Now comes Dexter Mountain Estates, LLC, a Vermont limited liability company with its principal office in St. Johnsbury, in the County of Caledonia and State of Vermont, (herein referred to as the "Declarant" or sometimes the "Developer"), and declares as follows:

UNTIL FINALIZED AND RECORDED IN THE GLOVER LAND RECORDS, THIS DOCUMENT IS THE LATEST PROPOSAL. THE DEVELOPER IS AGREEABLE TO DISCUSSING PARTICULARS OF THE ENSUING PROTECTIVE COVENANTS. THE COVENANTS WILL BECOME FINAL AND WILL BE RECORDED IN THE GLOVER LAND RECORDS UPON THE CLOSING OF THE FIRST SALE OF A LOT IN THE SUBDIVISION. IF AN INDIVIDUAL BUYER PURCHASES ALL THE LOTS IN THE SUBDIVISION DESCRIBED BELOW THE BUYER WILL HAVE THE OPTION OF TAKING TITLE THERETO FREE AND CLEAR OF ALL OF THE PROTECTIVE COVENANTS SET FORTH HEREIN.

TO THE PUBLIC: Declaration of Protective Covenants (the “Protective Covenants”) on the subdivision known as Dexter Mountain Estates (the “Subdivision”, or sometimes “Dexter Mountain Estates”), owned by Declarant, located in Glover, Vermont on the easterly side of Town Highway #23, also known as Dexter Mountain Road, consisting of Lots #1, #2, #3, #4, and #5 (individually a “Lot” and collectively the “Lots”) as depicted on a certain survey plan entitled "Subdivision Plan Prepared for John Thade - Dexter Mountain Road (T.H. #23), Glover, VT" prepared by Truline and to be recorded with the Glover Town Clerk.

The land which comprises the Subdivision is all and the same land and premises conveyed by John Thade to Dexter Mountain Estates, LLC by Warranty Deed dated February 20, 2009 and recorded in Book 66 Page 336 of the Glover Land Records. Dexter Mountain Estates was created with the nature lover in mind and for those who would like to enjoy and protect natural open spaces and awe-inspiring beauty.

ENVIRONMENTAL PRESERVATION AND GENERAL PURPOSES:

1.1 No Lot in the Subdivision which is sold shall be used for any purpose or activity other than a purpose or activity specifically permitted herein and no structure or activities shall hereafter be erected, constructed, or maintained on any Lot, except a structure or activity herein specifically mentioned and permitted. 1.2 Alfred and Barbara Carrier (neighbor to Lot #1) have deeded spring rights and they and their heirs and assigns may access the land known as Dexter Mountain Estates to repair and or maintain those spring rights to the extent specified in their deed.

1.3 No Lot shall be divided or subdivided, sold, transferred, or conveyed, nor may any part of any Lot, or interest in such Lot, be sold, transferred, or conveyed, or in any way subdivided in any parts smaller than the whole so as to create or provide additional Lots of any kind for any purpose at any time during the term of these Protective Covenants. The foregoing notwithstanding, boundary adjustments between adjoining Lots may be made subject to compliance with any applicable state and local permit requirements.

1.4 No discharge of firearms of any type, hunting or trapping of any kind shall be permitted on any Lot.

1.5 The Subdivision is subject to all utility line easements of record prior to the execution of this document.

1.6 No owner of any Lot shall interfere with any brook or stream thereon in such a way as to change the existing condition and flow thereof, without the written approval of the owners association described in Section 5.1 below.

1.7 All land shown on the Storm Water Discharge Plan for Dexter Mountain which is designated as a stream buffer area is to remain in its natural state, and no cutting or land development is permitted thereon. Land designated reserved conservation lands is restricted from land development. Land designated as open area conserved lands may be periodically mowed to preserve open space. Land designated forest area conserved lands may be selectively cut in accordance with generally accepted silvicultural practices.

BUILDINGS AND IMPROVEMENTS:

2.1 All Lots, and all buildings or structures thereon, now or hereafter erected, shall be used for residential purposes only and shall not be used for any business, trade, manufacturing or commercial purpose; provided, however, that the owner of any Lot may within the residential building thereon personally practice his or her profession so long as the same shall not require his or her clients or customers to visit the premises. The restriction of this section, however, is not intended nor to be interpreted to prohibit the leasing or rental of a single family residential building as a single unit for a period of time by an owner thereof to a lessee who will occupy said building as private residential dwelling.

2.2 All residences shall be constructed within the defined building envelope, also referred to as the suggested building envelope, as depicted on the aforementioned survey, together with any potential guest house, breezeway, garage and/or barn. This will afford the premier view for all Lots within the Subdivision.

2.3 No single or double-wide mobile homes, commercial or business vehicles, buses, tents, campers, house trailers, trailers, mobile homes, motor homes and the like, or temporary structures of any kind, shacks, unregistered vehicles, or vehicles that can not move on their own power, abandoned or junk vehicles may remain on a Lot for more than one week nor shall the same be left or abandoned on the road or any portion of the Lot or Subdivision. However, prefabricated homes and modular homes are permitted. No outbuilding, basement or other structure, shall be placed or constructed or allowed to remain on a Lot and temporarily or permanently occupied. No nuisances, health hazards, activities reasonably considered offensive or structures or objects reasonably considered unsightly to adjoining landowners shall be permitted on a Lot.

2.4 No structures over 10 feet in height may be erected outside of the building envelope except for tennis court and swimming pool fencing.

