Original Deed Restriction Paragraph

I No Change
2 No Change
2A Now #3 No change
2A 2nd paragraph No change Now is paraghaph #4
3 Now #5 increased min square feet to 1200 min
4 Was obsolete and removed. It was replaced by # 6 in the new restrictions which reads. "All construction must be in accordance with applicable and current countv, state and federal building codes and regulations."
5 Now #7 No Change
6 Now #8 No Change
7 Now #9 No Change
8 Now #10 No Change
9 Now #11 Changed to allow For Sale signs, political signs and security, privacy and warning signs. Also limits the size of the signs.
10 Deleted Required any resale to San Jacinto Bend Estates first.
I I Now #12 No Change
12 Now #13 No Change
13 Now #14 No Change
14 Deleted. Controlled by the Core of Engineers and Harris County
15 Now #15 No Change
16 No Change
17 Deleted. Controlled by Harris County
19 No Change
19 Add "Any other power, duty and function given to property owners association by law."
20 Revised to: "$15.00 unimproved lots per year
Partial lots 1/2 unimproved lots
Improved lots $100.00 per year
Committee can raise by 3% or $1.00 in a given year
Committee can reduce fee for I year. Automatically reverts
back to $100.00 the next year."
21 No Change
22 Changed to require 75% approval of all sections for any section to remove Itself from the combined restrictions.
23 Changed from S.J.B.E. to RVIC Improvement Committee to enforce the restrictions.
24 No Change
25 Changed to allow the reserve lots to vote themselves into the deed restrictions. Pg I of2

17 Removes liability for injury or death caused by use of property owned by the RVIC from the Committee and from the other lot owners and each lot owncr accepts liability and responsability for any accident or damage that may occur.

(end of change summary)

AMENDMENT TO THE RESTRICTIONS AND COVENANTS
OF RIO VILLA ADDITION SECTIONS ONE (1), TWO (2),
THREE (3), FOUR (4), FIVE (5) AND SIX (6)

WITNESSETH

WHEREAS, Owners are the owners of seventy-five percent (75%) of the lots within RIO VILLA ADDITION, Sections One (1), Two (2), Three (3), Four (4), Five (5), and Six (6) as shown on the map or plat thereof recorded in the Map Records of Harris County, Texas as follows:

RIO VILLA ADDITION, Section One (1), Volume 145, Page 80;

RIO VILLA ADDITION, section Two (2), Volume 145, Page 80;

RIO VILLA ADDITION, section Three (3), Volume 148, Page 67;

RIO VILLA ADDITION, Section Four (4), Volume 154, Page 22;

RIO VILLA ADDITION, Section Five (5), Volume 172, Page 136; and

RIO VILLA ADDITION, Section Six (6), Volume 183, Page 72.

WHEREAS, there was filed in the office of the County Clerk of Harris County, Texas those certain restrictions and covenants of RIO VILLA ADDITION, Sections 1, 2, 3, 4, 5 and 6 as follows:

RIO VILLA ADDITION, Section One (1), at Volume 6743, Pages 463, through 467, inclusive;

RIO VILLA ADDITION, Section Two (2), at Volume 6840, Pages 322 through 326, inclusive;

RIO VILLA ADDITION, Section Three (3), at Volume 7189, Pages 201 through 205, inclusive;

RIO VILLA ADDITION, Section Four (4), at Volume 7356, Pages 476 through 480, inclusive;

RIO VILLA ADDITION, Section Five (5), at Volume 8227, Pages 446 through 450, inclusive; and

RIO VILLA ADDITION, Section Six (6), at Harris County Clerk's film code number 135-33-1373 through 1377, inclusive.

