Legend Hills Condo Association

Association By-Laws

ARTICLE I
Nature of the By-Laws

  • Section 1. Purpose. These By-Laws are intended to govern the administration of LEGEND HILLS CONDOMINIUM ASSOCIATION, INC., a non-profit corporation organized under Title 15A of the New Jersey Statutes Annotated, and to provide for the management, administration, utilization and maintenance of the Common Elements described in the Master Deed for LEGEND HILLS CONDOMINIUM ASSOCIATION, INC.
  • Section 2. Definitions. Unless the context clearly indicates otherwise, all definitions set forth in the aforesaid Master Deed or in N.J.S.A. 46:8B-3 are incorporated herein by reference.
  • Section 3. Fiscal Year. The fiscal year of the corporation shall be determined by the Board of Directors.
  • Section 4. Principal Office. The principal office of the corporation is located at the Property.

ARTICLE II
Board of Directors

  • Section 1. Number and Qualification. The affairs of the Condominium will be managed by a Board of Directors. The Initial Board will consist of Five (5) members designated by the Sponsor and will serve until the first meeting of Unit Owners. Within thirty (30) days after the initial conveyance of Twelve (12) Units, the President shall call a special meeting of the membership of the Association for the purpose of holding the first election of Unit Owners to the Board of Directors. At the special meeting, Unit Owners other than the Sponsor shall be entitled to vote for and elect One (1) Director and the Sponsor shall be entitled to appoint Four (4) Directors. Within thirty (30) days after the conveyance of Twenty-Four (24) Units, a special meeting of the membership of the Association shall be held for the purpose of electing One (1) additional Unit Owner to the Board of Directors. Within thirty (30) days after the conveyance of Thirty-Six (36) Units, a special meeting of the membership of the Association shall be held for the purpose of electing two (2) additional Unit Owner Directors. The Board of Directors shall then consist of five (5) persons, one (1) of whom shall be designated by the Sponsor for so long as the Sponsor owns one (1) or more Units in the ordinary course of business. When the Sponsor no longer owns any Units, it shall have no further right to appoint any members of the Board of Directors. At the next annual meeting of Unit Owners when the Sponsor shall no longer own any Units, the member of the Board of Directors designated by the Sponsor shall resign and a new Director shall be elected in place thereof. In voting for members of the Board of Directors, each Unit Owner (including the Sponsor so long as it shall own one (1) or more Units) will be entitled to one (1) vote for each Unit owned by said Unit Owner (or Sponsor) based on the proportionate interest in the Common Elements owned by said Unit Owner.All of the members of the Board of Directors shall be owners or mortgagees or spouses of owners or mortgagees of Units or in the case of ownership by a partnership, owners or mortgagees members shall be partners, officers or employees of such partnership, or in the case of the corporation or limited liability company owners or mortgagees Board members shall be officers, stockholders, members or employees of such entity, or in the case of fiduciary owners or mortgagees, members shall be fiduciaries or officers or employees of such fiduciaries, provided, however, that at least one of the members of the Board of Directors shall be a resident of New Jersey.
  • Section 2. Powers and Duties.The Board of Directors shall have the powers and duties necessary for the administration of the affairs of the Association and may do all such acts and things except as by law or by the Master Deed or by these By-Laws may not be delegated to the Board of Directors by the Unit Owners. Such powers and duties of the Board of Directors shall include, but shall not be limited to, the following:

    a. Operation, care, and maintenance of the Common Elements, Limited Common Elements and services and personal property of the Association, if any, together with the right to use all funds collected by the Association to effectuate the foregoing.

    b. Determination of the Common Expenses required for the affairs and duties of the Association, including, without limitation, the operation and maintenance of the Property.

    c. Assessment and collection of the Common Charges and expenses from the Unit Owners.

    The Board of Directors shall, prior to the beginning of each fiscal year of the Association, prepare a budget which shall determine the amount of common charges payable by each Unit to meet the Common Expenses of the Association, including the reserves, and to make up for any deficit in the Common Expenses for any prior year. The Board of Directors shall allocate and assess such charges among the Unit Owners according to and in the percentage of their respective ownership of the Common Elements as set forth in the Master Deed. Unit Owners shall be advised of the amount of Common Expenses payable by each of them and these charges shall be paid to the Association in twelve (12) equal monthly installments on the 1st day of each month of the fiscal year, in advance, at the office of the Association or as otherwise directed by the Association. A statement of the aforesaid yearly charges shall be mailed to each Unit Owner at the commencement of each fiscal year and no further billing by the Association shall be required.

    Pursuant to the provisions of the Internal Revenue Code, the Board of Directors shall safeguard that the assessments paid by Unit Owners shall be held in trust by the Association and used solely to pay: (1) the cost of operation, maintenance, preservation, enhancement or repair of the Property and other costs related to the Property, and (2) the cost of administration of the affairs of the Association, including payment of applicable taxes for the preservation of the Association’s existence, to the extent properly allocable to the performance of the Association’s duties under the Master Deed. To the extent not expended in the year in which paid, assessments shall continue to be held in trust by the Association for the benefit of the Unit Owners to be expended solely for the aforesaid purposes or, upon any termination of the Property the unexpended portion shall be paid over the then owners of the Units on the Property.

    d. Collection of the Common Charges and expenses from the Unit Owners together with any cost and expenses of collection thereof.

    e. Employment and dismissal of the personnel necessary for the maintenance and operation of the Property.

    f. Adoption and amendment of rules and regulations covering the details of the operation and use of the Property.

    g. Purchase or arrangement for such services, machinery, tools, supplies and the like as in the opinion of the Board of Directors may from time to time be necessary for the proper operation and maintenance of the Property and Common Elements and the facilities and general business of the Association. The Board of Directors may also employ a manager for the Association at such compensation as it may deem appropriate, to perform such duties as the Board of Directors may so designate and may lawfully delegate.

    h. Opening and maintaining of bank accounts on behalf of the Association and designating the signatories required therefore.

    i. Purchasing or leasing or otherwise acquiring in the name of the Board of Directors, otherwise, on behalf of all Unit Owners, Units offered for sale or lease or surrendered by their owners to the Board of Directors.

    j. Purchasing of Units at foreclosure or other judicial sales in the name of the Board of Directors, or its designee, corporate or otherwise, on behalf of all Unit Owners.

    k. Acquiring in the name of the Board of Directors or its designee, on behalf of all Unit Owners rights and interests in real and personal property for use in connection with the ownership and operation of the Property.

    l. Selling, leasing, mortgaging, voting the votes appurtenant to (other than for the election of members of the Board of Directors), or otherwise dealing with Units acquired by, and subleasing Units leased by the Board of Directors or its designee, corporate or otherwise, on behalf of all Unit Owners.

    m. Organizing corporations to act as designees of the Board of Directors in acquiring title to or leasing of Units or rights and interests in real and personal property for use in connection with the ownership and operation of the Property, on behalf of all Unit Owners.

