Woods West Condominium Association Bylaws

EXHIBIT A TO MASTER DEED
BYLAWS OF WOODS WEST NO. 1 & NO. 2

Article 1 — Association of Co-owners

Woods West No. 1 & No. 2, a residential site condominium Project located in Clayton Township, Genesee County, Michigan, shall be administered by an Association of Co-owners which shall be a Michigan non-profit corporation (the “Association”) responsible for the management, maintenance, operation and administration of the Common Elements, easements and aﬀairs of the Project in accordance with the Condominium Documents and the laws of the State of Michigan.

These Bylaws shall constitute both the Bylaws referred to in the Master Deeds and required by Section 3(8) of Act and the Bylaws provided for under the Michigan Nonprofit Corporation Act. Each Co- owner shall be entitled to membership and no other person or entity shall be entitled to membership. The share of a Co-owner in the funds and assets of the Association cannot be assigned, pledged or transferred to any manner except as an appurtenance to his Unit.

The Association shall keep current for copies of the Master Deed, all amendments to the Master Deed, and other Condominium Documents for the Project available at reasonable hours for inspection by the Co- owners, prospective purchasers and prospective mortgagees of Units in the Project. All Co-owners in the Project and all persons using or entering upon or acquiring any interest in any unit or Common Elements shall be subject to the provisions and terms set forth in the Condominium Documents.

These Bylaws are established for the purpose of governing the administration of the Woods West Condominium and to assure the continued maintenance of the Condominium as a beautiful and harmonious residential development and shall be binding upon the Association and all Co-owners.

Article 2 — Voting

§ 2.1. Vote. Except as limited in these Bylaws, each Co-owner shall be entitled to one vote for each Condominium Unit owned.

§ 2.2. Eligibility to Vote. No Co-owner shall be entitled to vote at any meeting of the Association until they have presented evidence of ownership of a Unit in the Project to the Association. The vote of each Co-owner may be cast only by the individual representative named by the Co-owner in the notice required in Section 8.3 or by a proxy given by that representative. A Co-owner in default shall not be entitled to vote at any meeting of the Association as long as such default continues.

§ 2.3. Designation of Voting Representative. Each Co-owner shall file a written notice with the Association naming an individual representative to vote at meetings of the Association and receive all notices and other communications from the Association on behalf of the Co-owner. The notice shall state the name and address of the representative, the number(s) of the Condominium Unit(s) owned by the Co-owner, and the name and address of each person or other entity who is the Co-owner. The notice shall be signed and dated by the Co-owner. The named representative may be changed by the Co-owner at any time by filing a new notice in the same manner.

Article 3 — Meetings

§ 3.1. Annual Meetings. Annual meetings of members of the Association shall be held on a date selected by the Board of Directors, at a time and place determined by the Board of Directors. At those meetings, the Co- owners shall elect by ballot or hand vote a Board of Directors in accordance with Article XI of these Bylaws. The Co-owners may also transact other business of the Association that properly comes before them.

§ 3.2. Special Meetings. The President shall call a special meeting of the Co-owners if directed by resolution of the Board of Directors or upon a petition signed by the one-third (1/3) of the Co- owners presented to the Secretary of the Association. Notice of any special meeting shall state the time, place and purposes of the meeting. Only the business stated in the notice shall be transacted at a special meeting.

§ 3.3. Notice of Meetings. The Secretary shall (or other Association oﬃcer in the Secretary’s absence) serve a notice of each annual or special meeting, stating the purpose, time and place of the meeting upon each Co-owner of record at least 10 days but not more than 60 days prior to the meeting. The mailing of a notice (mail or e-mail) of each named representative at their address shown in the notice required by Section 8.3, shall be deemed notice served. Any member may waive notice in writing. The waiver, when filed in the records of the Association, shall be deemed due notice.

§ 3.4. Adjournment. If any meeting of Co-owners cannot be held because of quorum is not in attendance, the Co-owners who are present may adjourn the meeting to a time not less than 48 hours from the time the original meeting was called.

§ 3.5. Order of Business. The order of business at all meetings of the members shall be as follows: (a) roll call to determine the voting power represented at the meeting; (b) proof of notice of meeting or waiver of notice; (c) reading of minutes of preceding meeting; (d) reports of oﬃcers; (e) reports of committees; (f) appointment of inspectors of election (at meetings held for the purpose of electing Directors or oﬃcers); (g) election of Directors (at meetings held for that purpose); (h) unfinished business; and (i) new business. Meetings of members shall be chaired by the most senior oﬃcer of the Association present at the meeting. For purposes of this Section, the order of seniority of oﬃcers shall be President, Vice President, Secretary/ Treasurer.

§ 3.6. Action Without Meeting. Any action that may be taken at a meeting of the members (except for the election or removal of Directors) may be taken without a meeting by written ballot of the members. Ballots shall be solicited in the same manner as provided in Section X for the giving of notice of meetings of members. Solicitations shall specify:
(a) the number of responses needed to meet the quorum requirements;
(b) the percentage of approvals necessary to approve the action; and (c) the time by which ballots must be received in order the be counted. The form of written ballot shall aﬀord an opportunity to specify a choice between approval and disapproval of each matter and shall provide that, where the member specifies a choice, the vote shall be cast in that manner. Approval by written ballot shall be constituted by receipt, with the specified time period of (i) a number of ballots that equals or exceeds the quorum that would be required if the action were taken at a meeting; and (ii) a number of approvals that equals or exceeds the number of votes that would be required for approval if the action were taken at a meeting which the total number of votes cast was the same as the total number of ballots cast.

§ 3.7. Consent of Absentees. The transactions at any meeting of members, either annual or special, however called and noticed, shall be as valid as though made at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy; and if, either before or after the meeting, each of the members not present in person or by proxy, signs a written waiver of notice, or a consent to the holding of that meeting, or any approval of the minutes. All waivers, consents or approvals shall be filed with the corporate records or made a part of the minutes of the meeting.

§ 3.8. Minutes; Presumption of Notice. Minutes or a similar record of the proceedings of meetings of members, when signed by the President or Secretary, shall be presumed truthfully to evidence the matters set forth in the minutes. A recitation in the minutes of a meeting that notice of the meeting was properly given shall be prima facie evidence that proper notice was given.

§ 3.9. Quorum. The presence in person or by proxy of 30% of the Co-owners in number qualified to vote shall constitute a quorum for holding a meeting of the members of the Association, except for voting on questions specifically required by the Condominium Documents to require a greater quorum. The written vote (hand delivered, mailed or e-mailed) of any person furnished at or prior to any duly called meeting at which that person is not otherwise present in person or by proxy shall be counted in determining the presence of a quorum with respect to the question upon which the vote is cast.

§ 3.10. Voting. Votes may cast only in person or by writing duly signed by the named voting representative not present at a given meeting in person or by proxy. Proxies and any written votes (hand delivered, mailed or e-mailed) must be filed with the Secretary of the Association at or before the appointed time of each meeting of the members of the Association. Cumulative voting shall not be permitted.

§ 3.11. Majority. A majority, except where otherwise provided, shall consist of more than 50% in number of those qualified to vote, present in person or by proxy (or written vote, if applicable) at a given meeting of the members of the Association for approval or disapproval of any matter brought up at such meeting. If expressly provided in these Bylaws, a majority may be required to exceed a simple majority.

3.11.1 In the event the Co-Owner of a Unit sells such Unit pursuant to a Land Contract, the vendee may be considered the owner for purposes of membership in the Association with voting privileges, upon consent of the vendor and written notice thereof to the Association.

Article 4 — Finance

§ 4.1. Records. The Association shall keep detailed books of account showing all expenditures and receipts of administration, a specification of the maintenance and repair expenses of the Common Elements and any other expenses incurred by or on behalf of the Association and the Co-owners. All Association records shall be open for inspection by the Co-owners and their mortgages during ordinary working hours. The Association shall prepare and distribute to each Co- owner at least once a year a financial statement, the contents of which shall be defined by the Association. The books of account shall be audited at least annually by qualified independent auditors, reviewed by the board of Directors and presented to Association members at a regularly held Association Meeting. The auditors need not be certified public accountants and the audit need not be a certified audit. Any institutional holder of a first mortgage lien on any Unit in the Condominium shall be entitled to receive a copy of the annual audited financial statement within 90 days following the end of the Association’s fiscal year upon request. Audit and accounting expenses shall be expenses of Association.

§ 4.2. Fiscal Year. The fiscal year of the Association shall be the calendar year. The commencement date of the fiscal year shall be subject to change by the Directors for accounting reasons or other good cause.

§ 4.3. Bank. Funds of the Association shall be deposited in a bank or savings association designated by the Board of Directors and shall be withdrawn only upon the check or order of the oﬃcers, employees or agents designated by resolution of the Board of Directors. The funds may be invested in accounts or deposit certificates of a bank or savings association insured by the Federal Deposit Insurance Corporation or in interest-bearing obligations of the United States Government.

Article 5 — Board of Directors

§ 5.1. Qualification of Directors. The Board of Directors shall consist of the number of members set forth in Section 10.2. All directors must be members of the Association. Board Members shall serve without compensation.