2.5 Each owner, during the process of construction of improvements on the owner’s Lot, shall be jointly and severely liable to Declarant for any damage to the roadway from Town Road #23 to the terminus of the cul-de-sac shown on the aforesaid survey, its shoulders and swales. In the event of such damage, such owner(s) shall pay the Declarant within 10 days of notice, the amount determined by the Declarant as necessary to restore the damaged portion of the road, including collection costs and reasonable attorney’s fees.

2.6 Any site improvements, landscaping or construction shall be completed within 12 months after commencement of site improvements, landscaping or construction. No trees may be planted in front of the homes at any point of the Subdivision. This guarantees future generations unobstructed long distance views. Privacy hedges may encompass the main and guest residences and need to be placed within 50 feet of the building. Fruit trees are permitted as long as their height does not exceed 20 feet. If any construction disturbs the landscape or existing natural ground cover on or about any Lot, the owner of such Lot shall restore the landscape prior to the conclusion of the planting season in which the construction was commenced.

UTILITIES:

3.1 All utilities, including telephone, electricity, cable television, radio service, or the like, shall be installed, placed and maintained underground and need to be guided along the specified driveway design area as indicated in the survey maps. The extended installation (from where the developer has already installed the utilities) will be in accordance with the rules and regulation of the utility companies and at the sole expense of the Lot owner.

OTHER:

4.1 No Lot shall be used in whole or in part for storage of any rubbish, trash, or garbage. All waste shall be kept, out of sight from the road and from other Lots, in sanitary and animal- proof containers with tight fitting lids for disposal.

4.2 No snowmobiles, snowmobile trailers, boats, boat trailers, off road vehicles, off road vehicle trailers, or recreational vehicles may be parked, stored, or maintained outdoors on any portion of a Lot.

4.3 No Lot owner shall permit anything to be done or kept on his or her lot which will result in the cancellation of insurance coverage on a Lot or any part thereof or which would be in violation of any law, regulation or administrative ruling.

4.4 No offensive or unsightly conditions which tend to be objectionable to the neighboring owners shall be allowed to be commenced or maintained on the Lots. This restriction shall include, but is not limited to, the keeping of swine, goats or the maintenance of cattle, or farm stock. This restriction shall not preclude an owner from grazing horses or ponies on said land for personal use.

4.5 No signs or other advertising of any character or nature, including political signage, shall be erected, posted, maintained, or displayed at the subdivision (excepting the Subdivision identifying sign). However, one real estate "for sale" sign may be posted on any lot, not to exceed 12 square feet.

4.6 Some of the upper fields and most all of the lower land consist primarily of native timothy hay. The fields need to be hayed at least once, and preferably twice per year. It is the responsibility of lot owners to tend to the prime agricultural land to keep their lots and property in good condition. Neglecting the proper maintenance of the hay fields is a violation of the Protective Covenants.

4.7 Cruelty to animals, killing or slaughtering of owners’ animals (for whatever reason) is strictly forbidden on any Lot and persons owning or having charge of animals shall at all times diligently and intelligently see to feeding, watering and sheltering of such animals in a proper fashion. Animals shall be kept in humane conditions and manner, the purpose of this provision being to promote humane treatment of animals and to save all persons the anguish of observing and tolerating inhumane treatment of animals. Poultry and livestock are not permitted to be kept on Lots in this Subdivision. Horses and ponies as well as all other household pets are permitted. A horse corral and or barn may be built within the construction envelopes only. The accumulation of manure in horse corrals must be removed from the Lot no less than twice a year.

4.8 All owners agree to be responsible for their pro-rata share of maintenance of the 300 foot road within the Subdivision ending in a cul-de-sac and known as Dexter Mountain Estates Road. In accordance with approximate Lot usage, the costs sharing will be as follows: Lots 1 & 5 - 12.5% each per Lot; Lots 2, 3 & 4 - 25% each per Lot. Winter maintenance shall be assessed only to those Lot owners occupying dwellings on Lots during winter months, or otherwise requiring winter maintenance.

GOVERNANCE:

5.1 The owners of each Lot in this subdivision shall be members of the Dexter Mountain Estates Lot Owners Association which shall have the power to collect any sums due from the owner of any Lot pursuant to the terms of these Protective Covenants and shall have the right to assert a lien against the lot of any owner for the collection of any sums against a lot remaining unpaid.

5.2 The Protective Covenants herein are to run with the land and should be binding upon and shall inure to the benefit of all the parties and all persons owning lots in Dexter Mountain Estates or claiming under them until January 1, 2107. If the owners of such Lots or any of them, or their heirs or assigns, shall violate any of the Protective Covenants herein, it shall be lawful for any other person owning a Lot in the Subdivision to prosecute any proceedings at law or in equity against the person or persons violating any of such covenants, and either to prevent him from so doing or to recover damages for such violation or both. Any claim or defense that an adequate remedy at law exists, or that an irreparable injury is not caused by such violation shall be deemed waived.

5.3 These Protective Covenants may be amended by the unanimous vote of all of the owners of this development.

5.4 Invalidation of any one of these Protective Covenants, whether by judgment or any order of court or otherwise, shall not affect the validity of any of the other provisions herein which shall remain in full force and effect.

IN WITNESS WHEREOF, I, John Thade, Manager of Dexter Mountain Estates, LLC hereunto set my hand this ___ day of ___________, 20___.

Dexter Mountain Estates, LLC

By: ___________________________

John Thade, Manager &
Duly Authorized Agent

STATE OF VERMONT
CALEDONIA COUNTY

At St. Johnsbury, this _________ day of ________, 20___, personally appeared John Thade, manager and duly authorized agent of Dexter Mountain Estates, LLC, and he acknowledged this instrument, by him subscribed to be his free act and deed and the free act and deed of Dexter Mountain Estates, LLC.

Before me: ____________________________

Notary Public

My Commission Expires: ______________