Table of Contents

• Article I Plan of Unit Ownership
• Article II Unit Owners – Voting Rights and Meetings
• Article III Board of Managers
• Article IV Officers
• Article V Common Charges and Assessments
• Article VI Records and Audits
• Article VII The Condominium Property – Use, Operation, Preservation, Maintenance and Repair
  • Section 7.07 (old)
  • Sections 7.07 – 7.11 (as amended)
• Article VIII Insurance and Insurance Trustees
• Article IX Selling, Mortgaging and Leasing Units
• Article X Condemnation
• Article XI Amendments to By-Laws
• Article XII Miscellaneous
• Schedule A Rules & Regulations

Article I
Plan of Unit Ownership

1.01 Unit Ownership. The land described in Schedule A of the Declaration recorded or to be recorded in the Office of the Clerk of Erie County, New York, and the appurtenances thereof, including the buildings and other improvements constructed on said land, (hereinafter collectively called the “Property”) have been or prior to conveyance of the first Unit shall be submitted by Charter Oaks Apartments hereinafter referred to as the “Sponsor”) to the provisions of Article 9-B of the Real Property Law of the State of New York by the Declaration and shall be known as the Charter Oaks Condominium” (hereinafter called the “Condominium”).

1.02 Applicability of By-Laws. The provisions of these By-Laws are applicable to the Property of the Condominium and ‘to the use and occupancy thereof. The term “Property” as used herein shall include the land and all improvements thereon (including the “Residential Units”, “Garage Units”, together hereinafter referred to as the “Units”, and the common elements) owned in fee simple absolute, and all easements, rights and appurtenances belonging thereto, and all other property, personal or mixed, intended for use in connection therewith, all of which are intended to be submitted to the provisions of said Article 9-B of the Real Property Law of the State of New York. The term “Building” as hereinafter used shall be defined as the exterior walls and roof of a number of Units all of which are constructed under a continuous roof or the entire interior and exterior of any building or structure which shall form a portion of the Property but which does not contain any of the Units.

1.03 Personal Application. All present and future owners (hereinafter referred to as “Unit Owners”) mortgagees, lessees and occupants of Units and their employees, and any other persons who may use the facilities of the Property in any manner are subject to these By-Laws, the Declaration and the Rules and Regulations. The acceptance of a deed or conveyance or the entering into of a lease or the act of occupancy of a Unit shall constitute an agreement that these By-Laws, the Rules and Regulations and the provisions of the Declaration, as they may be amended
from time to time, are accepted, ratified and will be complied with.

Article II
Unit Owners – Voting Rights and Meetings

2.01 Voting. Each Unit Owner of Residential Units (Residential Unit being a Unit which is a townhouse or garden apartment dwelling, but not a Garage Unit) (including the Sponsor and the Board of Managers, if the Sponsor or the Board of Managers shall then own or hold title to one or more Residential Units) shall be entitled to cast one vote at all meetings of Unit Owners for each Residential Unit owned by such Unit Owner, but the Board of Managers shall not cast any of its votes for the election of any member to the Board. If a Unit is owned by more than one person, as joint tenants, tenants by the entirety or as tenants in common, the persons owning such Unit shall reach agreement as to the matter voted upon and cast their one vote for their Unit. A fiduciary shall be the voting member with respect to any Unit owned in a fiduciary capacity.

2.02 Right to Vote. At any meeting of Unit Owners, every Unit Owner having the right to vote shall be entitled to vote in person, or by proxy. Such proxy shall only be valid for such meeting or subsequent adjourned meetings thereof,

2.03 Proxies. All proxies shall be in writing and shall be filed with the Secretary prior to the meeting at which the same are to be used. A notation of such proxies shall be made in the minutes of the meeting.

2.04 Annual Meetings; First Election of Board of Managers. The Sponsor will have control of the Board of Managers for one (1) year from the date of the closing of title to the first Unit or until the transfer of title to all Units (other than to the Sponsor or its designees), whichever shall first occur. After the transfer of title to all Units or the termination of said one year period, the Sponsor shall notify all Unit Owners that the first meeting shall be held within thirty (30) days thereafter. At such meeting all Unit Owners including the Sponsor shall elect a new Board. In the event the Sponsor still owns 51% or more of interest in the common elements, the Sponsor shall continue to control the Board of Managers until the next annual meeting of Unit Owners, In no event shall the Sponsor control the Board of Managers for more than three (3) years from the date of closing of title to the first Unit. Annual meetings of the Unit Owners shall be held on the fourth Tuesday of November of each succeeding year at 7:30 P.M. or on such other date and at such other time and at such place convenient to the Unit Owners as shall be designated by the Board of Managers. At such meetings the Board of Managers shall be elected by ballot of the Unit Owners in accordance with the requirements of Section 3.04 of these By-Laws. Notwithstanding any contrary provision of these By-Laws, the Declaration and/or the Plan of Condominium Ownership, so long as the Sponsor of the Condominium or its designee shall continue to own: (i) Units representing 30% or more in common, the Sponsor or its designee shall have the right to elect three of the nine members of the Board of Managers; (ii) Units representing 20% but less than 30% in common interest, the Sponsor or its designee shall have the right to elect two of the nine members of the Board of Managers; (iii) Units representing less than 20% in common interest, the Sponsor or its designee shall have the right to elect one of the nine members of the Board of Managers, When the Sponsor or its designee no longer owns any Units it shall have no further right to elect any members of the Board of Managers. Members of the Board of Managers elected by the Sponsor or its designee shall serve for a term of one year. All other members of the Board of Managers shall be elected by the unit owners and shall serve for the terms prescribed by these By-Laws. The Unit Owners may transact such other business at such meeting as may properly come before them.

2.05 Place of Meetings. Meetings of the Unit Owners shall be held at a suitable pace convenient to the Unit Owners as may be designated by the Board of Managers.

2.06 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 Managers or upon a petition signed and presented to the Secretary by not less than 15% 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.

2.07 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 but not more than twenty 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 building in which his Unit is located or at such other address as such Unit Owner shall have designated by notice in writing to the Secretary, and to all mortgagees of a Unit who have requested the same. If the purpose of any meeting shall be to act upon a proposed amendment to the Declaration or to these By-Laws, the notice of meeting shall be mailed at least thirty 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.

2.08 Waiver and Consent. Whenever the vote of Unit Owners at a meeting is required or permitted by any provision of the Declaration, Statutes or of these By-Laws to be taken in connection with any action of the Condominium, the meeting and vote of Unit Owners may be dispensed with if all Unit Owners who would have been entitled to vote upon the action if such meeting were held, shall consent in writing to such action being taken.

2.09 Quorum. Except as otherwise provided in these By-Laws, the presence in person or by proxy of Unit Owners having one-fifth of the total authorized votes of all Unit Owners shall constitute a quorum at all meetings of the Unit Owners. 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 than forty-eight (48) hours from the time the original meeting was called, and from time to time thereafter, until a quorum shall be present or represented.

2.10 Majority Vote. The vote of a majority of Residential 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. The term “majority of Unit Owners” shall mean those Unit Owners having more than 50% of the total authorized votes of all Residential 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 2.O1 of these By-Laws.