    n. Maintenance of detailed books of account of the receipts and expenditures of the Association. The aforesaid books of account shall be audited when requested by the Board of Directors, but not less than annually, by an independent certified public accountant and a statement reflecting the financial condition and transactions of the Association shall be furnished to each Unit Owner on an annual basis. The books of account and any supporting vouchers shall be made available for examination by a Unit Owner at convenient hours on working days that shall be established by the Board of Directors and announced for general knowledge.

    o. Maintenance of fidelity bonds for Association officers, agents and employees handling Association funds and records, at such times and in such amounts as the Board of Directors may deem necessary. The premiums for such coverage shall be paid by the Association and shall constitute a Common Expense.

    p. Payment of all taxes, assessments, utility charges and the like assessed against any property of the Association or assessed against any Common Element, exclusive of any taxes or assessments properly levied against any Unit Owner.

    q. Adjust or increase the amount of any monthly installment payment of Common Expenses and to levy and collect from Unit Owners special assessments in such amounts and payable in such manner as the Board of Directors may deem necessary to defray and meet increased operating costs, capital expenses or to resolve emergency situations; provided, however, that all such special assessments or increased payment assessments shall be levied against the Unit Owners in the same proportions or percentages as provided herein.

    r. Obtaining of insurance for the Property, including the Units, pursuant to the provisions of Article V, Section 2 hereof, and adjusting and settling claims under insurance policies obtained pursuant to Article v, Section 2, and executing and delivering releases upon settlement of such claims on behalf of all Unit Owners.

    s. Making of repairs, additions and improvements to or alterations of the Property and making of repairs to and restoration of the Property in accordance with the other provisions of these By-Laws after damage or destruction by fire or other casualty, or as a result of condemnation or Eminent Domain proceedings.

    t. Borrowing money on behalf of the Association when required in connection with the operation, care, upkeep and maintenance of the Common Elements, provided, however, that (i) the consent of at least 66-2/3% in number and in common interest of the Unit Owners, present in person and/or by proxy and voting at a meeting duly called and held for such purpose in accordance with the provisions of these By-Laws, shall be required for the borrowing of any sum in excess of $10,000 and (ii) no lien to secure repayment of any sum borrowed may be created on any Unit or its appurtenant interest in the Common Elements without the consent of the Unit Owner. If any sum borrowed by the Board of Directors on behalf of the Condominium pursuant to the authority contained in this paragraph is not repaid by the Board, a Unit Owner who pays to the creditor such proportion thereof as his interest in the Common Elements bears to the interests of all the Unit Owners in the Common Elements shall be entitled to obtain from the creditor a release of any judgment or other lien which said creditor shall have filed or shall have the right to file against the Unit Owner’s Unit.

    u. Levying fines against Unit Owners for violations of the rules and regulations governing the operation and use of the Property.

    Despite anything to the contrary contained in these By-Laws, so long as the Sponsor or its designee shall continue to own Twelve (12) or more of the Units, but in no event longer than five (5) years from the date of conveyance of the first Unit, the Board of Directors may not, without the Sponsor’s prior written consent, (i) make any addition, alteration or improvement to the Common Elements costing more than $5,000.00, or (ii) assess any Common Charges for the creation of, addition to or replacement of all or part of a reserve, contingency or surplus fund or (iii) hire any employee in addition to the employees referred to in the Plan of Condominium Ownership or (iv) enter into any service or maintenance contract for work not covered by contracts in existence on the date of the first closing of title to an Apartment Unit or (v) borrow money on behalf of the Association or (vi) amend the Master Deed or these By-Laws as provided herein. The Sponsor or its designee shall have the right to withhold its consent to any of the foregoing actions.