§ 5.2. Election of Directors. The Board of Directors of the Association shall be elected annually by members of the Association at the annual meeting of the Woods West Condominium Association. The Board shall consist of 9 members of the Woods West Condominium Association. The Board of Directors term of oﬃce shall run from Annual Meeting to the next Annual Meeting.

§ 5.3. Powers and Duties. The Board of Directors shall have the powers and duties necessary for the administration of the aﬀairs of the Condominium and may do all acts and things not prohibited by the Condominium Documents or required to be exercised and done by the Co- owners.

5.4. Other Duties. In addition to the duties imposed by these Bylaws or any further duties imposed by resolution of the members of the Association, the Association shall be responsible specifically for the following:

§ 5.4.1. To manage and administer the aﬀairs of and to maintain the Project and the Common Elements.

§ 5.4.2. To levy and collect assessments from the members of the Association and to use the proceeds for the purposes of the Association.

§5.4.3 To carry insurance and collect and allocate the insurance proceeds.

§ 5.4.4. To contract for and employ persons, firms, corporations or other agents to assist in the management, operation, maintenance and administration of the Project.

§ 5.4.5. To rebuild Common Element improvements after casualty.

§ 5.4.6. To borrow money and issue evidences of indebtedness in carrying out the purposes of the Association, and to secure them by mortgage, pledge, or other lien on property owned by the Association, but only if those actions are approved by aﬃrmative vote of 2/3 of all the members of the Association in number.

§ 5.4.7. To acquire, maintain and improve, buy, operate, manage, sell, convey, assign, mortgage or lease any real or personal property (including any Unit in the Condominium and easements, rights-of- way and licenses) on behalf of the Association in carrying out the purposes of the Association.

§ 5.4.8. To establish and appoint members to any committees it deems necessary, convenient or desirable for the purpose of implementing the enforcement and administration of the Condominium and to delegate to those committees any functions or responsibilities that are not required by law or the Condominium Documents to be performed by the Board.

§ 5.4.9. To make rules and regulations in accordance with these Bylaws.

§ 5.4.10. To enforce the provisions of all Condominium Documents.

§ 5.5. Management Agent. The Board of Directors may employ for the Association a professional management agent at reasonable compensation established by the Board to perform the duties and services that the Board authorizes, including, but not limited to, the duties listed herein. The Board may delegate to the management agent any other duties or powers that are not required by law or by the Condominium Documents to be performed by or have the approval of the Board of Directors or the members of the Association. All service and management contracts shall comply with Section 55 of the Act.

§ 5.8. Vacancies. Vacancies in the Board of Directors that occur caused by any reason other than the removal of a Director by a vote of the members of the Association shall be filled by vote of the majority of the remaining Directors, even though they may constitute less than a quorum. Each Director elected shall serve until a successor is elected at the next annual meeting of the members of the Association.

§ 5.9. Removal. At any regular or special meeting of the Association duly called with due notice of the removal action proposed to be taken, any one or more of the Directors may be removed without cause by the aﬃrmative vote of more than 50% in number of all of the Co-owners and a successor may then and there be elected to fill the resulting vacancy. The quorum requirement for the purpose of filling that vacancy shall be the normal 30% requirement set forth in Section

§ 5.9.1 Any Director whose removal has been proposed by the Co-owners shall be given an opportunity to be heard at the meeting.

§ 5.10. First Meeting. The first meeting of a newly elected Board of Directors shall be held within 30 days of election at the place designated by the Directors at the meeting at which they were elected; no notice to those Directors shall be necessary in order to hold that meeting if a majority of the whole Board shall be present.

§ 5.11. Regular Meetings. Regular meetings of the Board of Directors may be held at the times and places determined by a majority of the Directors. At least two regular meetings shall be held during each fiscal year. Notice of regular meetings of the Board of Directors shall be given to each Director personally, by mail, e- mail, or telephone at least 10 days prior to the date named for the meeting.

§ 5.12. Special Meetings. Special meetings of the Board of Directors may be called by the President on 3 days notice to each Director given personally, by mail, e-mail or telephone, of the time, place and purpose of the meeting. Special meetings of the Board of Directors shall be called by the President or Secretary in the same manner on the written request of a Director.

§ 5.13. Waiver of Notice. Before or at any meeting of the Board of Directors, any Director may, in writing, waive notice of the meeting. That waiver shall be equivalent to the giving of notice. Attendance by a Director at any meetings of the Board shall be deemed a waiver of notice by him. If all the Directors are present at any meeting of the Board, no notice shall be required and any business may be transacted at the meeting.

§ 5.14. Quorum. At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business. The acts of the majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors. If, at any meeting of the Board of Directors, a quorum is not present, then the majority of those present may adjourn the meeting to a subsequent time upon 24 hours’ prior written notice delivered to all Directors not present. At any adjourned meeting, any business that might have been transacted at the meeting as originally called may be transacted without further notice. The joinder of a Director in the action of a meeting by signing and concurring in the minutes, shall constitute the presence of that Director for purposes of determining a quorum.

Article 6 — Officers

§ 6.1. Oﬃcers. The principal oﬃcers of the Board of Directors shall be a President, a Vice President, and Secretary-Treasurer. Oﬃcers shall serve a term of one year and may be re-elected.

§ 6.1.1. President. The President shall be the chief executive oﬃcer of the Association. He or she shall preside at all meetings of the Association and of the Board of Directors. He or she shall have all of the general powers and duties which are usually vested in the oﬃce of the President of an association.

§ 6.1.2. Vice President. The Vice President shall take the place of the President and perform his or her duties whenever the President is 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 to act on an interim basis.

§ 6.1.3. Secretary. The Secretary shall keep the minutes of all meetings of the Board of Directors and the minutes of all meetings of the members of the Association; he or she shall have charge of the corporate seal, if any, and of those books and papers as Board of Directors may direct; and he or she shall, in general, perform all duties incident to the oﬃce of the Secretary.

§6.1.4. Treasurer. The Treasurer shall have responsibility for the Association’s funds and securities and shall be responsible for keeping full and accurate accounts of all receipts and disbursements in books belonging to the Association. He or she shall be responsible for the deposit of all monies and other valuable eﬀects in the name and to the credit of the Association, and in the depositories designated by the Board of Directors.

§ 6.2. Election. The Oﬃcers of the Board of Directors shall be elected annually by Members of the Association at the annual meeting of the Woods West Condominium Association and shall hold oﬃce at the pleasure of the Board.

§ 6.3. Removal. Upon aﬃrmative vote of a majority of the members of the Board of Directors, any oﬃcer may be removed either with or without cause. His or her successor may be elected at any regular meetings of the Board of Directors, or at any special meeting of the Board called for that purpose. No removal action may be taken unless the matter is included in the notice of the meeting. The oﬃcer who is proposed to be removed shall be given an opportunity to be heard at the meeting.

§ 6.4. Duties. The oﬃcers shall have those other duties, powers and responsibilities authorized by the Board of Directors.

Article 7 — Rights of the Board of Directors

§ 7.1. Seal. The Association may have a seal. If the Board determines that the Association shall have a seal, then it shall have inscribed on it the name of the Association, the words “corporate seal”, and “Michigan”.

§ 7.2. Reserved Rights of WWCA Board of Directors.

§ 7.2.1. Prior Approval by Board of Directors. The purpose of this Section is to assure the continued maintenance of the Condominium as a beautiful and harmonious residential development. No buildings, fences (exception is fencing required by local ordinance/code), walls, retaining walls, drives, walks or other structures or improvements shall be commenced, erected, maintained, and no addition to, or change or alteration to any structure shall be made (including in color or design), except interior alterations that do not aﬀect structural elements of any Unit, and no hedges, trees or substantial planting or landscaping modifications shall be made, until plans and specifications, acceptable to the WWCA Board, showing the nature, kind, shape, height, materials, color scheme, location and the grading or landscaping plan of the area to be aﬀected shall have been submitted to and approved in writing by the WWCA Board.

§ 7.2.2. Suitability The WWCA Board shall have the right to refuse to approve any plan or specifications, or grading or landscaping plans that are not suitable or desirable in its opinion for aesthetic or other reasons; and in passing upon the plans, specifications, grading or landscaping, it shall have the right to take into consideration the suitability of the proposed structure, improvement or modification, the site upon which it is proposed, and the degree of harmony with the Condominium as a whole. Planting and maintenance of trees, shrubs, and flowers will be the responsibility of each Co-owner. No ornamental structures will be allowed without written approval. No vegetable gardens will be allowed forward of the rear building line.

§ 7.2.3. Board of Directors Right to Approve Contractors. The WWCA Board reserves the right to approve or disapprove, in its sole discretion, any or all contractors for construction of residences and related structures to be built within the Condominium Premises, for the purpose of regulating construction or activities and promoting high quality construction standards that comply with Local Building Codes and the Master Deeds.