THEREFORE KNOW ALL MEN BY THESE PRESENTS, This instrument becomes effective for each of the below named sections upon this instrument being filed, along with the signatures of the record owners of seventy-five percent (75%) of the residential lots in such sections, with the County Clerk of Harris County, Texas. This instrument shall not be filed until the necessary signatures have been obtained to make this instrument effective for all of the said sections. Upon this instrument taking effect, the previously recorded Restrictive Covenants or Restrictions of each of the said sections are replaced and amended by this instrument, except that all provisions for maintenance charges or maintenance fees under the prior covenants and restrictions, along with the lien secudng the payment of same, shall survive for the purpose of the collection and enforcement of the maintenance fees and charges accruing prior to January 1, 2003. For the purpose of this instrument, Rio Villa Addition, Sections One (1), Two (2), Three (3), Four (4), Five (5) and Six (6) shall be referred to collectively as the "Rio Villa Additions". The Restrictions and covenants of Rio Villa Addition, Sections One (1), Two (2), Three (3), Four (4), Five (5) and Six (6) are hereby amended and extended as follows:

1. No lot or lots shall be used for anything other than single family dwelling residential purposes, and no lot shall be used directly or indirectly for the conduct of any business whatsoever, commercial or otherwise.

2. Only one (1) building shall be erected on a lot for use and occupancy as a dwelling and no building or other structure may be moved onto a lot for use as a dwelling. Such outbuildings or other roofed or walled structures as are necessary for the comfort, pleasure and convenience of the owners of buildings used and occupied as a dwelling house may be constructed on the premises, provided that all such outbuildings shall correspond in style and outside finish material to the dwelling house.

3. An Architectural Control Committee is hereby created, designated and appointed as the Architectural Control Committee for the Rio Villa Additions. The initial members of said Architectural Control Committee are the current officers of the Rio Villa Improvement Committee, or its successor organization, each of whom shall serve until his successor is named. A majority of the committee may designate a representative to act for the committee. In the event of the death, resignation or disqualification of any member of the committee, the remaining members shall have full authority to designate and appoint a successor. No member of the committee or its designated representatives shall be entitled to any compensation for services performed pursuant to this instrument. At any time after the lots covered by this instrument are conveyed to individual lot owners, the then record owners of seventyfive percent (75%) of the residential lots in the subdivision shall have the power to change the membership of the committee, to withdraw any powers from the committee and to restore to the committee any of the powers and duties created hereunder, by the execution of an instrument duly acknowledged and duly recorded in the Deed Records of Harris County, Texas.

4. Lot owners desiring to erect improvements on their lot shall present to the Architectural Control Committee a detailed set of drawings (to be retained by the committee) of the proposed improvements. The committee's approval or disapproval of any matter herein provided for shall be in wriiting. If the committee, or its designated representative, fails to give written approval or disapproval within 30 days after any plans and specifications have been submitted to it, or, in any event, if no suit to enjoin the construction under any such plans and specifications shall have been commended prior to the completion of the improvements, approval will not be required and the provisions of this instrument shall be deemed to have been fully satisfied.

5. The building erected on the lot for use and occupancy as a dwelling shall contain not less than one thousand two hundred (1,200) square feet of interior living area floor space. In any dwelling house of high-raised construction, none of the area on the ground level, even if enclosed, shall be considered as constituting "interior living area floor space" for the purpose of this restriction.

6. All construction must be in accordance with applicable and current county, state and federal building codes and regulations.

7. All buildings erected on a lot shall be finished on the outside with an acceptable wood, composition and/or masonry residential exterior building matedal and no corrugated metal, felt or paper shall be used as exterior siding or roofing on any building placed or erected on the lot. All residences and other buildings must be kept in good repair and in a neat and clean condition and must be painted or refinished when necessary to preserve the attractiveness thereof.

8. No improvements of any character shall be erected except with new materials, nor shall the erection thereof be begun, nor shall any changes be made to the exterior design thereof after construction is begun, on any lot, until plans and specifications for the proposed improvements have been submitted to and approved in writing by the Architectural Control Committee. Such approval is required for changes to external design, minimum square footage, exterior materials and finish and any and all other matters necessary to assure full compliance with these Restrictions and Covenants. The approval of such changes must be granted or denied within thirty (30) days or such changes will be considered approved.