  • Section 3. Managing Agent and Manager. The Board of Directors may employ a managing agent and/or a manager at a compensation established by the Board of Directors, to perform such duties and services as the Board of Directors shall authorize.
  • Section 4. Election and Term of Office. Except as provided in Section 1 of Article III, with respect to the initial Board of Directors, the members of the Board of Directors elected at the first meeting of Unit Owners and at every annual meeting of Unit Owners thereafter shall hold office until the next annual meeting of Unit Owners and until their respective successors shall have been elected or until their earlier resignation or removal. Nothing herein contained to the contrary shall serve to exculpate members of the Board of Directors appointed by the Sponsor from their fiduciary responsibilities. When a member of the Board of Trustees who has been elected by Unit Owners other than Sponsor is removed or resigns, that vacancy shall be filed by a Unit Owner who is not employed or associated with the Sponsor.
  • Section 5. Removal of Members of the Board of Directors. At any regular or special meeting of Unit Owners, anyone or more of the members of the Board of Directors other than a member designated by the Sponsor or its designee, may be removed with or without cause by a majority of the Unit Owners and a successor may then and there or thereafter be elected to fill the vacancy thus created. Any member of the Board of Directors whose removal has been proposed by the Unit Owners shall be given an opportunity to be heard at the meeting. A member of the Board of Directors designated by the Sponsor or its designee, may only be removed by the Sponsor or its designee, and only they shall have the right to designate a replacement. If a member of the Board of Directors ceases to be a Unit Owner or mortgagee (or a partner, officer, member, director, stockholder or employee of a partnership or limited liability company or corporate owner or mortgagee or fiduciary owner), unless such member is a designee of the Sponsor, he shall be deemed to have resigned effective as of the date such ownership or mortgage interest ceased.
  • Section 6. Vacancies. Vacancies in the Board of Directors caused by any reason other than the removal of a member thereof by a vote of the Unit Owners, shall be filled by vote of a majority of the remaining members at a special meeting of the Board of Directors held for that purpose promptly after the occurrence of any such vacancy, even though the members present at such meeting may constitute less than a quorum, and each person so elected shall be a member of the Board of Directors for the remainder of the term of the predecessor member and until a successor shall be elected at the next annual meeting of the Unit Owners. Notwithstanding the foregoing, vacancies of members designated by the Sponsor or its designee shall be filled only by the Sponsor or its designee.
  • Section 7. Organization Meeting. The first meeting of the members of the Board of Directors following each annual meeting of the Unit Owners shall be held within ten (10) days thereafter at such time and place as shall be fixed by a majority of the members of the Board of Directors and no notice shall be necessary to the newly elected members of the Board of Directors, in order, legally to constitute such meeting, providing a majority of the whole Board of Directors shall be present thereat.
  • Section 8. Regular Meetings. Regular meetings of the Board of Directors may be held at such time and place as shall be determined from time to time by a majority of the members of the Board of Directors, but at least four (4) such meetings shall be held during each fiscal year. Notice of regular meetings of the Board of Directors shall be given to each member of the Board of Directors, by mail or telephone, at least three (3) business days prior to the day named for such meeting, and an annual schedule of the meetings shall be posted in a prominent place on the Property.
  • Section 9. Special Meetings. Special meetings of the Board of Directors may be called by the President on three (3) business days’ notice to each member of the Board of Directors, given by mail or telephone, which notice shall state the time, place and purpose of the meeting. Special meetings of the Board of Directors shall be called by the President or Secretary in like manner and on like notice on the written request of at least three (3) members of the Board of Directors. Notice of such meetings shall be posted in a permanent place on the property.
  • Section 10. Waiver of Notice. Any member of the Board of Directors may at any time waive notice of any meeting of the Board of Directors in writing, and such waiver shall be deemed equivalent to the giving of such notice. Attendance by a member of the Board of Directors at any meeting of the Board shall constitute a waiver of notice by him of the time and place thereof. Anyone or more members of the Board of Directors of any committee thereof may participate in a meeting of the Board or committee by means of a conference telephone or similar communications equipment allowing all persons participating in the meeting to hear each other at the same time. Participation by such means shall constitute presence in person at a meeting. If all the members of the Board of Directors are present at any meeting of the Board, despite lack of proper notice to them, no additional notice shall be required and any business may be transacted at such meeting.
  • Section 11. Quorum of Board of Directors. At all meetings of the Board of Directors, a majority of the members thereof shall constitute a quorum for the transaction of business, and the votes of a majority of the members of the Board of Directors present at a meeting at which a quorum is present shall constitute the decision of the Board of Directors. If at any meeting or the Board of Directors there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time. At any such adjournment meeting at which a quorum is present, any business which might have been transacted at the meeting originally called may be transacted without further notice. Any action required or permitted to be taken by the Board of Directors shall be deemed to be validly taken if all members of the Board of committee consent in writing or writings are filed with he minutes of the proceedings of the Board or The committee.
  • Section 12. Fidelity Bonds. The Board of Directors shall obtain adequate fidelity bonds for all officers and employees of the Association and the premiums on such bonds shall constitute a Common Expense. The managing agent handling or responsible for Association funds shall obtain a similar fiduciary bond at its expense.
  • Section 13. Compensation. No member of the Board of Directors shall receive any compensation from the Association for acting as such.
  • Section 14. Liability of the Board of Directors. The members of the Board of Directors shall not be liable to the Unit Owners for any mistake of judgment, negligence, or otherwise, except for their own individual willful misconduct or bad faith and the Association shall provide appropriate insurance coverage for the members of the Board of Directors. The Unit Owners shall indemnify. and hold harmless each of the members of the Board of Directors against all liability to others arising from their acts as, or by reason of the fact that such person was, a member of the Board of Directors. It is intended that the members of the Board of Directors shall have no personal liability with respect to any contract made by them on behalf of the Association within the scope of their authority. It is also intended that the liability of any Unit Owner arising out of any contract made by the Board of Directors or out of the aforesaid indemnity in favor of the members of the Board of Directors shall be limited to such proportion of the total liability there-under as his interest in the Common Elements bears to the interest of all the Unit Owners in the Common Elements. Every agreement made by the Board of Directors, or by the Managing Agent, or by the manager, on behalf of the Association shall provide that the members of the Board of Directors, or the Managing Agent or the Manager as the case may be are acting only as agents for the Unit Owners and shall have no personal liability there-under (except as Unit Owners), and that any liability of a Unit Owner there-under shall be as his interest in the Common Elements bears to the interests of all Unit Owners in the Common Elements.
  • Section 15. Executive Committee. The Board of Directors may, by resolution duly adopted, appoint an Executive Committee to consist of three (3) or more members of the Board of Directors, at least one of whom shall be designated by the Sponsor or its designee so long as the Sponsor or its designee has the right to designate a member of the Board. Such Executive Committee shall have and may exercise all the powers of the Board of Directors in Meetings of the Unit Owners of the Association or at such the Uni t Owners as may be the management of the business and affairs of the Association during the intervals between the meetings of the Board of Directors insofar as may be permitted by law, except that the Executive Committee shall not have power (a) to determine the Common Charges and Expenses required for the affairs of the Condominium, (b) to determine the Common Charges payable by the Unit Owners to meet the Common Charges and Expenses of the Condominium, (c) to adopt or amend the rules and regulations governing the operation and use of the Property.
  • Section 16. Other Committees. The Board of Directors may by resolution create such other committees as it shall deem appropriate and such committees shall have such powers and authority as the Board of Directors shall vest therein. The members of any such committee, at least one of whom shall be designated by the Sponsor or its designee, so long as the Sponsor or its designee has the right to designate a member of the Board, shall be appointed by the President of the Condominium. Such committee shall not have the power to do any act which the Executive Committee does not have.

ARTICLE III
Unit Owners

    • Section 1. Annual Meetings. All annual meetings of the Unit Owners of the Association shall be held on the day and month of the year to be established by the Board, except that the first such annual meeting shall be held not more than thirteen months following the incorporation of the Association. At each annual meeting subsequent to the Special Meetings held in accordance with Article II, Section 1 hereof, the election of Directors shall take place. If the election of Directors shall not be held at the annual meeting or any adjournment of such meeting, the Board shall cause the election to be held at a special meeting as soon thereafter as may be convenient or necessary. At such special meeting the Unit Owners may elect the Directors and transact other business with the same force and effect as at an annual meeting duly called and held. All proxies validly received for the originally scheduled meeting shall remain in full force and effect for any such adjourned meeting or special meeting and new proxies may be received for any such subsequent meeting.
    • Section 2. Place of Meeting: shall be held at the principal office other suitable place convenient to designated by the Board of Directors.
    • Section 3. Special Meetings. It shall be the duty of the President to call a special meeting of the Unit Owners if so directed by resolution of the Board of Directors or upon a petition signed and presented to the Secretary by not less than forty (40%) percent in common interest, in the aggregate, of Unit Owners. 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.
    • Section 4. Notice of Meetings. It shall be the duty of the Secretary to mail a notice of each annual or special meeting of the Unit Owners at least ten (10) but not more than twenty (20) days prior to such meeting, stating the purpose thereof as well as the time and place where it is to be held, to each Unit Owner of record, at the Property or at such other address as such Unit Owner shall have designated by notice in writing to the Secretary. If the purpose of any meeting shall be to act upon a proposed amendment to the Master Deed or to these By-Laws, the notice of meeting shall be mailed at least thirty (30) days prior to such meeting. The mailing of a notice of meeting in the manner provided in this Section shall be considered service of notice.
    • Section 5. Adjournment of Meetings. If any meeting of Unit Owners cannot be held because a quorum has not attended, a majority in common interest of the Unit Owners who are present at such meeting, either in person or by proxy, may adjourn the meeting to a time not less that forty-eight (48) hours from the time the original meeting was called.
    • Section 6. Order of Business. The order of business at all meetings of the Unit Owners shall be as follows:

a. Roll call.

b. Proof of notice of meeting.

c. Reading of minutes of preceding meeting.

d. Reports of officers.

e. Report of Board of Directors.

f. Reports of committees.

g. Election of inspectors of election (when so required).

h. Election of members of the Board of Directors (when so required).

i. Unfinished business.

j. New business.

