit or
proceeding, whether civil, criminal, administrative, or investigative by reason of the fact
that he is or was a trustee, officer, committee member, employee, servant or agent of the
Association against expenses (including attorney's fees, judgments, fines, and amounts
paid in settlement) actually and reasonably incurred by him in connection with such
action, suit or proceeding if it is found and determined by the Board or a Court that he (1)
acted in good faith and in a manner he reasonably believed to be in, or not opposed to, the
best interests of the Association, or (2) with respect to any criminal action or proceeding,
had no reasonable cause to believe his conduct was unlawful. The termination of any
action, suit or proceeding by settlement, or upon a plea of Nolo Contendere or its
equivalent, shall not of itself create a presumption that the person did not act in good
faith or in a manner which he reasonably believed to be in, or not opposed to, the best
interests of the Master Association, or, with respect to any criminal action or proceeding,
had reasonable cause to believe that his conduct was unlawful.
All liability, loss, damage, costs and expense incurred or suffered by the
Association by reason or arising out of or in connection with the foregoing
indemnification provisions shall be treated and handled by the Association as common
expenses; provided, however, that nothing contained in this Article VII shall be deemed to
obligate the Association to indemnify any member or Owner, who is or has been a
Trustee, officer, committee member, or noncompensated agent of the Association, with
respect to any duties or obligations assumed or liabilities incurred by him under and by
virtue of the Restrictive Covenants as a member of the Association or Owner of a Lot
covered thereby.
The rights of indemnification herein provided may be insured against by policies
maintained by the Association; shall be severable; shall not affect any other rights to
which any Trustee, officer, committee member, employee, servant or agent may now or
hereafter be entitled; shall continue as to a person who has ceased to be such Trustee,
officer, committee member, or agent; and shall inure to the benefit of the heirs, executors
and administrators of such a person. Nothing contained herein shall affect any rights to
indemnification to which Association personnel other than members of the Board of
Trustees, officers, committee members, or noncompensated agents may be entitled by
contract or otherwise under law.
Expenses in connection with the preparation and presentation of a defense to any
claim, action, suit or proceeding of the character described in this Article VII may be
advanced by the Association prior to final disposition hereof upon receipt of an
undertaking by or on behalf of the person who may be entitled to indemnification, secured
by a surety bond or other suitable insurance issued by a company authorized to conduct

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such business in the State of Texas, to repay such amount if it is ultimately determined
that he is not entitled to indemnification under this Article.
ARTICLE VIII
OBLIGATIONS OF THE OWNERS
1. Assessments. All Owners shall be obligated to pay the assessments imposed
by the Association to meet the expenses of the Association and all assessments, annual
and special, shall be levied in accordance with the Restrictive Covenants. A Member shall
be deemed to be in good standing and entitled to vote at any annual or special meeting of
Members, within the meaning of these Bylaws, if and only if the Member has fully paid
all Assessments made or levied against him. No diminution or abatement of assessments
shall be allowed or claimed for inconveniences or discomfort arising from the making of
repairs or improvements to the Common Properties or from any action taken to comply
with any law, ordinance or order of a governmental authority.
2. Maintenance and Repair. Each Owner, at his expense, shall comply strictly
with the Restrictive Covenants in the construction of any building and other
improvements on such Owner's property, including without limitation any provision
therein requiring prior approval by the Architectural and Protective Committee
established under the Restrictive Covenants. Each Owner shall also keep his property in
good repair and in a clean and sanitary condition and shall do all repair, painting and
varnishing which may from time to time be necessary to maintain the good appearance
and condition thereof; and shall maintain and care for all trees, plants or foliage on such
Owner's property except for such items located on areas maintained by the Association,
all in accordance with the Restrictive Covenants.
3. Damage to Common Property. Each Member and any lessee of any Member
shall be liable to the Association for any damage to property of the Association which
may be sustained by reason of the negligent or intentional misconduct of such person or
of his family, guests or invitees. If the property, the ownership or leasing of which
entitles the Owner or lessee thereof to use Association property, is owned or leased
jointly or in common, the liability of all such joint or common Owners or lessees shall be
joint and several. The amount of such damage may be assessed against such person's real
and personal property on or within the Subdivision, including the leasehold estate of any
lessee or the lessor of such lessee, and may be collected as provided in the Restrictive
Covenants for the collection of assessments.
4. Mechanic's Lien. Each Owner agrees to indemnify and to hold each of the
other Owners harmless from any and all claims of mechanic's lien filed against the
Common Properties for labor, materials, services or other products incorporated in the
Owner's property. In the event suit for foreclosure is commenced, then within ten (10)
days thereafter such Owner shall be required to deposit with the Association cash or
negotiable securities equal to double the amount of such claim plus interest at the rate of
ten percent (10%) per annum for one year together with a sum equal ten percent (10%) of