2.11 Inspectors of Election. The-Board-of Managers, in advance of any meeting of Unit Owners, may appoint two or more persons, who need not be Unit Owners, to act as inspectors of election at such meeting or any adjournment thereof. If inspectors of election are not so appointed prior to the meeting, the person presiding at such meeting may, and on the request of any Unit Owner, entitled to vote thereat shall, appoint two or more inspectors of election. In case any person appointed fails to appear or act, the vacancy may be filled in advance of the meeting by the Board of Managers or at the meeting by the person presiding thereat.

The inspectors of election shall (i) determine the Unit Owners entitled to vote at the meeting, (ii) determine the existence of a quorum and the validity and effect of proxies, (iii) receive ballots or determine votes or consents, (iv) hear and determine any challenges or questions arising in connection with any Unit Owner’s right to vote, (v) count and tabulate all votes, ballots or consents and determine the result thereof, and (vi) do such other acts as may be proper to conduct an election or vote with fairness to all Unit Owners.

2.12 Order of Business at Meetings. 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 Managers.
(f) Reports of committees.
(g) Election of inspectors of election (when so required).
(h) Election of members of the Board of Managers (when so required).
(i) Unfinished business
(j) New business

Article III
Board of Managers

3.01 Number and Qualification. The affairs of the Condominium shall be governed by a Board of Managers. The Board of Managers shall initially consist of five persons designated by the Sponsor until their successors shall have been elected by the Residential Unit Owners at the first meeting of Unit Owners held pursuant to Section 2.04 of these By-Laws, Thereafter the Board of Managers shall be composed of 9 persons, all of whom shall be Owners or spouses of Owners or mortgagees of Units or, in the case of partnership owners or mortgagees, shall be members or employees of such partnership or, in the case of corporate Owners or mortgagees, shall be officers, directors, shareholders, employees or agents of such corporations or, in the case of fiduciary Owners or mortgagees, shall be the fiduciaries or officers, agents or employees of such fiduciaries or, in the case of the Sponsor, shall be designees of the Sponsor.

3.02 Powers and Duties. The Board of Managers shall have the powers and duties necessary for the administration of the affairs of the Condominium and may do all such acts and things except as by law or by the Declaration or by these By-Laws may not be delegated to the Board of Managers by the Unit Owners. Such powers and duties of the Board of Managers shall include, but shall not be limited to, the following:

a. Determination and levying of monthly assessments (“common charges”) to cover the cost of common expenses required for the affairs of the Condominium, including without limitation, the operation and maintenance of the Property, except such portion thereof as is the responsibility of the Charter Communities Association, Inc. The Board of Managers may increase the monthly assessments or vote a special assessment in excess of that amount, if required, to meet any additional necessary expenses, but said increases can only be assessed among the Unit Owners pro rata according to their respective common interests.

b. Collection, use and expending the assessments collected to maintain, care for and preserve the Units, buildings and common elements, except such portion of the common elements as is the responsibility of the Charter Communities Association, Inc.

c. Operation, care, upkeep and maintenance of the common elements except such portion of the common elements as is the responsibility of the Charter Communities Association, Inc.

d. 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.

e. Entering into and upon the Units when necessary and at as little inconvenience to the Unit Owner as possible in connection with the maintenance, care and preservation of the property.

f. Purchasing or leasing or otherwise acquiring in the name of the Board of Managers, or its designee, corporate or otherwise, on behalf of all Unit Owners, Units offered for sale or lease or surrendered by their Owners to the Board of Managers.

g. Obtaining and maintaining insurance for the Property, including the Units, pursuant to the provisions of Section 8.01 hereof.

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

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

j. Organizing corporations to act as designees of the Board of Managers in acquiring title to or leasing of Units on behalf of all Unit Owners.

k. Leasing of portions of the common elements and granting of licenses for vending machines.

l. Bringing and defending actions by or against more than one Unit Owner and pertinent to the operation of the Condominium.

m. Borrowing money on behalf of the Condominium 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 all Unit Owners, obtained 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 15 70 of the amount the then current annual budget of the Condominium 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 Managers on behalf of the Condominium pursuant to the authority contained in this paragraph (m) 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 interest 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.

n. Adoption and amendment of reasonable rules and regulations covering the details of operation and use of the Property. Such rules and regulations and amendments shall be binding upon the Unit Owner when the Board has approved them in writing. A copy of such rules and all amendments shall be delivered to each Unit.

o. Collection of delinquent assessments by suit or otherwise, abatement of nuisances and the enjoinment and/or seeking of damages from the Unit Owners for violations of the rules or rules and regulations herein referred to.

p. Employing and terminating the employment of employees and independent contractors, purchasing supplies and equipment, entering into contracts and generally having the powers of manager in connection with the matters hereinabove set forth.

q. Establishing of reserves for the repair and replacement of the common, elements.

r. Complying with any change in New York law as it may affect the Condominium.

Notwithstanding anything to the contrary contained in these By-Laws so long as the Sponsor or its designee shall continue to own Units representing 2070 or more in common interest, but in no event later than three (3) years from the date of the recording of the Declaration, the Board of Managers may not, without the Sponsor’s prior written consent, (i) make any addition, alteration or improvement to the common elements or to any Unit, 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 in an amount equal to the proportion to the then existing budget which the amount of reserves in the initial budget of estimated expenses bears to the total amount of such initial budget of estimated expenses, or (iii) hire any employee in addition to the employees, if any, 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 a Unit. (v) borrow money on behalf of the Condominium, or (vi) reduce the quantity or quality of services or maintenance of the Property.

3.03 Committees Acting on Behalf of Board of Managers. Except as limited by this Section 3.03, the Board of Managers may, by resolution or resolutions, passed by a majority of the whole Board, designate one or more committees, each of such committee to consist of at least three (3) Unit Owners, at least and of whom shall be a member of the Board of Managers, which to the extent provided in said resolution or resolutions, shall have and may exercise the powers of the Board of Managers in the management of the business and affairs of the Condominium and may have power to sign all papers which may be required, provided the said resolution or resolutions shall specifically so provide. However, no such committee shall have or be given the power to (a) determine the common charges and expenses required for the affairs of the Condominium, (b) determine the common charges payable by the Unit Owners to meet the common charges and expenses of the Condominium, or (c) adopt or amend the rules and regulations covering the details of the operation and use of the Property. Such committee or committees shall have such name or names as may be determined from time to time by resolution adopted by the Board of Managers. Committees established by resolution of the Board of Managers shall keep regular minutes of their proceedings and shall report the same to the Board as required.

3.04 Election and Term of Office. Except as provided in Section 2.04 of these By-Laws, at the first meeting of the Unit Owners the term of office of three members of the Board of Managers shall be fixed at three (3) years, the term of office of three members of the Board of Managers shall be fixed at two (2) years, and the term of office of three members of the Board of Managers shall be fixed at one (1) year. At the expiration of the initial term of office of each respective member of the Board of Managers, a successor shall be elected to serve for a term of three (3) years. The members of the Board of Managers shall hold office until their respective successors shall have been elected by the Unit Owners.