  • Section 7. Titles to Units. Title to Units may be taken in the name of an individual or in the names of two (2) or more persons, as tenants in common or as joint tenants or as tenants by the entirety, or in the name of a corporation, limited liability company or partnership, or in the name of a fiduciary.
  • Section 8. Voting. The owner or owners of each Unit (except the Board of Directors or its designee) or some person designated by such owner or owners to act as proxy on his or their behalf and who need not be an owner, shall be entitled to cast the votes appurtenant to such Unit at all meetings of Unit Owners. The designation of any such proxy shall be made in writing to the Secretary, and shall be revocable at any time by written notice to the Secretary by the owner or owners so designating. Any or all of such owners may be present at any meeting of the Unit Owners and (those constituting a group acting unanimously) may vote or take any other action as a Unit Owner either in person or by proxy. The total number of votes of all Unit Owners shall be one hundred (100%) percent and each Unit Owner (including the Sponsor or its designee or the Board of Directors, or its designee, then holding title to one (1) or more Units) shall be entitled to cast one vote at all meetings of the Unit Owners for each .0001 per cent of interest in the Common Elements applicable to his or their Unit. A fiduciary shall¬∑¬∑ be the voting member with respect to any Unit owned in a fiduciary capacity.
  • Section 9. Majority of Unit Owners. As used in these By-Laws the term “Majority of Unit Owners” shall mean those Unit Owners having more than fifty (50%) percent of the total authorized votes of all Unit Owners present in person or by proxy and voting at any meeting of the Unit Owners, determined in accordance with the provisions of Section 8 of this Article III.
  • Section 10. Quorum. Except as otherwise provided in these By-Laws, the presence in person or by proxy of Unit Owners having one-third of the total authorized votes of all Unit Owners shall constitute a quorum at all meetings of the Unit Owners.
  • Section 11. Majority Vote. The vote of a majority of Unit Owners at a meeting at which a quorum shall be present shall be binding upon all Unit Owners for all purposes except where in the Declaration or these By-Laws or by law, a higher percentage vote is required.
  • Section 12. Action Without Meeting. Any action required or permitted to be taken by the Unit Owners may be taken without a meeting if the number of Unit Owners required by the Master Deed, these By-Laws or applicable law consents in writing to the adoption of a resolution authorizing such action and the writing is filed with the records of the Association.

ARTICLE IV
Officers

  • Section 13. Designation. The principal officers of the Association shall be the President, the Vice President, the Secretary, and the Treasurer, all of whom shall be elected by the Board of Directors. The Board of Directors may appoint an assistant treasurer, an assistant secretary, and such other officers as in its judgment may be necessary. The President and Vice President, but no other officers, need be members of the Board of Directors.
  • Section 14. Election of Officers. The officers of the Association shall be elected annually by the Board of Directors and shall hold office at the pleasure of the Board of Directors.
  • Section 15. Removal of Officers. Upon the affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, either with or without cause, and his successor may be elected at any regular meeting of the Board of Directors called for such purpose.
  • Section 16. President. The President shall be the chief executive officer of the Association. He shall preside at all meetings of the Unit Owners and of the Board of Directors. He shall have all of the general powers and duties which are incident to the office of president of a stock corporation organized under the Business Corporation Law of the State of New Jersey, including but not limited to the power to appoint committees from among the Unit Owners from time to time as he may in his discretion decide is appropriate to assist in the conduct of the affairs of the Association.
  • Section 17. Vice President. The Vice President shall take the place of the President and perform his duties whenever the President shall be absent or unable to act. If neither the President nor the Vice President is able to act, the Board of Directors shall appoint some other member of the Board of Directors to act in the place of the President on an interim basis. The Vice President shall also perform such other duties as shall from time to time be imposed upon him by the Board of Directors or by the President.
  • Section 18. Secretary. The Secretary shall keep the minutes of all meetings of the Unit Owners and of the Board of Directors; he shall have charge of such books and papers as the Board of Directors may direct; and he shall, in general, perform all the duties incident to the office of the secretary of a stock corporation organized under the Business Corporation Law of the State of New Jersey.
  • Section 19. Treasurer. The Treasurer shall have the responsibility for Association funds and securities and shall be responsible for keeping full and accurate financial records and books of account showing all receipts and disbursements, and for the preparation of all required financial data. He shall be responsible for the deposit of all monies and other valuable effects in the name of the Board of Directors, or the Managing Agent, in such depositories as may from time to time be designated by the duties incident to the office of the treasurer of a stock corporation organized under the Business Corporation Law of the State of New Jersey.
  • Section 20. Agreements, Contracts, Deeds, Checks, Etc. All agreements, contracts, deeds, leases, checks and other instruments of the Association shall be executed by any two (2) officers of the Association or by such other person or persons as may be designated by the Board of Directors.
  • Section 21. Compensation of Officers. No officer shall receive compensation from the Association for acting as such.