9. When construction of a dwelling or other above-ground improvement has begun, the exterior of such construction must be completed within one-hundred twenty (120) days of the time of starting. No one shall occupy the structure until the exterior has been finished. No temporary building, tent, or house trailer of any type shall be placed upon the lot during construction or at any other time except for storage of construction tools and materials.

10. No building or other above-ground structure shall be erected on a lot: (a) closer than twenty (20) feet to the water's bank unless bullheaded; (b) closer than twenty-five (25) feet to the road property line nor; (c) closer than five (5) feet from the property lines on any and all sides of the lot. Steps leading to a residence shall not be included in (a) and (b) above, but shall be included in (c) above.

11. No sign, advertisement, billboard or advertising structure of any kind shall be erected or maintained on any lot without the consent in writing of the Rio Villa Improvement Committee, its successor or nominee, other than:

(1) signs not exceeding six square feet in area advertising the property for sale or rent;
(1) signs not exceeding three square feet in area as necessary for security, privacy and warnings to the public; and
(1) signs not exceeding six square feet in area advocating a vote for or against a candidate

or proposition during the 60 days prior to the election at which such candidate or
proposition is to appear on the ballot.

The Rio Villa Improvement Committee shall have the right to remove any sign, advertisement, billboard or advertising structure that is placed on any lot in violation of this section, without the consent of the lot owner or any other person, and in so doing, shall not be liable and is expressly relieved from any liability upon any claim, demand and/or cause of action for damages or alleged damages resulting, directly or indirectly, from, or in any way connected with, such removal.

12. The river and any tributary shall at all times be kept free of debris, trash, rubbish, garbage, other unsightly and/or unsanitary articles and/or anything that would constitute a hazard to navigation.

13. No dwelling house erected on said premises shall be occupied until same is connected and tied into a septic tank disposal system in accordance with the applicable county, state and federal requirements. No water connection or septic tank installation shall be covered until inspected and approved by each applicable government agency and no service will be extended to the lot until all applicable connection fees, service fees and deposits have been paid to the service provider(s). No sewage may be drained or in any manner discharged into the canal or any other body of water and no "privy," vault or other outhouse of similar character shall be placed, erected or allowed on the premises. Construction and/or special event permits for temporary facilities may be issued by the Rio Villa Improvement Committee, at the discretion of that committee's board of directors, upon written request. In the event a sanitary sewer system is installed, all lot owners shall be required to connect their sewage lines to said system, paying the required tap fees and shall discontinue the use of septic tanks.

14. Said Premises shall not be used for any purpose whatsoever which is an annoyance or nuisance to the other lot owners in said subdivision, and the placing, allowing or keeping of anything, or the commission of any act, which is an annoyance or nuisance to the owners of other lots is expressly prohibited. The owners and occupants of each lot shall clear and keep the same free of weeds, high grass and all unsightly and unkept vegetation within 120 days after purchase and clear all rubbish and/or other discarded material, and shall at all times so maintain their premises so as not to constitute or create an annoyance or nuisance to the other lots. No building materials or other materials shall be stored or located on any lot except when the storage or building materials are necessary in connection with the construction or improvements then in progress. All rubbish and stored building material must be removed before the house is occupied.

15. No livestock or poultry or other domestic animals of any kind whatsoever, other than dogs and cats, shall be kept or allowed to live on any lot. All dogs and cats must be contained and controlled so as to not create a nuisance or hazard to residents.

16. All garbage cans and other trash receptacles shall be kept covered at all times; and if the same are not kept within three (3) feet of the dwelling house, they shall be located, placed, kept and maintained only between the dwelling house and the road and must be enclosed in a suitable wooden frame.

17. The boat ramp and parking area adjacent, along with any other recreational or community area or facility provided by the Rio Villa improvement Committee, shall be for the exclusive use of owners and residents of the Rio Villa Additions and their guests. The owner of each lot in the Rio Villa Additions agrees that the Rio Villa Improvement Committee, its officers and directors, and each other owner of a lot in the Rio Villa Additions shall not be liable to any other lot owner for personal injury, death or property damages to such lot owner occurring as a result of the use of such property or facilities. In this connection, each lot owner agrees to indemnify and hold the Rio Villa Improvement Committee, its successors, directors and officers, as well as each other lot owner, harmless for any personal injury, death or property damage incurred by such lot owner, his guest or tenant, in connection with the use of such property or facilities.