§ 7.2.4. Enforcement of Bylaws. The Woods West Condo Association Board shall have the responsibility and the obligation to enforce the provisions contained in these Bylaws including the restrictions set forth in Article II. The Project shall at all times be maintained in a manner consistent with the highest standards of a beautiful, serene, private, residential community for the benefit of the Co- owners and all persons having an interest in the Condominium.

Article 8 – Indemnification of Officers and Directors

§ 8.1. Indemnification. Every director and oﬃcer of the Association shall be indemnified by the Association against all expenses and liabilities, including actual and reasonable counsel fees and amounts paid in settlement, incurred by or imposed upon him or her in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, and whether formal or informal, to which he or she may be a party or in which he or she may become involved by reason of his or her being or having been a director or oﬃcer of the Association, whether or not he or she is a director or oﬃcer at the time the expenses are incurred, except as otherwise prohibited by law. In the event of any claim for reimbursement or indemnification based upon a settlement by the director or oﬃcer seeking the reimbursement or indemnification, the indemnification shall apply only if the Association (with the director seeking reimbursement abstaining) approves the settlement and reimbursement as being in the best interest of the Association.

The foregoing right of indemnification shall be in addition to and not exclusive of all other rights to which a director or oﬃcer may be entitled. At least ten (10) days prior to payment of any indemnification that it has approved, the Association shall notify all Co-owners of the payment.

Further, the Association is authorized to carry oﬃcers’ and directors’ liability insurance covering acts of the oﬃcers and directors of the Association in amounts it deems appropriate

Article 9 — Assessments

All expenses arising from the management, administration and operation of the Association in carrying out its authority and duties as set forth in the Condominium Documents and the Act shall be levied by the Association against the Units and the Co- owners in accordance with the following provisions:

§ 9.1. Assessments for Common Elements. All costs incurred by the Association in satisfaction of any liability arising within, caused by, or connected with the Common Elements or the administration of the Project shall be expenditures aﬀecting the administration of the Project, and all sums received as the proceeds of, or pursuant to, any policy of insurance securing the interest of the Co-owners against liabilities or losses arising within, caused by, or connected with the Common Elements or the administration of the Project shall be receipts aﬀecting the administration of the Project, within the meaning of Section 54(4) of the Act. If snow removal is not performed by a governmental body, the Association reserves the right to contract for the removal of snow from paved areas located within General Common Element areas and roadways dedicated to the public except the approaches of individual driveways servicing the Units. The cost of snow removal shall be an expense of administration of the Project.

§ 9.2. Determination of Assessments. Assessments shall be determined in accordance with the following provisions:

§ 9.3. Any other unusual common expenses benefiting less than all of the Condominium Units, or any expenses incurred as a result of the conduct of less than all those entitled to occupy the Condominium Project or by their licensees or invitees, shall be specially assessed against the Condominium Unit or Units involved.

§ 9.4. Appointment of Assessments and Penalty for Default. Unless otherwise provided in these Bylaws or in the Master Deed, all assessments levied against the Co-owners to cover expenses of administration shall be apportioned among and paid by the Co- owners in accordance with the percentage of value allocated to each Unit in Article V of the Master Deed, which says all Units are of equal value.

Payment of an assessment shall be on a monthly, quarterly, semiannual or annual basis, as determined by the Association. The payment of an assessment shall be in default if all or any part of that assessment is not paid to the Association in full on or before its due date. The Association may assess reasonable automatic late charges or may, under Sections 19.3 & 19.4, levy fines for late payment. Each Co-owner (whether 1 or more persons) shall be and remain personally liable for the payment of all assessments (including fines for late payment and costs of collection and enforcement of payment) pertinent to his Unit that are levied while he is the owner.

However, a land contract purchaser from any Co- owner shall be so personally liable and a land contract holder shall not be personally liable for all assessments levied up to and including the date upon which the land contract seller actually takes possession of the Unit following extinguishment of all rights of the land contract purchaser in the Unit.

Payments on account of installments of assessments in default shall be applied as follows; first, to costs of collection and enforcement of payment, including reasonable attorney’s fees; second, to any interest charges and fines for late payment on installments; and third, to installments in default in order of their due dates. All units must pay dues assessed by the Association whether there is a structure on the lot or not.

§ 9.5. Waiver of Use or Abandonment of Unit. No Co-owner may exempt himself from liability for his contribution toward the expenses of administration by waiver of the use or enjoyment of any of the Common Elements or by the abandonment of his Unit.

§ 9.6. Remedies. In addition to any other remedies available to the Association, the Association may enforce collection of delinquent assessments by a suit of law for a money judgment or by foreclosure of the statutory lien that secures payment of assessments. In the event of default by any Co- owner in the payment of any installment of the annual assessment levied against his Unit, the Association shall have the right to declare all unpaid installments of the annual assessment for the pertinent fiscal year immediately due and payable.

§ 9.7. Notice of Action. Neither a judicial foreclosure action nor a suit at law for a money judgment shall be commenced, nor shall any notice of foreclosure by advertisement be published, until the expiration of 10 days after mailing, by first class mail, postage prepaid, addressed to the delinquent Co-owner(s) at his or their last known address, a written notice that 1 or more installments of the annual assessment levied against the pertinent Unit is or are delinquent and that the Association may invoke any of its remedies if the default is not cured within 10 days after the date of mailing. Such written notice shall be accompanied by a written aﬃdavit of an authorized representative of the Association that sets forth (i) the aﬃant’s capacity to make the aﬃdavit, (ii) the statutory and other authority for the lien, (iii) the amount outstanding (executive of interest, costs, attorney’s fees and future assessments), (iv) the legal description of the subject Unit(s), and (v) the name(s) of the Co-owner(s) of record.

The aﬃdavit shall be recorded in the oﬃce of the Genesee County Register of Deeds prior to commencement of any foreclosure proceeding, but it need not have been recorded as of the date of mailing. If the delinquency is not cured within the 10- day period, the Association may take any remedial action available to it under these Bylaws or Michigan law. If the Association elects to foreclose the lien by advertisement, then the Association shall so notify the delinquent Co-owner and shall inform him that he may request a judicial hearing by bringing suit against the Association.

Article 10 — Remedies for Default

§ 10.1. Legal Action. Failure to comply with any of the terms or provisions of the Condominium Documents shall be grounds for relief including an action to recover sums due for damages, injunctive relief, foreclosure of lien (if default in payment of assessment) or any combination. Relief may be sought by the Association or, if appropriate, by an aggrieved Co- owner or Co-owners

10.1.1 The notice of a lien shall be recorded in the oﬃce of the Genesee County register of deeds and shall be served upon the delinquent Co-Owner by first class mail, addressed to the last known address of the Co-Owner.

§ 10.2. Recovery of Costs. In any proceeding arising because of an alleged default by any Co- owner, the Association, if successful, shall be entitled to recover the costs of the proceeding and reasonable attorney’s fees (not limited to statutory fees) as determined by the court. No Co-owner committing the default shall be entitled to recover attorney’s fees.

§ 10.3. Removal and Abatement. The violation of any of the provisions of the Condominium Documents shall also give the Association or its duly authorized agents the right to enter upon the Common Elements or upon any Unit (but not inside any residence), where reasonably necessary, and summarily remove and abate, at the expense of the Co-owner in violation, any structure, thing or condition existing or maintained contrary to the provisions of the Condominium Documents. The Association shall have no liability to any Co-owner arising out of the exercise of its removal and abatement power.

§ 10.4. Assessment of Fines. The violation of any of the provisions of the Condominium Documents by any Co-owner shall be grounds for assessment by the Association, acting through its duly constituted Board of Directors, of monetary fines for violations. No fine may be assessed unless in accordance with the provisions of Article 20.

§ 10.5. Non-waiver of Right. The failure of the Association or of any Co-owner to enforce any right, provision, covenant or condition that may be granted by the Condominium Documents shall not constitute a waiver of the right of the Association or of any Co- owner to enforce that right, provision, covenant or condition in the future.

§ 10.6. Cumulative Rights, Remedies and Privileges. All rights, remedies and privileges granted to the Association or any Co-owner or Co- owners pursuant to any terms, provisions, covenants or conditions of the Condominium Documents shall be deemed to be cumulative. The exercise of any one or more shall not be deemed to constitute an election of remedies, nor shall it preclude the exercise of other and additional rights, remedies or privileges available to a party at law or in equity.

§ 10.7. Enforcement of Provisions of Condominium Documents. A Co-owner may maintain an action against the Association and its oﬃcers and Directors to compel them to enforce the terms and provisions of the Condominium Documents. A Co-owner may maintain an action against any other Co-owner for injunctive relief and/ or damages for noncompliance with the terms and provisions of the Condominium Documents or the Act.

Article 11 – Assessment of Fines

§ 11.1. General. The violation by any Co-owner, occupant or guest of any provisions of the Condominium Documents including any duly adopted Rules and Regulations shall be grounds for assessment by the Association of monetary fines against the involved Co-owner. That Co-owner shall be deemed responsible for the violations whether they occur as a result of his personal actions or the actions of their family, guests, tenants or any other person admitted through him to the Condominium Premises.