ARTICLE V
Operations of the Property

      • Section 1. Determination of Common Expenses and Fixing of Common Charges. The Board of Directors shall, from time to time, and at least annually, prepare a budget for the Condominium, determine the amount of the Common Charges payable by the Unit Owners to meet the Common Expenses of the Condominium, and allocate and assess such Common Charges and Expenses among the Unit Owners according to their respective common interests. The Common Expenses shall include, among other things, insurance premiums on all policies of insurance required to be, or which have been, obtained by the Board of Directors pursuant to the provisions of Section 2 of this Article V and the fees and disbursements of the Insurance Trustee. The Common Expenses may also include such amounts as the Board of Directors may deem proper for the operation for working capital of the Condominium, for a general operating reserve, for a reserve fund for replacement, and to make up any deficit in the Common Expenses for any prior year. The Common Expenses may also include such amounts as may be required for the purchase or lease by the Board of Directors or its designee, corporate or otherwise, on behalf of all Unit Owners, of any Unit whose owner has elected to sell or lease such Unit or any Unit which is to be sold at a foreclosure or other judicial sale. The Board of Directors shall advise all Unit Owners promptly, in writing, of the amount of Common Charges and Expenses payable by each of them, respectively, as determined by the Board of Directors, as aforesaid, and shall furnish copies of each budget on which such Common Charges and Expenses are based, to all Unit Owners. Notwithstanding anything to the contrary contained herein, without the consent of 66-2/3% of the Unit Owners voting thereon, the Board of Directors may not in any year: (1) increase the Common Charges by more than fifteen (15%) percent over the previous year’s Common Charges or (2) make an expenditure of over the previous year’s budget, unless such increase of expenditure is required by law or is necessary to maintain the level of services to Unit Owners. That portion of the Common Charges allocable to payments on indebtedness or for capital improvements shall be treated upon the books of the Condominium as capital contributions. Subject to the provisions of Article 5 of the Master Deed, the Sponsor shall pay Common Charges assessed against a Unit owned by it from the date of the first conveyance of title to a Unit in the Condominium until such unit is sold to a bona fide purchaser.
      • Section 2. Insurance.The Board of Directors shall be required to obtain and maintain to the extent obtainable insurance for the Property against loss or damage by fire and other hazards as are covered under standard extended coverage provisions for the full insurable replacement cost of the Common Elements and the Limited Common Elements and the Units. Such policies shall include coverage for the payment of Common Expenses with respect to damaged Units during the period of reconstruction thereof and, if agreeable to the insurer, shall provide that, notwithstanding any provision of the policies which gives the insurer an election to restore the Property in lieu of making a cash settlement therefore, such option shall not be exercisable in the event the Unit Owners elect to sell the Property or remove it from the provisions of the Act. Such insurance coverage shall be written in the name of and the proceeds thereof shall be payable to the Association or the Board of Directors as the trustee for the Unit Owners in the proportion of their respective percentage of ownership interest in the Common Elements. A standard mortgagee endorsement shall be issued to the holder of the first mortgage on each Unit. If agreeable to the insurer, such policies shall include provisions that they be without contribution, that improvements to Units made by Unit Owners shall not affect the valuation of the Property for purposes of insurance, and that the insurer waives it rights of subrogation as to any claims against Unit Owners, the Association and their respective employees, servants, agents and guests.Damage to or destruction of any improvements on the Property or any part thereof or to the Common Elements or any part thereof covered by insurance required to be maintained by the Board of Directors shall be repaired and restored by the Association using the proceeds of any such insurance. The Uni t Owners directly affected shall be assessed on an equitable basis for any deficiency and shall share in any excess.If the proceeds of such insurance shall be inadequate to cover the estimated cost of restoration of any improvement or Common Element by a sum equal to seventy-five (75%) percent of the aggregate annual Common Expenses chargeable to Unit Owners directly affected by the damage or destruction for the fiscal year in which the damage or destruction shall occur, or if such damage shall constitute substantially total destruction of the Property or of one or more of the Buildings, or if seventy-five (75%) percent of the Unit Owners directly affected by such damage or destruction voting in accordance with their respective interests in the Common Elements, shall determine not to repair or restore, the Association shall proceed to realize upon the salvage value of that portion of the Property so damaged or destroyed either by sale or such other means as the Association may deem advisable and shall collect the proceeds of any insurance. Thereupon the net proceeds of such sale, together with the net proceeds of such insurance shall be considered as one fund to be divided among the Unit Owners directly affected by such damage or destruction in proportion to their respective undivided ownership of the Common Elements. Any liens or encumbrances on any affected Unit shall be relegated to the interest in the fund of the Unit Owners.If all or any part of the Common Elements shall be taken, injured or destroyed by eminent domain, each Unit Owner shall be entitled to notice of such taking and to participate through the Association in the proceedings incident thereto. Any damages shall be for the taking, injury or destruction as a whole and shall be collected by the Association and distributed by it among the Unit Owners in proportion to each Unit Owner’s undivided interest in such Common Elements, except to the extent that the Association deems it necessary or appropriate to apply them to the repair or restoration of any such injury or destruction.The Board of Directors shall also maintain comprehensive public liability and property damage insurance in such limits as it shall deem desirable and worker’s compensation insurance and other insurance as it may deem desirable and as may be required by law, insuring each Unit Owner and the Association, Board of Directors, manager and managing agent from liability in connection with the Common Elements. Where agreeable to the insurer, all liability insurance policies shall contain cross liability endorsements to cover liability of the Unit Owners collectively to a Unit Owner individually.Each Unit Owner shall be responsible for his Unit, his additions and improvements thereto, his decorating and furnishing thereof and any of his personal property therein or stored elsewhere on the Property. The Association shall not be responsible for any claims asserted by any party against any Unit owner. Licensees or invitees, arising as a result of any alleged negligent act or omission of any of the foregoing persons, except to the extent covered by the liability insurance for all of the Unit Owners obtained as part of the Common Expenses as above provided.
      • Section 3. Repair or Reconstruction After Fire or Other Casualty. In the event of damage to or destruction of a Building or the Buildings (when damage or destruction shall give a Unit Owner(s) or lienholder(s) a right of partition as provided by the Condominium Act of the State of New Jersey), the Board of Directors shall arrange for the prompt repair and restoration of the Buildings (including any damaged Units, and any kitchen or bathroom fixtures initially installed therein and partitions, floors and ceilings within the Unit, but not including any walls, ceiling, or floor decorations or coverings or other furniture, furnishings, fixtures, appliances or equipment supplied or subsequently installed by Unit Owners or tenants of Unit Owners), and the Board of Directors or the Insurance Trustee, as the case may be, shall disburse the proceeds of all insurance policies to the contractors engaged in such repair and restoration in appropriate progress payments. Any cost of such repairs and restoration in excess of the insurance proceeds shall constitute a Common Expense and the Board of Directors may assess all the Unit Owners for such deficit as part of the Common Charges.If, as the result of damage to, or destruction of the Buildings by fire or other casualty, the Property becomes subject to an action for partition at the suit of any Unit Owner or lien holder as if owned in common, in accordance with the provisions of the Condominium Act of the State of New Jersey, the Property will be repaired and the net proceeds of sale, together with the net proceeds of insurance policies (or if there shall have been a repair or restoration pursuant to the first paragraph of this Section 3 and the amount of insurance proceeds exceeds the cost of such repair, such excess) shall be divided by the Board of Directors or the Insurance Trustee as the case may be, among all the Unit Owners in proportion to their respective common interests, after first paying out of the share of each Unit Owner the entire amount of any unpaid liens on his Unit, in the order of the priority of such liens.
      • Section 4. Payment of Common Charges. All unit Owners shall be obligated to pay the Common Charges assessed by the Board of Directors pursuant to the provisions of Section 1 of this Article V at such time or times as the Board of Directors shall determine. Subject to the provisions of Article 5 of the Master Deed, the Common Charges and Expenses payable by each Unit Owner will be computed in accordance with his proportionate interest in the Common Elements.No Unit Owner shall be liable for the payment of any part of the Common Charges assessed against his Unit subsequent to a sale, transfer or other conveyance by him (made in accordance with the provisions of Section 1 of Article VII of these By-Laws of such Unit, together with the Appurtenant Interests, as defined in Section 1 of Article VII hereof. In addition, any unit Owner may, subject to the terms and conditions specified in these By-Laws, provided that his Unit is free and clear of liens and encumbrances other than a permissible mortgage and the statutory lien for unpaid Common Charges, convey his Unit, together with the “Appurtenant Interests”, to the Board of Directors, or its designee, corporate or otherwise, on behalf of all other Unit Owners, and in such event be exempt from Common Charges thereafter assessed. A purchaser of a Unit shall be liable for the payment of Common Charges assessed against such Unit prior to the acquisition by him of such Unit, except that a mortgagee or other purchaser of a Unit at a foreclosure sale of such Unit shall not be liable for and such Unit shall not be subject to a lien for the payment of Common Charges assessed prior to the foreclosure sale.
      • Section 5. Collection of Assessments. The Board of Directors shall assess Common Charges against the Unit Owners from time to time and at least annually and shall take prompt action to collect any Common Charge due from any Unit Owner which remains unpaid for more than thirty (30) days from the due date for payment thereof.
      • Section 6. Default in Payment of Common Charges. In the event of default by any Unit Owner in paying to the Board of Directors the Common Charges or any assessment as determined by the Board of Directors, such Unit Owner shall be obligated to pay interest at the legal rate on such Common Charges or assessments from the date due thereof, together with all expenses, including attorneys’ fees, incurred by the Board of Directors in any proceeding brought to collect such unpaid Common Charges or assessments. The Board of Directors shall have the right and duty to attempt to recover such Common Charges or assessments, together with interest thereon, and the expenses of the proceeding, including attorneys’ fees, in an action to recover the same brought against such Unit Owner, or by foreclosure of the lien on such Unit in the same manner as real estate mortgages.
      • Section 7. Foreclosure of liens for Unpaid Common Charges. In any action brought by the Board of Directors to foreclose a lien on a Unit because of unpaid Common Charges, the Unit Owner shall be required to pay a reasonable rental for the use of his Unit and the Plaintiff in such foreclosure action shall be entitled to the appointment of a receiver to collect the same. The Board of Directors, acting on behalf of all Unit Owners, shall have power to purchase such Unit at the foreclosure sale and to acquire, hold, lease, mortgage, vote the votes appurtenant to (other than for the election of members of the Board of Directors), conveyor otherwise deal with the same. A suit to recover a money judgment for unpaid Common Charges shall be maintainable without foreclosing or waiving the lien securing the same as provided by law.
      • Section 8. Statement of Common Charges. The Board of Directors (or a Managing Agent on its behalf) shall promptly provide any Unit Owner so requesting the same in writing, with a written statement of all unpaid Common Charges due from such Unit Owner.
      • Section 9. Abatement and Enjoinment of Violations by Unit Owners. The violations of any rule or regulation adopted by the Board of Directors, or the breach of any By-Laws contained herein, or the breach of any provision of the Master Deed shall give the Board of Directors the right, in addition to any other rights set forth in these By-Laws upon reasonable notice to the Unit Owner: (a) to enter the Unit in which, or as to which, such violation or breach exists and to summarily abate and remove, at the expense of the defaulting Unit Owner, any structure, thing or condition that may exist therein contrary to the intent and meaning of the provisions hereof (provided, however, that no prior notice shall be required in the event that the Board of Directors shall determine that action is immediately necessary for the preservation or safety of the Property or for the safety of the residents of the Condominium or other persons or required to avoid the suspension of any necessary service to the condominium); or (b) to enjoin, abate or remedy by appropriate legal proceedings, either at law or in equity, the continuance of any such breach.
      • Section 10. Maintenance and Repairs.