18. Rio Villa Improvement Committee is hereby established and created to perform and fulfill the purposes and functions of such committee as set out in these Restrictions and Covenants. Said Improvement Committee shall consist of three members and shall be elected by the lot owners of Rio Villa Subdivision.

19. Rio Villa Improvement Committee shall and is hereby vested with the following powers, duties and functions, to-wit:

(1) To collect and expend, in the interest of all lots subject to the jurisdiction of
said committee as a whole, the maintenance charges hereinafter established, created and levied;

(1) To enforce by all appropriate means and proceedings the Restrictions and Covenants of Rio Villa made subject to the jurisdiction of said committee, provided, however, that this power is not intended to be and shall not be exclusive and may be exercised by any other person or persons vested with the right, by law or otherwise, to enforce such Restrictions and Covenants;

(1) To enforce the lien against any lot subject to the jurisdiction of such committee securing the payment of the maintenance charges hereinafter levied, upon the default in payment of the same; and

(1) Any other power, duty and function given to property owners' associations by law.

20. Each and every lot of Rio Villa Subdivision shall be and is hereby made subject to and liable for an annual maintenance charge as follows:

(1) Unimproved lots shall be assessed a fixed annual rate of $15.00 per year until such time as they become improved. Owners of partial lots shall be assessed at one-half (1/2) of the rate of unimproved lots.

(1) An improved lot shall be any lot or partial lot on which construction of any type shelter or other structure has begun to be erected or placed on the lot and shall be assessed at a fixed rate of $100.00 per year. Structures on more than one lot shall be assessed at the current rate of improved lots for one lot and each remaining lot or partial lot shall be assessed the same as for unimproved lots.

(1) The board of directors of the Rio Villa Improvement Committee may increase the annual assessment effective January 1st of each year by not more than 3% or $1.00, whichever is greater, over the assessment for the previous year without a vote of the membership.

(1) The board of directors of the Rio Villa Improvement Committee may, for any given year, decrease the annual assessment if it determines, in its absolute discretion, that the funds will not be needed during that year to fulfill the functions for which they are assessed. Any such decrease shall be applicable only to the year of the decrease and the following year's assessments shall be set as if there had been no decrease in the
previous year.

Such charge on such lots is for the purpose of creating a fund to be known and used as the Maintenance Fund; and the owner of each lot shall pay such annual maintenance charge on the first day of January of each year commencing on January 1st of the year these amended restrictions and covenants become effective. The payment of such maintenance charge to be secured by a lien upon and against each lot of said Rio Villa Subdivision. Said maintenance charges and the lien securing the payment thereof are hereby transferred and assigned to Rio Villa Improvement Committee, or its successor, and the payment of such maintenance charges shall be made by each lot owner to said Rio Villa Improvement Committee or its successor at its office in Channelview, Harris County, Texas. The Rio Villa Improvement Committee may, at its discretion, assess a late fee not to exceed 10% of the delinquent amount or $10.00, whichever is greater, on any payment not made or postmarked by February 15th. The maintenance fund so created and arising from said maintenance charges upon each lot shall be applied by said Rio Villa Improvement Committee, to the extent that sufficient funds are available, toward the payment of maintenance expenses including but not limited to, improving and maintaining of the streets and recreation areas in said subdivision and doing any and all other things necessary or desirable in the opinion of said committee to keep the property of said subdivision neat and in good order, or which said committee considers for the general benefit of said subdivision as a whole. It is understood and hereby expressly provided that the judgement of said committee in the use and expenditure of said Maintenance Fund shall be final so long as such judgement is exercised in good faith. Such maintenance charge upon each of said lots shall be due and payable as hereinabove provided on the 1st day of January of each year, commencing on January 1 of the year after these amended restrictions and covenants become effective and for twenty- five (25) years thereafter, and such maintenance charge shall be automatically extended for successive ten (10) year periods thereafter unless the then owners of seventy-five percent (75%) of the lots in the Rio Villa Additions desire to discontinue such charge. The desire of a majority of the owners of lots in the Rio Villa Additions to discontinue such charge must be evidenced in an instrument in writing, signed and acknowledged, by such owners of a majority of the lots in the Rio Villa Additions duly filed of record in the Deed Records of Harris County, Texas."