§ 11.2. Procedures. Upon any violation being alleged by the Board, the following procedures will be followed:

§ 11.2.1. Notice. Notice of the violation, including the Condominium Document provision violated, together with a description of the factual nature of the alleged oﬀense set forth with enough specificity to place the Co-owner on notice of the violation, shall be sent by first class mail, postage prepaid, or personally delivered to the representative of the Co- owner at the address shown in the notice required to be filed with the Association pursuant to Section

§ 11.2.2. Opportunity to Defend. The oﬀending Co- owner shall have an opportunity to appear before the Board and oﬀer evidence in defense of the alleged violation. The appearance before the Board shall be at its next scheduled meeting, but the Co-owner shall not be required to appear less than 10 days from the date of the Notice.

§ 11.2.3. Default. Failure to respond to the Notice of Violation constitutes a default.

§ 11.2.4. Hearing and Decision. Upon appearance by the Co-owner before the Board and presentation of evidence of defense, or, upon the Co-owner’s default, the Board shall, by majority vote of a quorum of the Board, decide whether a violation has occurred. The Board’s decision is final.

§ 11.3. Amounts. Upon violation of any of the provisions of the Condominium Documents and after default of the oﬀending Co-owner or upon the decision of the Board as recited above, the following fines shall be levied:

§ 11.3.1. First Violation. No fine shall be levied.

§ 11.3.2. Second Violation. Twenty-Five Dollars ($25.00) fine with a ten day (10) grace period to pay following notification of the fine by the Association Board of Directors. Thereafter, 10% interest added for each day late following the grace period.

§ 11.3.3. Third Violation. Fifty Dollars ($50.00) fine with a ten (10) day grace period to pay following notification of the fine by the Association Board of Directors. Thereafter, 10% interest added for each day late following the grace period.

§ 11.3.4. Fourth Violation and Subsequent Violations. One Hundred Dollars ($100.00) fine with a ten (10) day grace period to pay following notification of the fine by the Association Board of Directors.

Thereafter, 10% interest added for each day late following the grace period.

§ 11.4. Collection. The fines levied pursuant to Section X

§11.5 Payment. The above shall be assessed against the Co-owner and shall be due and payable as noted above. Failure to pay the fine will subject the Co-owner to all liabilities set forth in the Condominium Documents including, without limitation, those described in the Bylaws. For purposes of calculating fines under this Article, each day that a violation continues to exist after notice shall be deemed a separate violation.

§11.6. Budget. The Board of Directors of the Association shall establish an annual budget in advance for each fiscal year. The budget shall project all expenses for the coming year that may be required for the proper operation, management and maintenance of the Project, including a reasonable allowance for reserves and contingencies. An adequate reserve fund for maintenance, repairs and replacement of those Common Elements that must be replaced on a periodic basis shall be established in the budget and must be funded by regular payments as set forth in Section X rather than by special assessments. At a minimum, the reserve fund shall be equal to 10% of the Association’s current annual budget on a noncumulative basis. Since the minimum standard required by this Paragraph may prove to be inadequate for this particular project, the Association of Co-owners should carefully analyze the Project to determine if a greater amount should be set aside, or if additional reserve funds should be established for other purposes from time to time.

§11.6. Budget Notice. Upon adoption of an annual budget by the Board of Directors, copies of the budget shall be delivered in person, by mail or e-mailed to each Co-owner and the assessment for the year shall be established based upon the budget. The failure to deliver a copy of the budget to each Co- owner shall not aﬀect or in any way diminish the liability of any Co-owner for any existing or future assessments. If the Board of Directors decides, in its sole discretion, that the assessments levied are or may be insuﬃcient to pay the costs of operation and management of the Condominium, then it shall have the authority to increase the general assessment or to levy additional assessments that it deems necessary. The discretionary authority of the Board of Directors to levy assessments pursuant to this Paragraph shall rest solely with the Board of Directors for the benefit of the Association and its members, and shall not be enforceable by any creditors of or members of the Association.

§11.7. Special Assessments. Special assessments in addition to those required in Paragraph X above, may be made by the Board of Directors from time to time and approved by the Co- owners as provided below to meet other requirements of the Association, including, but not limited to:
(1) assessments for additions to the Common Elements of a cost exceeding $2,000.00 for the entire Project per year,
(2) assessments to purchase a Unit upon foreclosure of the lien for assessments described in Section X, or
(3) assessments for any other appropriate purpose not described elsewhere in these Bylaws. Special assessments referred to in this Paragraph 5.2.2 (but not including those assessments referred to in Paragraph 5.2.1 above, which shall be levied in the sole discretion of the Board of Directors) shall not be levied without the prior approval or more than 60% of all Co-owners in number. The authority to levy assessments pursuant to this Paragraph is solely for the benefit of the Association and its members and shall not be enforceable by any creditors of or members of the Association.

§11.8. Assessment Payments shall be due and payable at such times as the Association shall determine, commencing with the acceptance of a deed to a Unit or with acquisition of fee simple title to a Unit by any other means. The payment of an assessment shall be in default if such assessment, or any part thereof, is not paid to the Association in full on or before the due date for such payment. A late charge of $25.00 per installment may be automatically assessed by the Association on each installment in default for more than ten days. Assessments in default shall earn interest at the rate of seven (7%) percent per annum until paid in full. Each Co-owner (whether one or more persons) shall be, and remain, personally, jointly and severally liable for this payment of all assessments pertinent to such Co-owner’s Condominium Unit while such Co-owner is the owner thereof.

§11.9. A Co-owner in default shall not be entitled to vote at any meeting of the Association so long as such default continues

§ 11.10. Expenses of Collection. The expenses incurred in collecting unpaid assessments, including interest, costs, actual attorney’s fees (not limited to statutory fees) and advances for taxes or other liens paid by the Association to protect its lien, shall be chargeable to the Co-owner in default and shall be secured by the lien on his Unit.

§ 11.11. Liability of Mortgagee. Notwithstanding any other provisions of the Condominium Documents, the holder of any first mortgage covering any Unit in the Project which comes into possession of the Unit pursuant to the remedies provided in the mortgage or by the deed (or assignment) in lieu of foreclosure, or any purchaser at a foreclosure sale, shall take the property free of any claims for unpaid assessments or charges against the mortgaged Unit that accrue prior to the time the holder comes into possession of the Unit (except for claims for a pro rata share of the assessments or charges resulting from a pro rata reallocation of the assessments or charges to all Units including the mortgaged Unit.

§ 11.12. Statement as to Unpaid Assessments. The purchaser of any Unit may request a statement of the Association as to the amount of any unpaid Association assessments thereon, whether regular or special. Upon written request to the Association accompanied by a copy of the executed purchase agreement under which the purchaser holds the right to acquire a Unit, the Association shall provide a written statement of the unpaid assessments that exist or a statement that none exist. That statement shall be binding upon the Association for the period stated.

Upon the payment of the sum within the period stated, the Association’s lien for assessments as to that Unit shall be deemed satisfied; provided, however, that the failure of a purchaser to request such statement at least 5 days prior to the closing of the purchase of the Unit shall render any unpaid assessments and the lien securing them fully enforceable against the purchaser and the Unit itself, to the extent provided by the Act.

Under the Act, unpaid assessments constitute a lien upon the Unit and the proceeds of sale prior to all claims except real property taxes and first mortgages of record.

§ 11.13. Property Taxes and Special Assessments. All property taxes and special assessments levied by any public taxing authority shall be assessed in accordance with the Section of 131 of the Act.

§ 11.14. Foreclosure Proceedings. Each Co-owner, and every other person who has any interest in the Project, shall be deemed to have granted to the Association the unqualified right to elect to foreclose the lien securing payment of assessments either by judicial action or by advertisement. The provisions of Michigan law pertaining to foreclosure of mortgages by judicial action and by advertisement, as the same may be amended from time to time, are made a part of these Bylaws for the purposes of establishing the alternative procedures to be followed in lien foreclosure actions and the rights and obligations of the parties to those actions.

Further, each Co-owner and every other person who has any interest in the Project shall be deemed to have authorized and empowered the Association to sell or to cause to be sold the Unit with respect to which the assessment(s) is or are delinquent and to receive, hold and distribute the proceeds of that sale in accordance with the priorities established by applicable law. Each Co- owner of a Unit in the Project acknowledges that at the time of acquiring title to his Unit, he was notified of the provisions of this Paragraph and that he voluntarily, intelligently and knowingly waived notice of any proceedings brought by the Association to foreclose by advertisement the lien for nonpayment of assessments and a hearing on the same prior to the sale of the subject Unit.

§ 11.15. Personal Property Tax Assessment of Association Property. The Association shall be assessed as the person or entity in possession of any tangible personal property of the Condominium owned or possessed in common by the Co-owners, and those personal property taxes shall be treated as expenses of administration.

§ 11.16. Construction Lien. A construction lien otherwise arising under Act No. 497 of the Michigan Public Acts of 1980, as amended, shall be subject to Section 132 of the Act. The notice of lien shall be in recordable form, executed by an authorized representative of the Association and may contain other information as the Association may deem appropriate.