3.05 Removal of Members of the Board of Managers. At any regular or special meeting of Unit Owners, any one or more of the members of the Board of Managers may be removed with or without cause by a majority. of the Residential 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 Managers whose removal has been proposed by the Unit Owners shall be given an opportunity to be heard at the meeting.

3.06 Vacancies. Vacancies in the Board of Managers 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 Managers 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 Managers until the next annual meeting of the Unit Owners or until a successor is elected. If the vacancy occurs with respect to any member of the initial Board of Managers as designated by the Sponsor, the Sponsor shall have the sole right to choose the successor to fill the unexpired portion of the term of such Manager.

3.07 Meetings. Organizational, regular and special meetings of the Board of Managers shall be held as follows:

a. Organizational Meeting. The first meeting of each Board newly elected by the Unit Owners shall be held immediately upon adjournment of the meeting at which they were elected, provided a quorum shall then be present, or as soon thereafter at such date, time and place, as may be practicable.

b. Regular Meetings. Regular meetings of the Board of Managers 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 Managers, but at least four such meetings shall be held during each fiscal year. Notice of regular meetings of the Board of Managers shall be given to each member of the Board of Managers personally, by mail or by telegram, at least two (2) days prior to the day set for such meeting.

c. Special Meetings. Special meetings of the Board may be called by the President on two (2) days notice to each manager either personally or by mail or telegram, which notice shall state the time, place and purpose of the meeting. Special meetings shall be called by the President or. Secretary in a like manner and on like notice on the written request of at least three (3)
Managers.

Any member of the Board of Managers may at any time waive notice of any meeting of the Board of Managers in writing, and such waiver shall be deemed equivalent to the giving of such notice. Attendance by a member of the Board of Managers at any meeting of the Board shall constitute a waiver of notice by him of the time and place thereof, If all the members of the Board of Managers are present at any meeting of the Board, no notice shall be required and any business may be transacted at such meeting.

3.08 Quorum of Board of Managers. At all meetings of the Board of Managers, a majority of the members thereof shall constitute a quorum for the transaction of business, and, except as may be otherwise specifically provided by statute or by the Declaration or by these By-Laws, the votes of a majority of the members of the Board of Managers present at a meeting at which a quorum is present shall constitute the decision of the Board of Managers. If at any meeting of the Board of Managers there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. At any such adjourned 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.

3.09 Fidelity Bonds. The Board of Managers shall obtain adequate fidelity bonds for all officers and employees of the Condominium and of the managing agent handling or responsible for the Condominium funds. The premiums on such bonds shall constitute a common expense. Such bonds shall he in an amount not less than 50% of the Condominium’s annual budget including reserves, shall name the Condominiums as obliged and shall provide that they may not be cancelled or substantially modified without at least 15 days prior written notice to all mortgagees who request same in writing to the insurer.

3.10 No Compensation. No member of the Board of Managers shall receive any compensation from the Condominium for acting as such.

3.11 Liability of the Board of Managers. The members of the Board of Managers 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. The Unit Owners shall indemnify and hold harmless each of the members of the Board of Managers against all contractual liability to others arising out of contracts made by the Board of Managers on behalf of the Condominium unless any such contract shall have been made in bad faith or contrary to the provisions of the Declaration or of these By-Laws. It is intended that the members of the Board of Managers shall have no personal liability with respect to any contract made by them on behalf of the Condominium. It is also intended that the liability of any Unit Owner arising out of any contract made by the Board of Managers or out of the aforesaid indemnity in favor of the members of the Board of Managers shall be limited to such proportion of the total liability thereunder as his interest in the common element bears to the interests of all the Unit Owners in the common elements. Every agreement made by the Board of Managers or by the managing agent or the manager, on behalf of the Condominium shall provide that the members of the Board of Managers, 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 thereunder (except as Unit Owners), and that each Unit Owner’s liability thereunder shall be limited to such proportion of the total liability thereunder as his interest in the common elements bears to the interest of all Unit Owners in the common elements.

3.12 Managing Agent and Manager. The Board of Managers shall employ for the Condominium a managing agent and/or a manager at a compensation established by the Board of Managers, to perform such duties and services as the Board of Managers shall authorize, including but not limited to the duties listed in subdivisions (b), (c), (d), (e) and (k) of Section 3.02 of these By-Laws. The Board of Managers may delegate to the manager or managing agent all of the powers granted to the Board of Managers by these By-Laws other than the powers set forth in subdivisions (f), (g), (h), (i), (j), (1), (m) and (n) of Section 3.02 of these By-Laws.

Article IV
Officers

4.01 Designation. The principal officers of the Condominium shall be the President, the First Vice President, the Second Vice President, the Third Vice President, the Secretary and the Treasurer, all of whom shall be elected by the Board of Managers. The Board of Managers may appoint an assistant treasurer, an assistant secretary, and such other officers as in its judgment may be necessary. The President, but no other officer; must be a member of the Board of Managers.

4.02 Election and Appointment of Officers. The elective officers of the Condominium shall be elected annually by the Board of Managers at the organizational meeting of each new Board of Managers and shall hold office at the pleasure of the Board of Managers. Appointive officers shall be appointed at such time and shall hold their office for such terms as the Board of Managers shall determine from time to time.

4.03 Removal of Officers. Upon the affirmative vote of a majority of the members of the Board of Managers, any officer may be removed, either with or without cause, and a successor to such office may be elected at any regular meeting of the Board of Managers, or at any special meeting of the Board of Managers called for such purpose.

4.04 President. The President shall be the chief executive officer of the Condominium. He shall preside at all meetings of the Unit Owners and of the Board of Managers. 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 York, 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 Condominium.

4.05 Vice Presidents. The First, Second and Third Vice Presidents, in that order, 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 any of the Vice Presidents is able to act, the Board of Managers shall appoint some other member of the Board of Managers to act in place of the President on an interim basis. The Vice Presidents shall also perform such other duties as shall from time to time be imposed upon such officer by the Board of Managers or by the President.

4.06 Secretary. The Secretary shall keep the minutes of all meetings of the Unit Owners and of the Board of Managers; shall record all votes and the minutes of all proceedings in a book to be kept for that purpose; shall have charge of such books and papers as the Board of Managers may direct; shall give or cause to be given, notice of all meetings of Unit Owners and all special meetings of the Board of Managers; and shall, in general, perform all the duties incident to the office of secretary of a stock corporation organized under the Business Corporation Law of the State of New York.

4.07 Treasurer. The treasurer shall have the responsibility for Condominium 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. The Treasurer shall be responsible for the deposit of all moneys and other valuable effects in the name of the Board of Managers, or the managing agent, in such depositories as may from time to time be designated, by the Board of Managers, and shall, in general, perform all the duties incident to the office of treasurer of a stock corporation organized under the Business Corporation Law of the State of New York.

4.08 Agreements, Contracts, Deeds, Checks etc. All agreements, contracts, deeds, leases, checks and other instruments of the Condominium shall be executed by any two officers of the Condominium or by such other person or persons as may be designated by the Board of Managers.