21. Each purchaser of a lot in the Rio Villa Additions by his/her acceptance of a contract of sale or a deed thereto agrees and consents to such maintenance charges and covenants and agrees to pay the same.

22. These Restrictions and Covenants shall run with the land and shall be binding on all persons owning lots in the Rio Villa Additions and all persons claiming under them, for a period of twenty-five (25) years from the date these covenants are recorded with the County Clerk of Harris County, Texas, after which time such covenants shall be automatically extended for successive periods of ten (10) years, unless an instrument signed by seventy-five percent (75%) of the then owners of the lots has been recorded with the County Clerk of Harris County, Texas, agreeing to change such Restrictions and Covenants in whole or in part or to revoke them. After this instrument amending the Restrictions and Covenants of all of the sections of the Rio Villa Additions becomes effective by being recorded, no individual section of the Rio Villa Additions may withdraw from these Amended Restrictions and Covenants or further amend its own Restrictions and Covenants without obtaining the approval of seventy-five percent (75%) of the then owners of the lots in all of the other Rio Villa Additions.

23. Enforcement of these Restrictions and Covenants may be by proceedings at law or in equity against any person or persons violating or attempting to violate any Restriction or Covenant either to restrain such violation or proposed violation or to recover damages. Such enforcement may be made by the Rio Villa Improvement Committee and/or the owner of any lot in the Rio Villa Additions.

24. The violation of any of these Restrictions and Covenants shall not operate to invalidate any mortgage, deed of trust or other lien held against said property, or any part thereof, and such liens may be enforceable against any and all property covered thereby, subject, nevertheless to these Restrictions and Covenants.

25. There exists within the Rio Villa Additions certain tracts which were excepted from Restrictions and Covenants at the time of the filing of the original Restrictions and Covenants and have remained so. These are sometimes referred to as "Unrestricted Reserves" or "Reserves". The owner of any such tract may elect to have such tract covered by these Restrictions and Covenants by recording a written, acknowledged consent with the Harris County Real Property Records. Upon such recording, such tract shall become subject to all of the Restrictions and Covenants of the Rio Villa Additions and the owner shall have the same rights and responsibilities as owners of other residential lots in the the Rio Villa Additions.

APPROVED AND ADOPTED THIS, the 13th day of June, 2002.

RIO VILLA IMROVEMENT COMMITTEE

BY

Mike Williams, President

ATTEST:

J Aaron Wendt, Secretary, Board of Directors

STATE OF TEXAS §

COUNTY OF HARRIS §

BEFORE ME, the undersigned, a Notary Public in and for said County and State, on this day personally appeared Mike Williams, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, in the capacity therein set forth, and that the above and foregoing Amendment to Restrictions and Covenants was duly approved by the Board of Directors of Rio Villa Improvement Committee on the date stated.

Given under my hand and seal of office, this the 13th day of June, 2002.

Address of Rio Villa Additions and Rio Villa Improvement Committee:
P.O. Box 901
Channelview, Texas 77530

RESOLUTION APPROVING AMENDMENT TO THE RESTRICTIONS
AND COVENANTS OF RIO VILLA ADDITION, SECTIONS ONE (1),
TWO (2), THREE (3), FOUR (4) FIVE (5) AND SIX (6)

/s/ MIKE WILLIAMS



President, Board of Directors

ATTEST:

/s/ J AARON WENDT

Secetary, Board of Directors