Article 12 — Arbitration

§ 12.1. Scope and Election. Disputes, claims, or grievances arising out of or relating to the interpretation or the application of the Condominium Documents, or any disputes, claims or grievances arising among or between the Co-owners and the Association, upon the election and written consent of the parties to those disputes, claims or grievances (which consent shall include an agreement of the parties that the judgment of any circuit court of the State of Michigan may be rendered upon any award pursuant to the arbitration), and upon written notice to the Association, shall be submitted to arbitration and the parties shall accept the arbitrator’s decision as final and binding, provided that no question aﬀecting the claim of title of any person to any fee or life estate in real estate is involved. The Commercial Arbitration Rules of the American Arbitration Association then in eﬀect shall be applicable to any arbitration.

§ 12.2. Judicial Relief. In the absence of the election and written consent of the parties under Section 6.1 above, no Co-owner or the Association shall be precluded from petitioning the courts to resolve any disputes, claims or grievances.

§ 12.3. Election of Remedies. The election and written consent by Co-owners or the Association to submit a dispute, claim or grievance to arbitration shall preclude them from litigating the dispute, claim or grievance in the courts.

Article 13 — Insurance

§13.1. Extent of Coverage. The Association shall, to the extent appropriate in light of the nature of the General Common Elements of the Project, carry all risk insurance coverage, liability insurance (in a minimum amount to be determined by the Association in its discretion, but in no event less than $1,000,000.00 per occurrence), oﬃcers’ and directors’ liability insurance, workmen’s compensation insurance, if applicable, and any other insurance the Association may deem applicable, desirable or necessary, and pertinent to the ownership, use and maintenance of the General Common Elements. That insurance shall be carried and administered in accordance with the following provisions:

§ 13.1.1. Responsibilities of Association. All insurance shall be purchased by the Association for the benefit of the Association, the Co-owners and their mortgagees, as their interests may appear, and provision shall be made for the insurance of certificates of mortgagee endorsements to the mortgagees of units.

§ 13.1.2. Premium Expenses. All premiums of insurance purchased by the Association pursuant to these Bylaws shall be expenses of administration.

§ 13.1.3. Proceeds of Insurance Policies. Proceeds of all insurance policies owned by the Association shall be received by the Association, held in a separate account and distributed to the Association and the Co- owners and their mortgagees, as their interests may appear; provided, however, whenever repair or reconstruction of the Condominium shall be required as provided in Article III of these Bylaws, the proceeds of any insurance received by the Association as a result of any loss requiring repair or reconstruction shall be applied for that repair or reconstruction.

§ 13.2. Authority of Association to Settle Insurance Claims. Each Co-owner, by ownership of a Unit in the Project, shall be deemed to appoint the Association as his true and lawful attorney-in- fact to act in connection with all matters concerning the maintenance of fire and extended coverage, vandalism and malicious mischief, liability insurance and workmen’s compensation insurance, if applicable, pertinent to the Project and the General Common Elements, with all insurers that provide insurance for the Project, including the full power and authority to purchase and maintain insurance, collect and remit premiums, to collect and distribute the proceeds to the WWCA Board of Directors, the Co- owners and mortgagees, as their interests may appear (subject always to the condominium Documents), to execute release of liability and to execute all documents and to do all things on behalf of the Co-owner and the Condominium as shall be necessary or convenient to the accomplishment of the provisions of this Article.

§ 13.3. Responsibilities of Co-owners. Each Co- owner shall be responsible for obtaining all risk insurance coverage with respect to the building and all other improvements constructed or to be constructed within the perimeter of Co-owner’s Unit for his personal property located on that Unit or elsewhere on the Project. There is no responsibility on the part of the Association to insure any of those improvements whatsoever. Each Co-owner also shall be obligated to obtain insurance coverage for his personal liability for occurrences within the perimeter of his Home site and appurtenant limited Common Elements (naming the Association as additional insureds), and also for any other personal insurance coverage that the Co-owner wishes to carry. Each Co-owner shall deliver certificates of insurance to the Association from time to time to evidence the continued existence of all insurance required to be maintained by the Co-owner. If a Co-owner fails to obtain or provide evidence of that insurance, then the Association may obtain that insurance on behalf of the Co-owner, and the premiums for that insurance shall constitute a lien against the Co-owner’s Unit and may be collected from the Co-owner in the same manner that Association assessments may be collected in accordance with Article V.

§ 13.4. Indemnification. Each individual Co-owner shall indemnify and hold harmless every other Co- owner, and the Association for all damages and costs, including attorneys’ fees, which the other Co- owners, or the Association may suﬀer as a result of defending any claim arising out of an occurrence on or within that individual Co-owners Home site or appurtenant Limited Common Elements and shall carry insurance to secure this indemnity if required by the Association. This Section shall not be construed to give any insurer any subrogation right or other right or claim against any individual Co-owner.

Article 14 — Reconstruction and Repair

§ 14.1. Association Responsibility for Repair. Immediately after the occurrence of a casualty causing damage to a General Common Element, the Association shall obtain reliable and detailed estimates of the cost to place the damaged property in a condition as good as that existing before the damage. If the proceeds of insurance are not suﬃcient to defray the estimated cost of reconstruction or repair required to be performed by the Association, or if at any time during or after completion of the reconstruction or repair, the funds for the payment of the cost are insuﬃcient, assessment shall be made against all Co- owners for the cost of reconstruction or repair of the damaged property in suﬃcient amounts to provide funds to pay the estimated or actual cost of repair.

§14.2. Timely Reconstruction and Repair. If damage to the General Common Elements adversely aﬀects the appearance or utility of the Project, the Association shall proceed with replacement of the damaged property without delay.

§ 14.3. Co-owner’s Responsibility. Each Co-Owner shall be responsible for all maintenance, repair and replacement required within his Home site and appurtenant Limited Common Elements. If there is damage to a Unit, Co-owner of such unit shall remove all debris and restore his Unit and the improvements thereon to a clean and safe condition satisfactory to the Association as soon as reasonably possible following the occurrence of the damage.

§ 14.4. Eminent Domain. The following provisions shall control upon any taking by eminent domain:

§ 14.4.1. Taking of Unit or Improvements Thereon or a limited Common Element. If all or any portion of a Unit or any improvements on a Unit or a Limited Common Element appurtenant to a Unit is taken by eminent domain, then the award for that taking shall be paid to the Co-owner and mortgagee of the Unit as their interests may appear, despite any contrary provision of the Act. If a Co-owner’s entire Unit is taken by eminent domain, then that Co-owner and his mortgagee shall, after acceptance of the condemnation award, be divested of all interest in the Project.

§ 14.4.2. Taking of General Common Elements. If there is any taking of any portion of the General Common Elements, the condemnation proceeds from that taking shall be paid to the Co-owners and their mortgagees in proportion to their respective interests in the Common Elements and the aﬃrmative vote of more than 50% of the Co-owners in number shall determine whether to rebuild, repair or replace the portion taken or to take any other action they deem appropriate.

§ 14.4.3. Continuation of Condominium After Taking. If the Project continues after taking by eminent domain, then the remaining portion of the Project shall be resurveyed and the master Deed amended accordingly. If any Unit has been taken, then Article V of the Master Deed shall also be amended to reflect that taking and to readjust the percentages of value of the remaining Co-owners proportionately, based upon a continuing value of 100% for the Condominium. That amendment may be made by an oﬃcer of the Association authorized by the Board of Directors without execution or approval by any Co-owner.

§ 14.4.4. Notification of Mortgagees. If all or a part of a Unit or Common Elements is made the subject matter of any condemnation or eminent domain proceeding or is otherwise sought to be acquired by a condemning authority, then the Association shall promptly notify each institutional holder of a first mortgage or any Unit in the Condominium.

§ 14.4.5. Applicability of the Act. To the extent not inconsistent with these Bylaws, Section 133 of the Act shall control upon any taking by eminent domain.

§ 14.5. Priority of Mortgagee Interests. Nothing contained in the Condominium Documents shall be construed to give a Co-owner or any other party priority over any rights of first mortgagees of Condominium Units pursuant to their mortgages in the case of a distribution to Co-owners of insurance proceeds or condemnation awards for losses to or a taking of Condominium Units or Common Elements.

Article 15 — Alterations and Modifications of Units and Common Elements

§ 15.1. Co-owner Maintenance. Each Co-owner shall maintain their home and yard in a safe, clean, and sanitary condition. Each Co-owner shall also use due care to avoid damaging any of the Common Elements including, but not limited to, the telephone, water, gas, plumbing, electrical or other utility conduits and systems. Each Co-owner shall be responsible for damages or costs to the Association resulting from negligent damage to or misuse of any of the Common Elements by him/ her, or their family, guests, agents or invitees, except to the extent that those damages or costs are covered and reimbursed by insurance carrier by the Association. Any costs or damages to the Association may be assessed to and collected from the responsible Co-owner in the manner provided in Article V.