4.09 Compensation of Officers. No officer shall receive any compensation from the Condominium for acting as such.

Article V
Common Charges and Assessments

5.01 Determination of Common Charges. The Board of Managers shall, from ‘time to time, but at least annually, fix and determine the budget representing the sum or sums necessary and adequate for the continued operation of the Condominium and shall send a copy of the budget and any supplement thereto to every Unit Owner and mortgagee, The Board of Managers_ shall determine the total amount required, including the operational items such as insurance, repairs, reserves, betterments, maintenance of the common elements (except for the maintenance of that portion of the common elements funded through the Charter Communities Association, Inc. and other operating expenses as well as charges to cover any deficits from prior years. The total annual requirements shall be assessed as a single sum against all Units and prorated against each of said Units according to the respective common interests appurtenant to such Units. This proration of common charges shall remain constant regardless of the percentage of the building square footage included in each Unit or the common elements restricted to the use of the Unit Owner of said Unit. Said common charges or assessments shall be payable monthly in advance as ordered by the Board of Managers. Special assessments, should such be required, shall be levied and paid in the same manner as hereinabove provided for regular common charges.

5.02 Payment of Common Charges. All Unit Owners shall be obligated to pay the common charges and special assessments assessed by the board of Managers at such time or times as the Board of Managers shall determine. Dissatisfaction with the quantity or quality of maintenance furnished to the Property shall not be grounds for the withholding or failure to pay any common charge or special assessment.

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 of such unit by such unit owner. In addition, any Unit Owner may, subject to the terms and conditions specified in these By-Laws, provided that unit is free and clear of liens and encumbrances other than a permissible mortgage and the statutory lien for unpaid common charges, convey such Unit to the Board of Managers, 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 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 fore
closure sale.

5.03 Collection of Assessments. The Board of Managers shall assess common charges against the Unit Owners from time to time and at least annually and may take action to collect any common charge due from any Unit Owner which remains unpaid for more than 30 days from the due date for payment thereof.

5.04 Default in Payment of Common Charges. In the event any common charge or special assessment as determined by the Board of Managers, or any installment thereof, is not paid on the due date, then such payment shall be deemed delinquent.

If a common charge or assessment or any installment thereof is not paid within ten (10) days after the due date, the Board of Managers may impose a late charge or charges on such amount or amounts as the Board of Managers deems reasonable not to exceed 5% of the amount of such overdue common charge or assessment or installment thereof, provided such late charges are equitably and uniformly applied.

If the common charge or assessment or installment thereof is not paid within thirty (30) days after the due date (i) the common charge or assessment shall bear interest from the due date at such rate as may be fixed by the Board of Managers from time to time, such rate not to exceed the maximum rate of interest then permitted by law; (ii) the Board of Managers may accelerate the remaining installments, if any, of such common charges or assessments upon notice thereof to the Unit Owners; and (iii) the Board of Managers may bring legal action against the Unit Owner personally obligated to pay the same or foreclose the lien on such Unit granted by Section 339-2 of the Real Property Law of the State of New York, in the manner provided in section 330-2a thereof, and the cost of any such proceedings, including reasonable attorney’s fees shall be added to the amount of such common charge or assessment, accelerated installments, if any, late charges and interest.

5.05 Foreclosure of Liens for Unpaid Common Charges. In any action brought by the Board of Managers 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 Managers, 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, convey or 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.

5.06 Notice of Default. The Board of Managers, when giving notice to a Unit Owner of a default in paying common charges or other default, may, at its option, or shall, at the request of the mortgagee, 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 Managers. The mortgagee shall have the right to cure the Unit Owner’s default with respect to the payment of common charges.

5.07 Statement of Common Charges. Upon the written request of a Unit Owner, lessee or mortgagee with respect to the Unit owned by such Owner, leased by such lessee or upon which such mortgagee holds a mortgage, or any prospective purchaser, lessee mortgagee or title insurer of such Unit, the Board of Managers, the Manager or the managing agent, shall promptly furnish a certificate in writing setting forth with respect to such Unit as of the date of such certificate, (1) whether or not the common charges due have been paid; (2) the amount of such common charges, including interest and costs, if any, due and payable; and (3) whether any other amounts or charges are owing to. the Condominium, e.g. for the cost of extinguishing a violation of the Declaration or rules and regulations. A reasonable charge as determined by the Board of Managers, may be made for the issuance of this certificate. Any such certificate, when duly issued as herein provided, shall be conclusive and binding with regard to any matter therein stated as between the Board of Managers and any bona fide purchaser or lessee of, or lender on, or title insurer of, the Unit with respect to which the request was made.

5.08 Liability for Water and Refuse Removal. All water consumed in the Units and on the common elements and refuse removal charges shall be a common expense.

5.09 Operating Account. There shall be established and maintained a cash posit account to be known as the “Operating Account”, into which shall be deposited the operating portion of all monthly, and special assessments as fixed and determined for all Units. Disbursements from said account shall be for the general needs of the operation including, but not limited to wages, repairs, betterments, maintenance and other operating expenses of the common elements and for the purchase, lease, sale or other expenses resulting from the purchase or lease of Units.

5.10 Other Accounts. The Board shall maintain any other accounts it shall deem necessary to carry out its purposes.

Article VI
Records and Audit

6.01 Records and Audits. The Board of Managers or the managing agent shall keep detailed records of the actions of the Board of Managers and the managing agent, minutes of the meetings of the Board of Managers, minutes of the meeting 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.

6.02 Annual Statement. An annual report of the receipts and expenditures of the Condominium, audited by an independent certified public account, shall be rendered by the Board of Managers to all Unit Owners, and to all mortgagees of Units who have requested the same and to the Department of Law of the State of New York, promptly after the end of each fiscal year. In addition, when called for by a vote of the Unit Owners at any special meeting of the Unit Owners, the Board. of Managers shall furnish, to the Unit Owners, a full and clear statement of the business conditions and affairs of the Condominium, including a balance sheet and profit and loss statement verified by an independent public accountant and a statement regarding any taxable income attributable to the Unit Owners.

The Board of Managers shall engage the services of an independent public accountant to review, no less often than semi-annually, the accounts, records and financial affairs of the Condominium. Such review shall not be required to be an audit but shall consist of at least a review of the record keeping procedures, a check of bank balances and a review of all expenditures by the Board. In the event that any substantial irregularities or any defalcation shall be uncovered by such accounts in the course of any such review, such matters shall be promptly reported to each member of the Board of Managers, and to the Unit Owners by such accountants.

The cost of the annual report and other services required by this Section 6.02 shall be paid by the Board of Managers as a common expense.

6.03 Inspection of Records. Every Unit Owner or his representative and mortgagee shall be entitled to examine the books and records of the Condominium on reasonable notice to the Board but not more often than once a month.