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the amount of such claim but not less than One Hundred fifty and No/100 Dollars
($150.00), which latter sum may be used by the Association for any costs and expenses
incurred, including attorney's fees. Except as is otherwise provided, such sum or securities
shall be held by the Association pending final adjudication or settlement of the litigation.
Disbursement of such funds or proceeds shall be made to insure payment of or on
account of such final judgment or settlement. Any deficiency, including attorney's fees,
shall be paid forthwith by the subject Owner, and his failure to so pay shall entitle the
Association to make such payment, and the amount thereof shall be a debt of the Owner
to the Association. The Owner shall be liable to the Association for payment of interest
at the highest rate permitted by applicable law on all such sums paid by the Association
until the date of repayment by such Owner.
5. General. Each Owner shall comply strictly with the provisions of the
Restrictive Covenants, the Articles, these Bylaws and the Rules and amendments and
supplements thereto. Each Owner shall always endeavor to observe and promote the
general welfare of and the purposes for which the Association was established.
6. Use of Property. Each Owner shall comply strictly with the obligations
imposed on such Owner and the restrictions placed on such Owner's property or interest
in the Subdivision under the Restrictive Covenants. If any Owner or the Association,
acting through its Board of Trustees, believes an Owner is in violation of the Restrictive
Covenants, complaints may be lodged and abatement of the violation may be obtained
through any and all procedures allowed under the Restrictive Covenants.
7. Use of Common Properties. Each Owner may use the Common Properties and
facilities in accordance with his membership in the Association and in accordance with the
purpose for which they were intended without hindering or encroaching upon the lawful
rights of the other Owners, and may, in accordance with the Restrictive Covenants,
delegate his rights to use such Common Properties and facilities to members of his
immediate family, his tenants, contract purchasers and guests, subject to these Bylaws
and the Rules.
ARTICLE IX
AMENDMENTS TO BYLAWS AND ARTICLES
Subject to the notice requirements of Article IV, paragraph 5, the Articles of
Incorporation and these Bylaws may be altered, amended or repealed and Amended
Articles and/or Bylaws may be adopted by two-thirds (2/3) of the votes entitled to be
cast at any regular meeting of the Owners or at any special meeting called for the purpose
of altering, amending, repealing or enacting the Articles and/or Bylaws.
ARTICLE X
MORTGAGES
1. Notice to Association. An Owner who mortgages his property interest in the
Subdivision shall notify the Association through the Managing Agent, if any, or the Board