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 or 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. Each Unit Owner shall be responsible for all damages to any and all other Units and or to the Common Elements that his failure so to do may engender.

b. All maintenance, repairs and replacements to the Common Elements (other than the Limited Common Elements exclusive to particular Units), 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 charged to such Uni t Owner), shall be made by the Board of Directors and be charged to all the Unit Owners as a Common Expense.

      • Section 11. Additions. Alterations or Improvements by Association. The Association shall have the right to make or cause to be made such alterations and improvements to the Common Elements (which do not adversely prejudice the right of any Unit Owner unless his written consent has been obtained) as the Association may deem necessary, provided the making of such alterations and improvements is first authorized by the Board of Directors of the Association and approved by not less than a majority of the Unit Owners. The costs of such alterations and improvements shall be assessed as Common Expenses, unless in the judgement of not less than seventy (70%) percent of the Board of Directors, the same are exclusively or substantially exclusively for the benefit of the Unit Owners requesting the same in which case such requesting Unit Owners shall be assessed therefore in such proportion as they approve jointly and failing such approval, in such proportion as may be determined by the Board of Directors.
      • Section 12. Additions, Alterations or Improvements by Unit Owners. No Unit Owner shall install any appliance (except a washing machine and/or dryer or replacement for any existing appliance) or make any addition, alteration or improvement which is structural or pertains to the mechanical or electrical systems of the Unit or Building in or to his Unit without the prior written consent thereto of the Board of Directors. The Board of Directors may require as a condition of its approval for any alteration, that the Unit Owner post a security deposit of at least $1,000.00 to assure completion of the alteration in accordance with the plans approved by the Board or the governmental agency having jurisdiction there over and to correct or repair any damage to the Common Elements as a consequence of such alteration. The Board of Directors shall have the obligation to answer any written request by a Unit Owner for approval of a proposed installation or structural addition, alteration or improvement in such Unit Owner’s Unit within thirty (30) days after such request, and failure to do so within the stipulated time shall constitute a consent by the Board of Directors to the proposed installation, addition, alteration or improvement. Any application or consent to any Application by a Unit Owner to any Department of the Borough of Edgewater or the State of New Jersey or to any other governmental authority for a permit to make an installation, addition, alteration or improvement in or to any Unit shall be executed by the Board of Directors without, however, incurring any liability on the part of the Board of Directors or any of them to any contractors, subcontractors, material men, architects or engineers on account of such installation, addition, alteration or improvement, or to any other person having any claim for injury to person or damage to property arising there from. The provisions of this Section 12 shall not apply to any Unit owned by the Sponsor or its designee.The Board of Directors will execute any application or other document required to be filed with any governmental authority having or asserting jurisdiction in connection with any such installation or structural addition, alteration or improvement made by the Sponsor or its designee to any Unit provided, however, that neither the Board of Directors nor the Unit Owners shall be subjected to any expense or liability by virtue of the execution of the application or such other document.
      • Section 13. Use of Common Elements and Facilities.

a. The Common Elements and facilities shall be used only for the furnishing of the services and facilities for which they are reasonably suited and capable. No Unit Owner shall make any addition, alteration, improvement or change in or to any Common Element without the prior written consent of the Board of Directors (and the holders of Unit mortgages, if required)

b. While the Sponsor or its designee owns any Unit it shall have the right to maintain a model Unit and general and s a Le a : offices on or about the Property, to have its employees present on the Property, to use the Common Elements and share the services and use of the employees of the Condominium and to do all things necessary or appropriate to sell Units, including but without being limited to the right to erect and maintain signs on exterior portions of the Buildings and elsewhere on the Property, but the Sponsor shall be obligated to repair and maintain the portions of the Property used by it for such purpose so long as such use by the Sponsor or its designee shall continue.