Article VII
The Condominium Property – Use, Operation,
Preservation, Maintenance, Repair

7.01 Repairs and Maintenance. All maintenance, repairs and replacement to the common elements of the property including but not limited to exterior walls, roof and roof members, common hallways and stairways and basement areas of Buildings containing garden apartment Residential Units; as well as all maintenance, repairs and replacements to any pipes, wires, conduits and public utility lines, including without limitation so much of any pipes, wires, conduits and public utility lines as are located in the common elements but serve one or more Units (except such as service the heating, air conditioning or hot water systems of one garden apartment type Unit or an enclosed storage area or storage room in a Building containing garden apartment type Units), shall be made by the Board of Managers and the cost thereof shall be a common expense. All maintenance (including painting and decorating of the Units), repairs and replacements to the Units including windows (including all glass breakage), doors (except painting of the exterior surface of fences surrounding the patio areas and windows and doors which open from a Unit, which painting is performed by the Board of Managers), storage rooms and enclosed storage areas in the basement of Buildings containing garden apartment type Units, and repairs to pipes, wires and conduits located in and servicing the same Unit or which service the heating, air conditioning or hot water systems of one garden apartment type Unit other than as set forth above shall be made by the respective Unit Owners at their own expense.

Except as provided otherwise above, all irrevocably restricted common elements shall be maintained by the Board of Managers except where such repair or replacement is necessitated because of the negligence of misuse or neglect of the Unit Owner to which the common element is restricted in use, in which event such Unit Owner shall make such repairs or replacements at his own expense.

The Board of Managers will provide snow removal for the roadways, driveways and walkways on the property. All repairs, painting and maintenance, whether made by the Unit Owner or by the Board of Managers to the doors, windows, fences, gates or the exterior surface of any Building, including roofs, or to any generally visible portion of the common elements shall be carried out in such a manner so as to conform to the materials, style and color initially provided by the Sponsor.

In the event that a Unit Owner fails to make any maintenance or repair which maintenance or repair is necessary to protect any of the common elements or any other Unit, the Board of Managers shall have the right to make such maintenance or repair (after the failure of the Unit Owner to do so, weather permitting, after 10 days written notice, or written or oral notice of a shorter duration in the event of an emergency situation) and to charge the Unit Owner for the cost of all such repairs and/or maintenance. In the event that the Board of Managers charges a Unit Owner for repairs or maintenance to such Unit Owners Unit or for repairs to any common element restricted in use to such Unit Owner, and the Unit Owner fails to make prompt payment, the Board of Managers shall be entitled to bring suit thereon, and, in such event, the Unit Owners shall be liable for the reasonable attorneys’ fees and costs of such suit or proceeding together with interest on all sums due.

7.02 Right of Access. A Unit Owner shall grant a right of access to his Unit to the manager and/or the managing agent and/or any other person authorized by the Board of Managers, the manager 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 or elsewhere in the Building, or to correct any condition which violates the provisions of any mortgage covering another 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. In case of an emergency, such right of entry shall be immediate, whether the Unit Owner is present at the time or not.

7.03 Restrictions on Use of Units. In order to provide for congenial occupancy of the Property and for the protection of the values of the Units, the use of the Property shall be restricted to and shall be in accordance with the following
provisions:

a. The Residential Unit whether occupied or leased out by the Unit Owner, shall be used for residence purposes only; and shall be occupied by not more persons (including children) than two times the number of bedrooms in the Unit. Furthermore, unless determined to be illegal if such Unit is occupied by three or more persons (including children), such persons shall be members of the same family (or if the Unit Owner or lessee is a partnership, a corporation or a trust, members of the family of a partner, or director, or shareholder or employee of the corporation or of the beneficiary of the trust, as the case may be). “Same family” shall be defined as persons related to one another as husband, wife, mother, father, brother, sister, stepbrother, stepsister, daughter, son, stepdaughter, and stepson; together with their children. This restriction requiring three (3) or more occupants to be members of the same family may be waived by written consent obtained from the Board of Managers prior to occupancy.

The foregoing occupancy restrictions shall not be construed to prohibit any occupant of any Residential Unit from entertaining guests, of any age, in his Unit, including temporary residency not to exceed two (2) months.

The Garage Unit shall be used for the parking of automobiles and other motor vehicles, and for the storage of personal property and household items.

(b) The common elements shall be used only for the furnishing of the services and facilities for which they are reasonably suited and capable and which are subject to the use and occupancy of the Units,

(c) No nuisances shall be allowed on the Property nor shall any use or practice be allowed which is a source of annoyance to its residents or occupants or which interferes with the peaceful possession or proper use of the Property by its residents or occupants.

(d) No immoral, improper, offensive or unlawful use shall be made of the Property or any part thereof, and all valid laws, zoning ordinances and regulations of all governmental bodies having jurisdiction thereof shall be observed. Violations of laws, orders, rules, regulations or requirements of any governmental agency having jurisdiction thereof, relating to any portion of the Property, shall be complied with by and at the sole expense of the Unit Owners or the Board of Managers, whichever shall have the obligation to maintain or repair such portion of the Property.

(e) No portion of a Unit (other than the entire Unit) may be rented, and no transient tenants may be accommodated therein.

7.04 No Obstruction of Common Elements and Facilities. A Unit owner shall not place or cause to be placed in the common elements or common facilities, other than the areas designated as storage areas, any furniture, packages or objects of any kind. The public halls and stairways of Buildings containing garden apartment Residential Units shall be used for no purpose other than for normal transit through them. The common elements and facilities shall be used only for those purposes for which they are reasonably suited and capable.

7.05 Additions, Alterations or Improvements.

a. By Board of Managers. Whenever in the judgment of the Board of Managers the common elements shall require additions, alteration or improvements costing in excess of 3% of the Condominium’s current estimated annual budget (including reserves) and the making of such additions, alterations or improvements shall have been approved by 50% in number and in common interest of the Unit Owners present in person and/or by proxy and voting at a meeting duly held in accordance with these By-Laws, the Board of Managers shall proceed with such additions, alterations or improvements and shall assess all Unit Owners for the cost thereof as a common charge. Any additions, alterations or improvements costing less than 3% of the Condominium’s current estimated annual budget (including reserves) may be made by the Board of Managers without approval of the Unit Owners, and the cost thereof shall constitute part of the common expenses.

b. By Unit Owners. No Unit Owner shall install any appliance or make any structural addition, alteration or improvement in or to his Unit, without the prior written consent thereto of the Board of Managers. The Board of Managers 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 forty (40) days after such request, and failure to do so within the stipulated time shall constitute a consent by the Board of Managers to the proposed installation, addition,. alteration or improvement. Any application to any 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 Managers only, without, however, incurring any liability on the part of the Board of Managers or any of them to any contractor, subcontractor, materialman, architect or engineer on account of such installation, addition, alteration or improvement, or to any person having any claim for injury to person or damage to property arising therefrom. The provisions of this Section shall not apply to a Unit owned by the Sponsor or its designee until a deed to such Unit has been delivered to a purchaser thereof.

The Board of Managers 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 Managers nor the Unit Owners shall be subjected to any expense or liability by virtue of the execution of the application or such other document.

In connection with any installation or work done by a Unit Owner, the Board of Managers may require that the Unit Owner obtain such insurance coverages, and in such amounts as the Board of Managers deem proper.