§ 15.2. No Co-owner shall make exterior alterations, modifications or changes on any of the Units or Common Elements without the express written approval of the WWCA Board. No Co- owner shall restrict access to any utility line or any other element that must be accessible to service the Common Elements or that aﬀects an Association responsibility in any way. No lawn ornaments, sculptures or statues shall be placed or permitted to remain on any Unit (except that holiday decorations shall be permitted subject to the Rules and Regulations of the Association as they may from time to time be amended), unless approved in writing by the WWCA Board. After the initial construction of a dwelling structure upon or other improvement to a Home site, as provided in Section 2.2, no Co-owner shall alter the exterior appearance or structural elements of the dwelling structure or improvement, nor make any change in any of the Common Elements, General or Limited, without the express written approval of the Board (which approval shall be in recordable form), including, without limitation, those items set forth in Section 2.2, where applicable, exterior painting, lights, aerials or antennas (except those antennas referred to in Section 2.3.2 below), awnings, doors, shutters, mailboxes or other exterior attachments or modifications. Notwithstanding having obtained such approval by the Board, if required, the Co- owner shall obtain any required building permits and in all other respects shall comply with all building requirements of the Township. The Board may only approve such modifications as do not impair the soundness, safety or utility of the Condominium Project.

§ 15.3. Notwithstanding the provisions of Section X above, a Co-owner of a Unit may install the following three (3) types and sizes of antennas in or on the dwelling structure constructed upon his Unit, subject to Township ordinance, the provisions of this Section and any written rules and regulations promulgated by the Board: (1) Direct broadcast satellite antennas (“Satellite Dishes”) one meter (39.37”) or less in diameter; (2) Television broadcast antennas of any size; and (3) Multi-point distribution service antennas (sometimes called wireless cable or MDS antennas) one meter or less in diameter. Antenna installation on General Common Element areas is prohibited. The rules and regulations promulgated by the Board governing installation, maintenance or use of antennas shall not impair reception of an acceptable quality signal, unreasonably prevent or delay installation, maintenance or use of an antenna or unreasonably increase the cost of installing, maintaining or using an antenna. Such rules and regulations may contain exceptions or provisions related to safety, provided that the safety rationale is clearly articulated therein. Antenna masts, if any, may be no higher than necessary to receive acceptable quality signals and may not extend more than twelve (12) feet above the roofline without Association approval, due to safety concerns and may not be installed or maintained forward of the rear building line. A Co-owner desiring to install an antenna must notify the Association prior to installation by submitting a notice in the form prescribed by the Association. If the proposed installation complies with this Section 2.3.2 and all rules and regulations promulgated by the Board regarding installation and placement of antennas, installation may begin immediately; if the installation will not comply, or is in any way not routine in accordance with this Section and the rules and regulations, then the Association and Co-owner shall meet to discuss the installation promptly and in any event within seven (7) days, if possible, after receipt by the Association of the notice. The Association may prohibit Co-owners from installing the aforementioned Satellite Dishes and/or antennas if the Association provides the Co- owner(s) with access to a central antenna facility that does not impair the viewer’s rights under Section 207 of the Federal Communications Commission (“FCC”) rules.

This Section is intended to comply with the rule governing antennas adopted by the FCC eﬀective October 14, 1996, as amended by Order on Reconsideration relapsed September 25, 1998, January October 25, 2000 22, 1999, and is subject to review and revision to conform to any changes in the content of the FCC rules or the Telecommunications Act of 1996, and this Section may be modified through rules and regulations promulgated by the Board pursuant to Section 2.9 of these Bylaws.

Article 16 — Leasing and Rental

§16.1. Right to Lease. A Co-owner may lease or sell his unit for the same purposes set forth in Section X subject to the provisions of Paragraph 2:14.2 below. No Co-owner shall lease less than an entire Unit in the Condominium. No tenant shall be permitted to occupy except under a lease having an initial term of at least six months unless approved in writing by the Association. The terms of all leases, occupancy agreements and occupancy arrangements shall incorporate, or be deemed to incorporate, all of the provisions of the Condominium Documents.

§ 16.2. Leasing Procedures. The Leasing of Units in the Project shall conform to the following provisions:

§16.3. A Co-owner, desiring to rent or lease a Unit, shall disclose the fact in writing to the Association and shall supply the Association with a copy of the exact lease form for its review for its compliance with the Condominium Documents at least 10 days before presenting a lease form to a potential tenant. No Co- owner may lease or rent a Unit without demonstrating to the Board of Directors extenuating circumstances surrounding the request for approval for leasing or renting a Unit. The Board of Directors decision is final.

§16.4. Tenants and non-owner occupants shall comply with all of the conditions of the Condominium Documents and all leases and rental agreements shall so state. A copy of the Woods West Condominium Association Bylaws must be included in the lease agreement.

§16.4.1.. If the Association determines that the tenant or non-owner occupant has failed to comply with the conditions of the Condominium Documents, then:

§16.4.2. The Association shall notify the Co- owner by certified mail of the alleged violation by the tenant.

§116.4.2.1. The Co-owner shall have 15 days after receipt of the notice to investigate and correct the alleged breach by the tenant or contest the violation.

§16.4.2.2. If after 15 days the Association believes that the alleged breach is not cured or may be repeated, it may institute on its behalf or derivatively by the Co- owners on behalf of the Association, an action for eviction against the tenant or non-owner occupant and simultaneously for money damages in the same action against the Co-owner and tenant or non-owner occupant for breach of the conditions of the Condominium Documents. The relief provided for in this subparagraph may be by summary proceeding.

The Association may hold both the tenant and the Co- owner liable for any damages to the Common Elements caused by the Co-owner or tenant.

§16.4.2.3. When a Co-owner is in arrears to the Association for assessments, the Association may give written notice of the arrearage to a tenant occupying a Co-owner’s Unit under a lease or rental agreement and the tenant, after receiving the notice, shall deduct from rental payments due the Co-owner the arrearage and future assessments as they fall due and pay them to the Association. The deductions shall not constitute a breach of the rental agreement or lease by the tenant.

Article 17 — Property Sale

§ 17.1 Notification of Sale. A Co-owner intending to make a sale of his Unit shall notify the Association in writing at least 21 days before the closing date of the sale and shall furnish the name and address of the intended purchaser and other information reasonably required by the Association. The purpose of this Section is to enable the Association to be aware at all times of the identities of all persons owning or occupying a Unit and to facilitate communication with them regarding the rights, obligations and responsibilities under the Condominium Documents. Under no circumstances shall this provision be used for purposes of discrimination against any owner, occupant or prospective owner on the basis of race, color, creed, national origin, sex or other basis prohibited by law.

Article 18 — Incorporation of Rules and Regulations

§ 18.1. The Rules and Regulations adopted by the Association and, as amended from time to time, are hereby made a part of these Bylaws as if fully set forth in these Bylaws, and may be enforced by the Association as if a part of the Bylaws.

§ 18.2. The Co-owner shall be responsible for the maintenance and repair of any such modification or improvement. In the event the Co-owner fails to maintain and/or repair said modification or improvement to the satisfaction of the Association, the Association may undertake to maintain and/or repair same and assess the Co-owner the costs thereof and collect same from the Co-owner in the same manner as provided for the collection of assessments in Article II hereof. The Co-owner shall indemnify and hold the Association harmless from and against any and all costs, damages, and liabilities incurred in regard to said modification and/ or improvement and shall be obligated to execute a modification agreement, if requested by the Association, as a condition for approval of such modification and/or improvement. No Co-owner shall in any way restrict access to any plumbing, water line, water line valves, water meter or other Common Element which aﬀects an Association responsibility in any way. Should access to any facilities of any sort be required, the Association may remove any coverings or attachments of any nature that restrict such access and will have no responsibility for repairing, replacing or reinstalling any materials, whether or not installation thereof has been approved hereunder, that are damaged in the course of gaining such access, nor shall the Association be responsible for monetary damages of any sort arising out of actions taken to gain necessary access.

§ 18.3. Signs and Flags. No signs or other advertising devices shall be displayed except for one sign advertising the unit as being ‘for sale’.” However, temporary signs are permitted for 72 hours (e.g. garage sale). Flags may be displayed using proper flag etiquette and guidelines. Types of flags permitted: United States of America, state, college, and/or sports.

Article 19 — Rules and Regulations

§ 19.1. The Board of Directors of the Association may make Rules and Regulations from time to time to reflect the needs and desires of the majority of the Co-owners in the Condominium.

Reasonable regulations consistent with the Act, the Master Deed and these Bylaws concerning the use of the Common Elements may be made and amended from time to time by the Board of Directors of the Association. Copies of all rules, regulations and amendments may be furnished to all Co-owners.

Article 20 — Right of Access of Association

§ 20.1. The Association and its authorized agents shall have access to Limited Common Areas for maintenance, repair or replacement of the Common Elements.

Work will be scheduled during reasonable working hours and written notice will be provided to the Co- owner. The Association will not be entitled to enter a dwelling without the consent of the Co- owner except in the event of an emergency. The Association and its authorized agents will not be liable for any damages caused during maintenance, repair or replacement of the Common Elements.