      • Section 14. Right of Access. A Unit Owner shall grant a right of access to his Unit to the manager and/or the Managing Agent, for the purpose of making inspections or for the purpose of correcting any condition originating in his Unit and threatening another Unit or a Common Element, or for the purpose of performing installations, alterations or repairs to the mechanical or electrical services or other Common Elements in his Unit, provided that requests for entry are made in advance and that any such entry is at a time reasonably convenient to the Unit Owner and further provided that such right shall be exercised in such a manner as will not unreasonably interfere with the normal use of the Units for residential or other lawful and permitted purposes. In case of an emergency, such right of entry shall be immediate, whether the Unit Owner is present at the time or not.
      • Section 15. Water Charges and Sewer Rents. Unless separately metered to all Units water shall be supplied to all of the Units and the Common Elements and the Board of Directors shall pay, as Common Expenses, all charges therefor, together with all related sewer rents arising there from, promptly after the bills for the same shall have been rendered. In the event of a proposed sale of a Unit by the owner thereof, the Board of Directors (or the Managing Agent on its behalf) on request of the selling Unit Owner shall execute and deliver to the Purchaser of such Unit or to the Purchaser’s title insurance company a letter agreeing to pay all charges for water and sewer rents affecting the Unit as of the date of closing of title to such Unit, and payable by the Board of Directors, but only to the extent that any unpaid water and/or sewer charges constitute a lien against the Units and/or the Common Elements.
      • Section 16. Gas and Electricity. Electricity shall be supplied to each Unit through a separate meter or sub-meter and each Unit Owner shall pay all charges therefore directly to the public utility company.

ARTICLE VI
Mortgages

      • Section 1. Notice of 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 wi til the Board of Directors; the Board of Directors shall maintain such information in a book or folder entitled “Mortgagees of Units”.
      • Section 2. Notice of Unpaid Common Charges or Other Default. The Board of Directors, whenever so requested in writing by a mortgagee of a Unit, shall within a reasonable period report any then unpaid Common Charges due from or any other default by the owner of the mortgaged Unit.
      • Section 3. Notice of Default. The Board of Directors, when giving notice to a Unit Owner of a default in paying Common Charges or other default, shall endeavor to send a copy of such notice to each holder of a mortgage covering such Unit whose name and address has theretofore been furnished to the Board of Directors. There shall be no liability to the Board of Directors as a result of the failure to provide such notice, nor shall the failure to provide such notice constitute the basis for any defense, claim, deduction or set-off by any mortgagee of a Unit Owner.

ARTICLE VII
Sales, Leases and Mortgages of Units

      • Section 1. Sale or Other Disposition of Units.Any lease or rental arrangement shall be for not less than one (1) year unless approved by the Board of Directors.No subleasing or sub-renting by a lessee of a Unit shall be permitted. The Board of Directors shall have the right to require that a uniform form of lease be used.The foregoing provisions shall in no way be construed as affecting the rights of a permitted first mortgagee and the provisions hereof shall not be applicable to a purchaser at foreclosure or other judicial sales of any permitted first mortgage, to transfers to permitted first mortgagees, or to the Sponsor. In addition the restrictions set forth herein shall be subject to any laws, statutes or regulations affecting or governing same.So long as the Sponsor shall own at least one (1) Unit, it shall have the right to enforce the provisions of this Section at law or in equity, including, without limitation, by way of seeking injunctive relief.The restrictions on lease or other disposition of Units set forth above shall not be applicable to the Sponsor and the Sponsor is irrevocably authorized, permitted and empowered to sell, lease or rent Units to any purchaser or lessee approved by it. So long as the Sponsor shall own at least one (1) Unit, it shall have the right to transact any business on the Property in connection with the sales, promotion and exhibition of Units and the consummation of sales of Units including, but not limited to, the rights to maintain models, maintain signs identifying the Property and advertising the sale of Units, maintain employees in any sales offices on the Property, use the Common Elements, and show Units for sale or lease.A Unit Owner may make a gift of, devise or otherwise transfer his Unit, provided that the person acquiring the Unit by such gift or devise (or in any other manner except sale or lease) shall so notify the Association. If the transferee of the Unit is other than the surviving spouse, child, parent, sister or brother of the Unit Owner, the Association shall have the right, for a period of thirty (30) days, to procure a purchaser for such Unit, who shall pay therefore in cash the fair market value which, if disputed, shall be determined by arbitration with the findings thereof conclusive and binding on all parties; in the event of the failure of the Association to procure such purchaser, the person acquiring the Unit shall be deemed to have been approved by the Association.
      • Section 2. Transfer to a Corporation. In the event of any transfer of a unit to a corporation, the approval of the corporation’s ownership may be conditioned by requiring that all present or future occupants thereof shall be first disclosed to the Association.
      • Section 3. Non-Discrimination. The foregoing provisions have been established in order to maintain a community of congenial residents in the Condominium and to assure the approval and responsibility of each Unit Owner to pay those obligations required to be paid by said Unit Owner. Under no circumstances may the provisions hereof be used to foster discrimination or to deny the purchase of any Unit on account of a person’s race, sex, marital status, religious principle, ancestry, affectional or sexual orientation, color, creed or national origin.
      • Section 4. Foreclosure. In the event of foreclosure proceedings against a Unit Owner, the Association on behalf of one or more Unit Owners, shall have the right to redeem the Unit being foreclosed on from the mortgagee for the amount due. In the event that the Association has so acted in behalf of all Unit Owners, it shall have the right to assess all Unit Owners for the costs thereof, in proportion to their interests in the Common Elements. These rights subject to the limitations herein elsewhere set forth.
      • Section 5. Units Acquired or Leased by the Association. All Units acquired by or on behalf of the Association shall be held by the Association on behalf of all Unit Owners in proportion to their respective interests in the Common Elements, and the votes appurtenant to the Units so acquired may be voted by the Board of Directors or their designee at all meetings of the Association except that such votes may not be cast for the election of the Board of Directors. Each Unit Owner may be required to execute a power of attorney on behalf of the Board of Directors and their successor for the purpose of carrying out the intention of the foregoing. This paragraph shall not apply while the Sponsor is in control.
      • Section 6. Payment of Assessments. No Unit Owner shall be permitted to convey, mortgage, pledge, hypothecate, sell or lease his Unit unless and until he shall have paid in full to the Association all unpaid Common Expenses theretofore assessed by the Association against his Unit, and until he shall have satisfied any unpaid lien in favor or the Association against such Unit. The acquirer of a Unit shall thereafter be liable for payment of any such charges to the Association, without prejudice to the right of the acquirer to recourse against the transferor for the amount paid by such acquirer. A permitted mortgagee who acquires title to a mortgaged Unit or a purchaser at a foreclosure sale shall not be liable and the Unit shall not be subject to a lien for Common Expenses assessed prior to the acquisition of title by such mortgagee or purchaser at a foreclosure sale, except to the extent the Association’s lien enjoys a statutory priority. In the event of a foreclosure by the Association of a statutory lien on any Unit for unpaid Common Expenses and in the event the proceeds of the foreclosure sale shall not be sufficient for the payment of such unpaid Common Expenses the unpaid balance shall be charged to all Unit Owners as a Common Expense. The Association shall furnish a statement of amounts due it upon request from any acquirer, and the Association shall be limited to its recovery to the amounts set forth therein.
      • Section 7. Waiver of Right of Partition with Respect to Units Acquired by the Association. In the event that a Unit shall be acquired by the Association or its designee on behalf of all Unit Owners as tenants in common, all such Unit Owners shall be deemed to have waived all rights of partition with respect to such Unit.
      • Section 8. Mortgage of Units. Each Unit Owner is entitled to mortgage his Apartment Unit provided that any such mortgage is made to a bank, trust company, insurance company, savings and loan association, pension fund or other institutional lender, or is a purchase money mortgage given to the Sponsor (or other seller) of a Unit or is to constitute evidence of indebtedness to a family member(s) having advanced funds for the purchase of a Unit.