7.06 Rules of Conduct. Rules and regulations concerning the use of the Units and the common elements may be promulgated and amended by the Board of Managers. Copies of such rules and regulations shall be furnished by the Board of Managers to each Unit Owner prior to the time when the same shall become effective. Initial rules and regulations, which shall be effective until amended by the Board of Managers, are annexed hereto and made a part hereof as Schedule A to these By-Laws.

Note: The following copy of Section 7.07 was deleted and replaced by Amendment to the By-Laws. This is the old wording. The Amendment also added Sections 7.08 – 7.11, which follow. See the Amendment page for more information.

OLD wording: 7.07 Abatement and Enjoinment of Violations. The violation of any rule or regulation adopted by the Board of Managers, or the breach of any By-Law contained herein, or the breach of any provision of the Declaration, shall give the Board of Managers the right, in addition to any other rights set forth in these By-Laws: (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, and the Board of Managers shall not thereby be deemed guilty in any manner of trespass; or (b) to enjoin, abate or remedy by appropriate legal proceedings, either at law or in equity, the continuance of any such breach. Prior to exercising such right, the Board of Managers shall, if reasonably possible, notify the owner and mortgagee (if known) of the Unit or Units involved and provide a reasonable amount of time for the cure of such violation or breach.

7.07. Abatement and Enjoinment of Violations. The violation of any rule or regulation adopted by the Board of Managers, or the breach of any By-Laws contained herein, or the breach of any provision of the Declaration, shall give the Board of Managers (and each aggrieved Unit Owner with respect to any violation or breach by any other Unit Owner or by the Board of Managers) the right, in addition to any other rights set forth in these By-Laws: (a) to enjoin, abate or remedy by appropriate legal proceedings, either at law or in equity and at the expense of the defaulting party, the continuance of any such breach; or (b) to establish a penalty in accordance with Section 7.09 and 7.11 below.

All rights, remedies and privileges granted to the Board of Managers and to aggrieved Unit Owners herein shall be deemed to be cumulative, and the exercise of any one or more shall not be deemed to constitute an election of remedies or privileges as may be granted by the Condominium Declaration, these By-Laws or the Rules and Regulations at law or in equity.

7.08. Obligations and Lien for Cost of Enforcement. If an action is successfully brought to extinguish a violation of any rule or regulation adopted by the Board of Managers or to successfully enforce the provisions of the Declaration or By-Laws, the cost of such action, including legal fees, shall become a binding personal obligation of the violator. If such violator is (1) the Unit Owner, or (2) any family member, tenant or guest or invitee of such Unit Owner, or (3) a family member, guest or invitee of a tenant of such Unit Owner, or (4) a guest or invitee of (i) any member of such Unit Owner’s family or (ii) any family member of the tenant of such Unit Owner; such cost shall also be a lien upon the Unit Or Units of such Unit Owner.

7.09. Penalties and Fines In addition or as an alternative to an action at law or suit in equity, the Board of Managers may, with respect to any violation of the Declaration or of these By-Laws or of any rules and regulations of the Condominium pr of any committee of the Condominium, and after affording the alleged violator a reasonable opportunity to appear and be heard, establish monetary and non-monetary penalties, the amount and severity of which shall be reasonably related to the violation and to the aim of deterring similar future violations by the same or any other person. Monetary penalties imposed against a Unit Owner or occupant shall be deemed an assessment against the Unit of such Owner, and, as such, shall be a charge and continuing lien upon such Unit, and shall constitute a personal obligation of the charges and special assessments under these By-Laws and the Declaration.

7.10. Owner Responsible for Tenants. Any lease of a Unit shall provide for full compliance by the tenant with the Declaration, By-Laws and Rules and Regulations of the Condominium. Should a tenant be in violation thereof at any time, the Board of Managers of the Condominium may send the Owner of the Unit which said tenant occupies written notice of such violation by certified or registered mail, return receipt requested. If the violation is not cured or eviction proceedings commenced against the tenant within seven (7) days after the Owner has received notice of such violation, or if the eviction proceedings are not reasonably diligently pursued thereafter, the Board of Managers may pursue any remedies which it may have under this Article VII.

7.11. Rules Compliance and Arbitration

A. A Rules Committee shall be appointed by the Board of Managers of the Condominium to:

1. Oversee compliance with the Condominium’s Declaration, By-Laws and Rules and Regulations;

2. Participate in Hearings with the Owner in violation, when requested; and

3. Impose fines and other legal action.

B. The Rules Committee shall be composed of five (5) persons:

1 . One officer of the Board of %tanagers; and

2. Four (4) Unit Owners.

C. Compliance Procedure

1. When a written complaint has been received by the Board of Managers, management or the Rules Committee, a letter will be sent to the Unit Owner, by the Manager (within three days), requesting a response regarding the violation within not more than ten days.

2. Should initial contact be ineffective to secure compliance, a certified written notice of the violation shall be the Unit Owner, (return receipt requested). Such notice shall:

(a) specify that the Unit Owner, its tenant, or a family member, guest or other invitee of either of them is in violation of a particular provision of the Condominium’s Declaration, By-Laws or Rules and Regulations;

(b) request, as appropriate, either correction of the violation or written assurance that similar violations will not occur in the future;

(c) date for compliance is immediate upon receipt of the letter;

3. If the same violation continues or similar violation re-occurs after the above notice, the Committee shall then recommend to the Board of Managers, monetary penalties be imposed. The amount and/or severity shall be reasonably related to the violation and to the aim of deterring similar future violations by the same or any other person.

(a) The fine shall be a special assessment against the Unit as well as the personal obligation of the Unit Owner;

(b) The Unit Owner shall also be personally liable for any fine imposed upon the Unit Owner’s family, tenant, guest or invitee or the family, guest or invitee of a tenant.

4. Failure to correct the condition or situation immediately after the initial fine becomes due and payable shall constitute a second offense for which an additional fine will be due.

5. Notice of the imposition of such fine or fines shall be mailed to the Owner by regular and certified mail.

6. The fines shall be paid to the Charter Oaks Condominium within 15 days from the date such notice is received, unless the Owner requests a Hearing within said 1 5 day period by written notice to the Condominium Manager.

7. If no written request for a Hearing is received, and the fine is not paid within the said 15 day period, legal action may be taken.

8. The Board of Managers may bring an action against the Unit Owner to pay the same or to take appropriate legal action. Attorneys fees shall be added to the amount of such fines.

D. Arbitration Procedure

1 . The Manager shall promptly forward a request for a Hearing to the Rules Committee.

2. The Rules Committee shall meet within 20 days thereafter to hear and dispose of the matter.

3. Notice of the time, date and place of the Hearing shall be sent to the Owner by certified and regular mail.

4. Both the Unit Owner and the Rules Committee shall be given the opportunity to be heard at the Hearing.

 

5. The Rules Committee shall render a decision on the matter at such Hearing and shall promptly send written notice of such decision to the Owner and the Board of Managers.

6. If the Rules Committee decides to uphold the original determination, the provisions related to the payment and enforcement of the fines set forth in Section C above shall apply.

7. If the Rules Committee decides in favor of the Owner, no fine will be imposed. Written notice of such decision will be sent to the Owner and the Board of Managers.