Article 21 — Common Element Maintenance

§ 21.1. Sidewalks, yards, landscaped areas, driveways, and parking areas shall not be obstructed and shall not be used for purposes other than that for which they are reasonably and obviously intended. No bicycles, vehicles, chairs or other obstructions may be left unattended on the Common Elements.

Article 22 — Pets

§ 22.1. Pets shall be cared for and restrained so as not to be obnoxious or oﬀensive on account of noise, odor or unsanitary conditions. No animal may be kept or bred for any commercial purpose. All animals shall be properly licensed. No animal may be permitted to run loose at any time upon the Common Elements. All animals shall at all times be leashed and attended by some responsible person while on the Common Elements. No savage or dangerous animal shall be kept. Any Co-owner who causes any animal to be brought or kept upon the premises of the Condominium shall indemnify and hold harmless the Association for any loss, damage, or liability which the Association may sustain as the result of the presence of that animal on the premises, whether or not the Association has given its permission. Each Co-owner shall be responsible for collection and disposition of all fecal matter deposited by any pet maintained by such Co-owner. No dog that barks and can be heard on any frequent or continuing basis shall be kept in any Unit or on the Common Elements. The Association may charge all Co- owners maintaining animals a reasonable additional assessment to be collected in the manner provided in Article V of these Bylaws if the Association determines that assessment necessary to defray the maintenance cost to the Association of accommodating animals within the Condominium.) The Association may, without liability to the Owner, remove or cause to be removed from the Condominium any animal that it determines to be in violation of the restrictions imposed by this Section. The Association shall have the right to require that any pets be registered with it and may adopt additional reasonable rules and regulations with respect to animals as it deems proper. The Board of Directors of the Association may assess fines for violations of this section in accordance with these Bylaws and in accordance with duly adopted Rules and Regulations of the Association.

Article 23 — Vehicles

§ 23.1. No house trailers, trucks, pick-up trucks, commercial vehicles, boat trailers, aircraft, boats, camping vehicles, camping trailers, motorcycles, all-terrain vehicles, snowmobiles, passenger vans, snowmobile trailers, utility trailers or vehicles, other than automobiles or vehicles used primarily for general personal transportation purposes, may be parked on the roads in the Condominium, and no such vehicles may be parked upon the premises of the Condominium unless in garages. No vehicle may be parked on the roads in the Condominium overnight. All recreation vehicles, boats, motor homes, snowmobiles, trailers, etc. may not be parked or stored upon the Condominium Premises for a period of more than eight (8) days during any thirty (30) day period unless kept completely inside a garage. The rule also applies to Commercial vehicles and trucks except while making deliveries or pickups in the normal course of business. No inoperable vehicles of any type may be stored outdoors under any circumstances.

§ 23.2. Allowed vehicles Commercial vehicles and trucks shall not be parked in or about the Condominium except during deliveries or pickups in the course of business.

§ 23.2. Vehicle Registration The Association may require Co-owners to register with the Association all cars maintained on the Condominium Premises. No motorcycles, snowmobiles or vehicles designed primarily for oﬀ- road use shall be used, maintained or operated in the General and Limited Common Areas or on its roads.

Article 24 — Activities and Aesthetics

§ 24.1. No improper, unlawful, noxious or oﬀensive activity or an activity that is or may become an annoyance or a nuisance to the Co-owners shall be carried on in any Unit or upon the Common Elements. No unreasonably noisy activity shall occur in or on the Common Elements or in any Unit at any time. Disputes among Co-owners arising as a result of this provision that cannot be amicably resolved shall be arbitrated by the Association. No Co-owner shall do or permit anything to be done, or keep or permit to be kept, in his Unit or on the Common Elements anything that will increase the rate of insurance on the Condominium without the written approval of the Association. A Co- owner shall pay to the Association the increased cost of insurance premiums resulting from any such activity or the maintenance of any such condition on his Unit, if approved. Activities deemed oﬀensive and expressly prohibited include, but are not limited to, the following: Any activity involving the use of firearms, air rifles, pellet guns, B-B guns, bows and arrows, or other similar dangerous weapons, projectiles or devices.

Installation or operation of electronic insect killers or operation of flood or other bright lights which are an annoyance to an adjacent resident is not permitted.

§ 24.2.The Common Elements shall not be used for storage of supplies, materials, personal property or trash or refuse of any kind, except as provided in duly adopted Rules and Regulations of the Association. Trash shall be stored out of sight in standard receptacles specified by the Association and placed at the curb for trash pickup no sooner than the evening before the collection day. If Clayton Township does not provide for trash collection, then Co-owners shall contract with a single company selected by the Association in order to obtain a better rate. Trash receptacles shall be removed as soon as possible after trash collection. If trash containers are stored outside, the storage location must be visually screened and approved by the Association in writing. No refuse pile or other unsightly or objectionable materials shall be allowed to remain on any Home site. Refuse, ashes, building materials, garbage or debris of any kind shall be treated in a manner that is not oﬀensive or visible to any other Co-owners in the Condominium. The Common Elements shall not be used in any way for the drying, shaking or airing of clothing or other fabrics. All portions of window treatments, including, but not limited to, curtains, drapes, blinds and shades, visible from the exterior of any dwelling shall be made of or lined with material which is white or oﬀ-white in color or blends with the exterior of the residence. In general, no activity shall be carried on nor condition maintained by a Co-owner, either in his Unit or upon the Common Elements, that is detrimental to the appearance of the Condominium. Without written approval by the Association, no Co- owner shall change in any way the exterior appearance of the residence and other improvements and appurtenances located on his Unit. In connection with any maintenance, repair, replacement, decoration or redecoration of such residence, improvements or appurtenances, no Co- owner shall modify the design, material or color of any item including without limitation, windows, doors, screens, roofs, siding or any other component which is visible from a Common Element or other Unit.

Basketball hoops shall be located as to be as unobtrusive as possible and in a location where they will not disturb or damage neighbor’s property.

Article 25 — Notice

§ 25.1. Notice to Association. Any Co-owner who mortgages his Unit shall notify the Association of the name and address of the mortgagee. The Association shall maintain that information in a book entitled “Mortgages of Units”. The Association may, at the written request of a mortgagee of any such Unit, report any unpaid assessments due from the Co-owner of that Unit. The Association shall give to the holder of a first mortgage covering a Unit in the Project written notification of any default in the performance of the obligations of the Co-owner of that Unit that is not cured within 60 days.

§ 25.2. Insurance. The Association shall notify each mortgagee appearing in that book of the name of each company insuring the Condominium against fire, perils covered by extended coverage, and vandalism and malicious mischief and the amounts of the coverage.

§ 25.3. Notification of Meetings. Upon request submitted to the Association, an institutional holder of a first mortgage lien of a Unit in the Condominium shall be entitled to receive written notification of every meeting of the members of the Association and to designate a representative to attend that meeting.

Article 26 — Amendment Proposals

§ 26.1. Amendments to these Bylaws may be proposed by the Board of Directors of the Association acting upon the vote of the majority of the Directors or may be proposed by 1/3 or more in number of the Co-owners by instrument in writing signed by them.

§ 26.2. Meeting. A meeting for consideration of a proposed amendment shall be duly called in accordance with the provisions of these Bylaws.

§ 26.3. Voting. These Bylaws may be amended by the Co-owners at any regular annual meeting or a special- meeting called for that purpose by an aﬃrmative vote of not less than two-thirds of all Co- owners in number. No consent of mortgagees shall be required to amend these Bylaws unless the amendment would materially alter or change the rights of mortgagees, in which event the approval of two-thirds of the mortgagees shall be required, with each mortgagee to have one vote for each first mortgage held.

§ 26.4. When Eﬀective. Any amendment to these Bylaws shall become eﬀective upon recording of the amendment in the oﬃce of the Genesee County Register of Deeds.

§ 26.5. Binding. A copy of each amendment to the Bylaws shall be furnished to every member of the Association after adoption. Amendments to these Bylaws adopted in accordance with this Article shall be binding upon all persons who have an interest in the Project regardless of whether they actually receive a copy of the amendment.

Article 27 – Compliance

§ 27.1. The Association and all present or future Co-owners and tenants, or any other persons acquiring an interest in or using the Project in any manner are subject to and shall comply with the Act. The mere acquisition, occupancy or rental of any Unit or an interest therein or the utilization of or entry upon the Condominium Premises shall signify that the Condominium Documents are accepted and ratified. In the event the Condominium Documents conflict with the provisions of the Act, the Act shall govern.

Article 28 – Terms

All terms used in these Bylaws have the same meaning as set forth in the Master Deed to which these Bylaws are attached as an Exhibit or as set forth in the Act.