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of Trustees, giving the name and address of his Mortgagee. The Association shall maintain
such information in a book entitled "Mortgagees".
2. Notice of Unpaid Assessments. The Association shall at the request of a
Mortgagee, report any unpaid assessments due from the Owner.
ARTICLE XI
COMPLIANCE
These Bylaws are set forth to comply with requirements of the Texas
Non-Profit Corporation Act. If any of these Bylaws conflict with the provisions of said
Act, it is hereby agreed and accepted that the provisions of the Act will apply and
govern. In the event of ay conflict between the Bylaws and the Restrictive Covenants, the
provisions of the Restrictive Covenants will govern. In the event of any conflict between
the Bylaws and the Articles of Incorporation, the provisions of the Articles of
Incorporation will govern.
ARTICLE XII
NON-PROFIT ASSOCIATION
This Association is not organized for profit. No Member, member of the Board of
Trustees or person from whom the Association may receive any property or funds shall
receive or shall be lawfully entitled to receive any pecuniary profit from the operation
thereof, and in no event shall any part of the funds or assets of the Association be paid as
salary or compensation to, or distributed to, or inure to the benefit of any member of the
Board of Trustees; provided, however, (1) that reasonable compensation may be paid to
any Member while acting as an agent or employee of the Association for services
rendered in effecting one or more of the purposes of the Association, and (2) that any
member of the Board of Trustees may, from time to time, be reimbursed for his actual and
reasonable expenses incurred in connection with the administration of the affairs of the
Association.
ARTICLE XIII
REGISTERED OFFICE
The registered office for the transaction of business of this Association shall be
2806 Nueces, Austin, Texas 78705, and the initial Registered Agent shall be Walter
Reifslager III. The Registered Agent may resign upon delivery of written notice to the
Association.
ARTICLE XIV
TRANSACTIONS WITH MDIBERS, TRUSTEES AND OFFICERS
The Association may enter into contracts or transact business with one or more of

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its Trustees, Officers, or Members, or with any firm of which one or more of its
Trustees, Officers or Members are members, or with any corporation, association,
company, organization or entity in which one or more of its Trustees, Officers or
Members are officers, trustees, shareholders, beneficiaries or are otherwise interested, and
in the absence of fraud, such contract or transaction shall not be invalidated or in anywise
affected by the fact that such Trustees, officers or members having such adverse interest
may have been necessary to obligate the Association upon such contract or transaction.
ARTICLE XV
EXECUTION OF DOCUMENTS
The persons who shall be authorized to execute any and all contracts, documents,
instruments of conveyance or encumbrances, including promissory notes, shall be the
President, Vice-President and the Secretary or any Assistant Secretary of the Association.
ARTICLE XVI
ABATEMENT AND ENJOINMENT OF VIOLATIONS BY OWNERS
The violation of any rule or regulation promulgated by the Board of Trustees, or
the breach of any Bylaw, or the breach of any provision of the Restrictive Covenants,
shall give the Board of Trustees or the Managing Agent the right, in addition to any other
rights set forth therein, (a) to enter the property in which, or as to which, such violation
or breach exists and to summarily abate and remove any person, structure, thing or
condition that may exist therein contrary to the intent and meaning of the provisions
thereof, without being deemed guilty in any manner of trespass; to expel, remove and put
out same, using such force as may be necessary in so doing, without being liable to
prosecution or in damages thereof; and to charge all expenses thereof, if any, to the
defaulting Owner; and (b) to enjoin, abate, or remedy by appropriate legal proceedings,
either at law or in equity, the continuance of any breach, and to recover from such Owner
all its expenses and costs in connection therewith, including without limitation attorneys'
fees and court costs.
ARTICLE XVII
NOTICES
It shall be the responsibility of any person or entity who is an Owner to furnish
to the Secretary of the Association such Owner's mailing address. Upon receipt of the
Owner's mailing address, the Secretary of the Association shall thereafter send to the
Owner all notices required hereunder. All notices to members of the Association shall be
given by delivering the same to each owner in person or by depositing the notices in the
U.S. mail, postage prepaid, addressed to each Owner at the address last given by each
owner to the Secretary of the Association.

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ARTICLE XVIII
SEVERABILITY
The invalidity of any provision or provisions of these Bylaws shall not be deemed
to impair or affect in any manner the validity, enforceability or effect of the remainder of
these Bylaws, and in such event, all of the other provisions of these Bylaws shall
continue in full force and effect as if such invalid provision had never been included
herein.
WE HEREBY CERTIFY that the above and foregoing Bylaws of the Association were
adopted as the Amended Bylaws of the Association by unanimous consent of the Board
of Trustees the 7th day of June, 1983, without a meeting pursuant to Article 9.10 of the
Texas Non-Profit Corporation Act, and by the Owners this _____day of June, 1983.
Walter Reifslager Ill, President
Marian G. McFadden, Secretary