Article VIII
Insurance and Insurance Trustee

8.01 Insurance. The Board of Managers shall be required to obtain and maintain, to the extent obtainable and to the extent determined by the Board of Managers to be appropriate or relevant, the following insurance: (1) fire insurance with extended coverage, vandalism and malicious mischief endorsements, insuring all of the Buildings (including all of the Units and the bathroom and kitchen fixtures installed therein on the date of recordation of the Declaration, but not including furniture, furnishings or other personal property supplied or installed by Unit Owners), together with all service machinery contained therein, and covering the interest of the Condominium, the Board of Managers and all Unit Owners and their mortgagees, as interest may appear, in an amount equal to the full replacement value of the Buildings, without deduction for depreciation, each of said policies shall contain a New York standard mortgagee clause in favor of each mortgagee of a Unit which shall provide that the loss, if any, thereunder shall be payable to such mortgagee as its interest may appear, subject, however, to the loss payment provisions in favor of the Board of Managers and the Insurance Trustee hereinafter set forth; (2) ‘flood insurance as is necessary for unit owners to obtain mortgage financing from federally insured lending institutions; and (3) such other insurance as the Board of Managers may determine. All such policies shall provide that adjustment of loss shall be made by the Board of Managers and that the net proceeds thereof, if $20,000 or less, shall be payable to the Board of Managers and if more than $20,000 shall be payable to the Insurance Trustee.

The amount of fire insurance to be maintained until the first meeting of the Board of Managers following the first annual meeting of the Unit Owners shall be in at least the sum of $6,000,000.

All policies of physical damage insurance shall contain waivers of subrogation and waivers of any defense based on coinsurance or of invalidity arising from any acts of the insured, and shall provide that such policies may not be cancelled or substantially modified without at least ten (10) days’ prior written notice to all of the insureds, including all mortgagees of Units. Duplicate originals of all policies of physical damage insurance and of all renewals thereof, together with proof of payment of premiums, shall be delivered to all mortgagees of Units, whose names and addresses shall have been previously made known in writing to the Board of Managers, at least ten (10) days prior to expiration of the then current policies. Prior to obtaining any policy of fire insurance or any renewal thereof, the Board of Managers shall obtain an appraisal from a fire insurance company or otherwise of the full replacement value of the Buildings, including all of the Units and all of the common elements therein, without deduction for depreciation, and for the purpose of determining the amount of fire insurance to be effected pursuant to this Section.

The Board of Managers shall also be required to obtain and maintain, to the extent obtainable, public liability insurance in such limits as the Board of Managers may from time to time determine, covering each member of the Board of Managers, the managing agent, the manager, and each Unit Owner. Such public liability coverage shall also cover cross liability claims of one insured against another. The Board of Managers shall review such limits once each year. Until the first meeting of the Board of Managers following the first annual meeting of the Unit Owners, such public liability insurance shall be in a single limit of $500,000 covering all claims for bodily injury and $50,000 covering all claims for property damage arising out of one occurrence. Such public liability insurance shall commence on the closing of title to the first Unit.

Unit Owners shall not be prohibited from carrying other insurance for their own benefit provided that all such policies shall contain waivers of subrogation and further provided that the liability of the carriers issuing insurance obtained by the Board of Managers shall not be affected or diminished by reason of any such additional insurance carried by any Unit Owner.

8.02 Insurance Trustee. The Insurance Trustee shall be any bank or trust company located in the State of New York, designated by the Board of Managers. All fees and disbursements of the Insurance Trustee shall be paid by the Board of Managers and shall constitute a common expense of the Condominium. In the event the Insurance Trustee resigns or fails to qualify, the Board of Managers shall designate a new Insurance Trustee which shall be a bank or trust company located in the State of New York. If the Board of Managers is unable to obtain a bank or trust company to serve as Insurance Trustee, at a fair and reasonable fee, it shall designate an attorney or law firm duly qualified to practice law in the State of New York.

8.03 Repair or Reconstruction After Fire or Other Casualty. In the event of damage to or destruction of the Buildings or common elements as a result of fire or other casualty (unless 75% or more of the Units are destroyed or substantially damaged and 75% or more of the Unit Owners do not duly and promptly resolve to proceed with repair or restoration), the insurance proceeds, if any, shall be payable to the Board of Managers if they do not exceed $20,000 if in excess of $20,000, then to the Insurance Trustee as Board of Managers shall select, subject to the reasonable approval of the mortgagees’ representative, if any. The Board of Managers shall arrange for the prompt repair and restoration of the Buildings (including any damaged Units, and any kitchen or bathroom fixtures initially installed therein by the Sponsor, but excluding any wall, ceiling or floor decorations or coverings or other furniture, furnishings, fixtures, appliances or equipment installed by Unit Owners in the Units), and the Board of Managers 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 repair and restoration in excess of the insurance proceeds shall constitute a common expense and the Board of Managers shall assess all the Unit Owners for such deficit and for a completion bond for such deficit as part of the common charges.

If there shall have been a repair or restoration pursuant to the first paragraph of this Article, and the amount of insurance proceeds shall have exceeded the cost of such repair or restoration, then the excess of such insurance proceeds shall be divided by the Board of Managers or the Insurance Trustee, as the case may be, among all the Unit Owners, subject to the rights of holders of mortgages encumbering such units in proportion to their respective common interests after first paying out of the share due each Unit Owner such amounts as may be required-to reduce unpaid liens on such Unit in the order of priority of such liens,

If seventy-five (75%) percent or more of the Units are destroyed or substantially damaged as determined by the Board of Managers and seventy-five (75%) percent or more of the Unit Owners do not duly and promptly resolve to proceed with repair or restoration, the Property shall be subject to an action for partition upon the suit of any Unit Owner or lie nor, as if owned in common, in which event, the net proceeds of sale, together with the net proceeds of insurance policies shall be held in escrow by the Board of Managers or the Insurance Trustee, as the case may be, to be divided among all Unit Owners, subject to the rights of holders of mortgages encumbering such Units, in proportion to their respective common interests after first applying the share of the net proceeds of such sale otherwise payable to any Unit Owner to the payment of any liens on his Unit, in the order of the priority of such liens.

Wherever in this Article the words “promptly repair” are used, it shall mean repairs are to begin weather permitting, not more than sixty (60) days from the date the Insurance Trustee notifies the Board of Managers and the Unit Owners that it holds proceeds of insurance sufficient to pay the estimated costs of such work; or not more than ninety (90) days after the Insurance Trustee notifies the Board of Managers and the Unit Owners that such funds are insufficient to pay said estimated costs and advises them of the amount of the required completion bond, if necessary, or in the event there is no Insurance Trustee, not more than sixty (60) days from the date of receipt of insurance funds on account of such damage or destruction, and wherever the words “promptly resolve” are used, it shall also mean not more than sixty (60) days from the date of receipt of said insurance funds.

The Board of Managers shall pay the fees and disbursements of any Insurance Trustee and the same shall constitute a common expense of the Condominium.