Article 29 – Judicial Actions and Claims

§ 29.1. Actions on behalf of and against the Co-owners shall be brought in the name of the Association. Subject to the express limitations on actions in these Bylaws and in the Association’s Articles of Incorporation, the Association may assert, defend or settle claims on behalf of all Co-owners in connection with the Common Elements. As provided in the Articles of Incorporation of the Association and these Bylaws, the Commencement of any civil action (other than one to enforce these Bylaws or collect delinquent assessments) shall require the approval of sixty-six and two- thirds percent (66 2/3%) of all Co-owners and shall be governed by the requirements of this Article. The requirements of Article X will ensure that the Co-owners are fully informed regarding the prospects and likely costs of any civil action the Association proposes to engage in, as well as the ongoing status of any civil actions actually filed by the Association. These requirements are imposed in order to reduce both the cost of litigation and the risk of improvident litigation, and in order to avoid the waste of the Association’s assets in litigation where reasonable and prudent alternatives to the litigation exist. Each Co-owner shall have standing to sue to enforce the requirements of this Article 20.

§ 29.2. Board Recommendation to Co-owners. The Board shall be responsible in the first instance for recommending to the Co-owners that a civil action be filed, and for supervising and directing any civil actions that are filed.

§ 29.3. Litigation Evaluation Meeting. Before an attorney is engaged to file a civil action on behalf of the Association, the Board shall call a special meeting of the Co-owners (“litigation evaluation meeting”) for the express purpose of evaluating the merits of the proposed civil action. The written notice to the Co- owners of the date, time and place of the litigation evaluation meeting shall be sent to all Co- owners not less than twenty (20) days before the date of the meeting and shall include the following information copied onto 8-1/2” x 11” paper:

§ 29.3.1. A certified resolution of the Board setting forth in detail the concerns of the Board giving rise to the need to file a civil action and further certifying that:

§29.3.1.1. it is in the best interests of the Association to a lawsuit

§29.3.1..2. that at least one member of the Board has personally made a good faith eﬀort to negotiate a settlement with the putative defendant(s) on behalf of the Association, without success.

§29.3.1.3. litigation is the only prudent, feasible and reasonable alternative; and

§29.3.1.4. the Board’s proposed attorney for the civil action is of the written opinion that litigation is the Association’s most reasonable and prudent alternative.

§ 29.3.2. A written summary of the relevant experience of the attorney (“litigation attorney”) the Board recommends be retained to represent the Association in the proposed civil action, including the following information:

§29.3.2.1. the number of years the litigation attorney has practiced law;

§29.3.2.2. the name and address of every condominium and homeowner association for which the attorney has filed a civil action in any court, together with the case number, county and court in which each civil action was filed;

§29.3.2.3. the litigation attorney’s written estimate of the amount of the Association’s likely recovery in the lawsuit, net of legal fees, court costs, expert witness fees and all other anticipated litigation expenses:

§29.3.2.4. the litigation attorney’s written estimate of the cost of the civil action through a trial on the merits of the case (“total estimated cost”). The total estimated cost of the civil action shall include the litigation attorney’s expected fees, court costs, expert witness fees, and all other expenses expected to be incurred in the civil action;

§29.3.2.5. the litigation attorney’s proposed written fee agreement;

§29.3.2.6. the amount to be specially assessed against each Unit to fund the estimated cost of the civil action both in total and on periodic per Unit basis, as required by Section 21.6; and

§29.3.2.7. the litigation attorney’s legal theories for recovery of the Association.

§ 29.4. Independent Expert Opinion. If the lawsuit relates to the condition of any of the Common Elements, the Board shall obtain written independent expert opinion as to reasonable and practical alternative approaches to repairing the problems with the Common Elements, which shall set forth the estimated costs and expected viability of each alternative. In obtaining the independent expert opinion required by the preceding sentence, the Board shall conduct its own investigation as to the qualifications of any expert and shall not retain any expert recommended by the litigation attorney or any other expert recommended by the litigation attorney or any other attorney with whom the Board consults. The purpose of the independent expert opinion is to avoid any potential confusion regarding the condition of the Common Elements that might be created by a report prepared as an instrument of advocacy. The independent expert opinion will ensure that the Co- owners have a realistic appraisal of the condition of the Common Elements, the likely cost of repairs to or replacement of the same, and the reasonable and prudent repair and replacement alternatives. The independent expert opinion shall be sent to all Co- owners with written notice of the litigation evaluation meeting.

§ 29.5. Fee Agreement with Litigation Attorney. The Association shall have a written fee agreement with the litigation attorney and any other attorney retained to handle the proposed civil action. The Association shall not enter into any fee arrangement that provides for compensation to the attorney through a combination of hourly compensation and the payment of a contingent fee unless the existence of the agreement is fully disclosed to the Co-owners in the text of the Association’s written notice to the Co-owners of the litigation evaluation meeting.

§ 29.6. Co-owner Vote Required. At the litigation evaluation meeting, the Co-owners shall vote on whether to authorize the Board to proceed with the proposed civil action and whether the matter should be handled by the litigation attorney. The commencement of any civil action by the Association (other than a suit to enforce these Bylaws or collect delinquent assessments) and the retention of the litigation attorney shall require the approval of sixty- six and two- thirds percent (66 2/3%) of all Co- owners. In the event the litigation attorney is not approved, the entire litigation attorney evaluation and approval process set forth in Section 21.2 hereinabove and in this Section

§29.7 shall be conducted prior to the retention of another attorney for this purpose. Any proxies to be voted at the litigation evaluation meeting must be signed at least seven (7) days prior to the litigation evaluation meeting.

§29.8. Litigation Special Assessment. All legal fees incurred in pursuit of any civil action that is subject to Sections 21.1 through 21.10 of this Article 20 shall be paid by special assessment of the Co- owners (“litigation special assessment”).

Notwithstanding anything to the contrary herein, the litigation special assessment shall be approved at the litigation evaluation meeting by sixty-six and two-thirds percent (66 2/3%) of all Co-owners in the amount of the estimated total cost of the civil action. If the litigation attorney proposed by the Board is not retained, the litigation special assessment shall be in an amount equal to the estimated total cost of the civil action, as estimated by the attorney actually retained by the Association. The litigation special assessment shall be apportioned to the Co-owners equally and shall be collected from the Co-owners on a periodic basis. The total amount of the litigation special assessment shall be collected periodic over a period not to exceed twenty-four (24) months.

§ 29.9. Attorney’s Written Report. During the course of any civil action authorized by the Co- owners pursuant to this Article 21, the retained attorney shall submit a written report (“attorney’s written report”) to the Board every thirty (30) days setting forth:

§ 29.9.1. The attorney’s fees, the fees of any experts retained by the attorney or the Association, and all other costs of the litigation during the thirty (30) day period immediately preceding the date of the attorney’s written report (“reporting period”);

§ 29.9.2. All actions taken in the civil action during the reporting period, together with copies of all pleadings, court papers and correspondence filed with the court or sent to opposing counsel during the reporting period;

§ 29.9.3. A detailed description of all discussions with opposing counsel during the reporting period, written and oral, including, but not limited to, settlement discussions;

§ 29.9.4. The costs incurred in the civil action through the date of the written report, as compared to the attorney’s estimated total cost of the civil action; and,

§ 29.9.5. Whether the originally estimated total cost of the civil action remains accurate.

§ 29.10. Monthly Board Meetings. The Board shall meet monthly during the course of any civil action to discuss and review:

§ 29.10.1. the status of the litigation;

§ 29.10.2. the status of settlement eﬀorts, if any; and

§ 29.10.3. the attorney’s written report.

§ 29.11. Changes in the Litigation Special Assessment. If, at any time during the course of a civil action, the Board determines that the originally estimated total cost of the civil action or any revision thereof is inaccurate, the Board shall immediately prepare a revised estimate of the total cost of the civil action. If the revised estimate exceeds the litigation special assessment previously approved by the Co- owners, the Board shall call a special meeting of the Co-owners to review the status of the litigation and allow the Co-owners to vote on whether to continue the civil action and increase the litigation special assessment. The meeting shall have the same quorum and voting requirements as a litigation evaluation meeting.

§ 29.12. Disclosure of Litigation Expenses. The attorneys’ fees, court costs, expert witness fees and all other expenses of any civil action filed by the Association (“litigation expenses”) shall be fully disclosed to Co-owners in the Association’s annual budget. The litigation expenses for each civil action filed by the Association shall be listed as a separate line item captioned “litigation expenses” in the Association’s annual budget.

Article 30 – Severability

If any of the terms, provisions or covenants of the Condominium Documents are held to be partially or wholly invalid or unenforceable for any reason, then that holding shall not aﬀect, alter, modify or impair in any manner any of the other terms, provisions or covenants of those documents or the remaining portions of any terms, provisions or covenants held to be partially invalid or unenforceable.

Article 31 – Amendments

31.1. Consent to the Fourth Amendment to Master Deed of the Woods West Condominium. This amendment, registered at the Genesee County Register of Deeds oﬃce on Sept 12, 2011 amended the Master Deed and Bylaws permitting Unit 9 to become a General Common Element. (Attachment, Amendment 4)

31.2. The Condominium Project may not be terminated, vacated, revoked or abandoned without the written consent of the Co-Owners of the Condominium Units to which four-fifths (4/5) of the votes in the Association appertain, together with the written consent of at least two-thirds (2/3) of the first mortgagees (based on one vote for each first mortgage owned).