ARTICLE VIII
Condemnation

      • Section 1. Condemnation. In the event of a taking in condemnation or by Eminent Domain of part or all of the Common Elements, the award made for such taking shall be payable to the Board of Directors if such award amounts to $50,000.00 or less, and to the Insurance Trustee if such award amounts to more than $50,000.00. If seventy-five (75%) percent or more of the Unit Owners duly and promptly approve the repair and restoration of such Common Elements, the Board of Directors shall arrange for the repair and restoration of such Common Elements, and the Board of Directors or the Insurance Trustee, as the case may be, shall disburse the proceeds of such award to the contractors engaged in such repair and restoration in appropriate progress payments. In the event that seventy-five (75%) percent or more of Unit Owners do not duly and promptly approve the repair and restoration of such Common Elements, the Board of Directors or the Insurance Trustee, as the case may be, shall disburse the net proceeds of such award in the same manner as they are required to distribute insurance proceeds where there is no repair or restoration of the damage, as provided in Section 3 of Article V of these By-Laws. ARTICLE IX Records and Audits Section 1. Records and Audits. The Board of Directors or the Managing Agent shall keep detailed records of the actions of the Board of Directors and the Managing Agent, minutes of the meetings of the Board of Directors, minutes of the meetings of the Unit Owners, and financial records and books of account of the Condominium, including a chronological listing of receipts and expenditures, as well as a separate account for each Unit which, among other things, shall contain the amount of each assessment of Common Charges against such Unit, the date when due, the amounts paid thereon, and the balance remaining unpaid. An annual report of the receipts and expenditures of the Condominium audited by an independent certified public accountant shall be rendered by the Board of Directors to all Unit Owners promptly after the end of each fiscal year. The cost of such report shall be paid by the Board of Directors as a Common Expense.

ARTICLE X
Miscellaneous

      • Section 1. Notices. All notices hereunder shall be sent by registered or certified mail to the Board of Directors c/o the Managing Agent, or if there is no managing agent, to the office of the Board of Directors, or to such other address as the Board of Directors may hereafter designate from time to time, by notice in writing to all Unit Owners and to all mortgagees of Units. All notices to such other address shall be sent by registered or certified mail to such other address as may have been designated by him from time to time, in writing, to the Board of Directors. All notices to mortgagees of Units shall be sent by registered or certified mail to their respective addresses, as designated by them from time to time, in writing, to the Board of Directors. All notices shall be deemed to have been given when mailed, except notice of change of address which shall be deemed to have been given when received.
      • Section 2. Invalidity. The invalidity of any part of these By-Laws shall not impair or affect in any manner the validity or enforceability of the balance of these By-Laws.
      • Section 3. Captions. The captions herein are inserted only as a matter of convenience and for reference, and in no way define, limit or describe the scope of these By-Laws, or the intent of any provision thereof.
      • Section 4. Gender. The use of the masculine gender in these By-Laws shall be deemed to include the feminine or neuter gender and the use of the singular shall be deemed to include plural, whenever the context so requires.
      • Section 5. Waiver. No restriction, condition, obligations, or provision contained in these By-Laws shall be deemed to have been abrogated or waived by reason of any failure to enforce the same, irrespective of the number of violations or breaches thereof which may occur.

ARTICLE XI
Amendments to By-Laws

      • Section 1. Amendments to By-Laws. Except as hereinafter provided otherwise, these By-Laws may be modified or amended by the vote of Unit Owners owning at least seventy-five (75%) percent of all Units (whether or not present). Modifications and amendments shall be recorded in the office of the Clerk of Bergen County. Insofar as rights are conferred upon the Sponsor by these By-Laws, the same may not be amended or modified (and to those portions only) without the consent in writing of the Sponsor, so long as it shall be the Owner of one (1) or more Units.

ARTICLE XII
Conflicts

      • Section 1. Conflicts. These By-Laws are set forth to comply with the requirements of The Condominium Act of the State of New Jersey. In case any of these By-Laws conflict with the provisions of said statute or of the Master Deed, the provisions of said statute or of the Master Deed, as the case may be, shall control.

ARTICLE XIII
Corporate Seal

      • Section 1. Corporate Seal. The Association shall have a seal in circular form having within its circumstances the words “Legend Hills Condominium Association, Inc.”

ARTICLE XIV
Open Meetings of the Association

      • Section 1. Open Meetings. All meetings of the Board of Directors of the Association except conference or working sessions at which no binding votes are to be taken, shall be open to attendance by all unit owners.
      • Section 2. Restrictions to Open Meeting.Despite (1) above, all Meetings of the Board of Directors, except conference or working sessions at which no binding votes are to be taken, shall be open to attendance by all unit owners.

        a. Any matter the disclosure of which would constitute any unwarranted invasion of individual privacy;

        b. Any pending or anticipated litigation or contract negotiations;

        c. Any matters falling within the attorney-client privilege, to the extent that confidentially is required in order for the attorney to exercise his ethical duties as a lawyer, or

        d. Any matter involving the discipline, or dismissal of a Association or a Unit Owner. employment, promotion, specific employee of the

      • Section 3. Minutes at Open Meetings: At each meeting required to be open to all unit owners, minutes of the proceedings shall be taken, and copies of those meetings shall be made available to all unit owners before the next open meeting.

a. The Association shall keep reasonably comprehensible minutes of all its meetings showing the time and place, the members present, the subjects considered, the actions taken, the vote of each member, and any other information required to be shown in the minutes by the By-Laws. Such minutes shall be made available to the public within 30 days or when adopted at the next scheduled meeting, whichever occurs first.

      • Section 4. Notice Requirements for Open Meetings: Adequate notice of any open meeting consisting of written advance notice of at least 48 hours shall be given to all Unit owners. Such notice shall give the date, time, location and, to the extent known, the agenda of any regular, special, or rescheduled meeting. Such notice shall accurately state whether formal action may or may not be taken. This notice shall be:

a. Prominently posted in condominium property announcements. at least reserved one for place such within the or similar

b. Mailed, telephoned, telegrammed or hand delivered to at least two newspapers designated by the Board of Directors of the Association.

c. Filed with the Association secretary or administrative officer responsible for administering the Association business office, or by the Managing Agent or manager.

    • Section 5. Annual posting of Open Meeting: At least once a year within (7) seven days following the annual meeting of the Association, the Board of Directors shall post and maintain posted throughout the year, notice of meetings in those locations set forth above.
    • Section 6. Emergency Meetings: In the event that a Board of Directors or Association meeting is required to deal with such matters of urgency and importance that delay, for the purpose of providing 48 hours advance notice would result in substantial harm to the interests of the association the notice shall be deemed adequate if it is provided as soon as possible following the calling of the meeting.