8.04 Actions Which May Increase Insurance Rates Prohibited. Under no circumstances shall a Unit Owner permit or suffer anything to be done or left in such Unit Owner’s Unit which will increase the insurance rates on such Unit or on any other Unit or on the common elements.

Article IX
Selling, Mortgaging and Leasing Units

9.01 Selling and Leasing Units. Any Unit may be conveyed or leased by its Unit Owner free of any restrictions except that no Unit Owner shall convey, mortgage, pledge, hypothecate, sell or lease his Unit unless and until all unpaid common charges assessed against his Unit shall have been paid to-the Board of Managers. However, such unpaid common charges can be paid out of the proceeds of the sale of a Unit or by the Grantee. Further a Unit Owner may convey his Unit and common interest appurtenant thereto, to the Board of Managers on behalf of all Unit Owners free of any cost to the Board or the Unit Owners and upon such conveyance such Unit Owner shall not be liable for any common charges thereafter accruing against such Unit. Any sale or lease of any Unit in violation of this Section shall be voidable at the election of the Board of Managers.

OLD Paragraph 2: The provisions of this Section shall not apply to the acquisition or sale of a Unit by a mortgagee who shall acquire title to such Unit by foreclosure or by deed in lieu of foreclosure. Such provisions shall, however, apply to any purchaser from such mortgagee.

NEW Paragraph 2, approved June 16, 2004: In addition, in order to maintain an occupancy rate of 75% of the Units by Owners, only 50 units may be occupied by tenants. Any lease of a unit must include a lease rider provided by the Board of Managers.

9.02 Mortgaging of Units and Notice to Board of Managers. Each Unit Owner shall have the right to mortgage his Unit without restriction provided that any such mortgage shall be substantially in the form of the New York statutory form of mortgage, except for such changes or additions as may be necessary in order to permit a particular bank, trust company, insurance company, savings and loan association or other institutional lender to make the mortgage loan. A Unit Owner who mortgages his Unit shall notify the Board of Managers in writing of the name and address of the mortgagee. The Board of Managers shall maintain such information in a book entitled “Mortgagees of Units”.

9.03 No Severance of Ownership. No Unit Owner shall execute any deed, mortgage, or other instrument conveying or mortgaging title to such Unit Owner’s Unit without including therein the appurtenant common interests, it being the intention hereof to prevent any severance of such combined ownership. Any such deed, mortgage or other instrument purporting to affect one or more of such interests, without including all such interests, shall be deemed and taken to include the interest or interests so omitted, even though the latter shall not be expressly mentioned or described therein. No part of the appurtenant common interests of any Unit may be sold, transferred or otherwise disposed of, except as part of a sale, transfer or other disposition of the Unit to which such interests are appurtenant, or as part of a sale, transfer or other disposition of such part of the appurtenant common interests of all Units.

9.04 Gifts and Devises, etc. Any Unit Owner shall be free to convey or transfer his-Unit by gift or to devise his Unit by will, or to pass the same by intestacy, without restriction.

9.05 Waiver of Right of Partition With Respect to Such Units as Are Acquired by the Board of Managers, Or Its Designee, on Behalf of All Unit Owners as Tenants in Common. In the event that a Unit shall be acquired by the Board of Managers, or its designee, on behalf of all Unit Owners as tenants in common, all such Owners shall be deemed to have waived all rights of partition with respect to such Unit and if the Board should so elect, the Unit Owner shall be deemed to have authorized and empowered the Board of Managers to institute legal proceedings to evict the purported tenant in the name of the said Unit Owner as the purported landlord.

Article X
Condemnation

10.01 Distribution of Condemnation Awards. In the event all or part of the common elements are taken in condemnation or eminent domain proceedings, the award from such proceedings shall be paid to the Insurance Trustee if the award is more than $20,000 and to the Board of Managers if the award is $20,000 or less. The Board of Managers shall arrange for the repair and restoration of such common elements, and the Board of Managers 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. If there shall be a surplus of such proceeds, or if the Board of Managers shall elect not to repair or restore the common elements, then the proceeds shall be distributed in the same manner as insurance proceeds, in accordance with Section 8.01 of these By-Laws but in the following amounts:

a. so much of the award as is applicable to unrestricted common elements, to the Unit Owners pro rata according to the respective common interest appurtenant to the Unit owned by such Unit Owners.

b. so much of the award as is applicable to irrevocably restricted common elements to the Unit Owner having general use of such common element.

In such eminent domain or condemnation proceeding the Board shall request that the award shall set forth the amount allocated to unrestricted common elements and to each irrevocably restricted common element. In the event the award does not set forth such allocation then the question of such allocation shall be submitted to arbitration in accordance with the arbitration statutes of the State of New York.

Article XI
Amendment

11.01 Amendments to By-Laws. Except as hereinafter provided otherwise, these By-Laws may be modified, altered, amended or added to at any duly called meeting of Unit Owners provided that:

a. A notice of the meeting containing a full statement of the proposed modification, alteration, amendment or addition has been sent to all Unit Owners as listed on the books and records of the Condominium and to all mortgagees of Units who have requested same; and

b. 66 2/3% or more in number and in common interest of all Unit Owners of Residential Unit approve the change; and

c. The Board of Managers does not, prior to the date established for voting on the proposed change, receive written notification of opposition to the change from mortgagees of more than 50% of the number of Residential Units; and

d. The change is set forth as an amendment to the Declaration duly recorded in the Erie County Clerk’s Office.

Section 2.04, insofar as it provides that the Sponsor or its designee, so long as it is the owner of Units, shall be entitled to elect specified numbers of members of the Board of Managers, Section 3.02, insofar as it provides that the Board of Managers may not exercise certain powers without the Sponsor’s prior written consent so long as the Sponsor or its designee shall continue to own Units representing 20% or more in common interest, Section 2.01, insofar as it provides that the Sponsor, or its designee, so long as it is the Owner of Units, may vote the votes appurtenant thereto, Section 7.05, insofar as it provides that the provisions of such Section shall not apply to any Units owned by the Sponsor or its designee, and this Section 11.01, however, may not be amended without the consent in writing of the Sponsor or its designee so long as the Sponsor or its designee shall be the owner of one or more Units.

Article XII
Miscellaneous

12.01 Notices. All notices hereunder shall be in writing and sent by mail by depositing same in a post office or letter box in a postpaid sealed wrapper, addressed, if to go to the Board of Managers, to the Board of Managers at the office of the Board of Managers, and if to go to a Unit Owner or Unit Mortgagee, to the address of such Unit Owner or mortgagee at such address as appears on the book of the Condominium. All notices shall be deemed to have been given when mailed, except notices of change of address which shall be deemed to have been given when received. Whenever any notice is required to be given under the provisions of the Declaration, or of these By-Laws, a waiver thereof, in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed the equivalent thereof.

12.02 Conflicts; Compliance with Article 9-B. These By-Laws are set forth to comply with the requirements of Article 9-B of the Real Property Laws of the State of New York. In case any of these By-Laws conflict with the provisions of said Statute or of the Declaration, the provisions of the Statute or of the Declaration, whichever the case may be, shall control.

12.03 No Waiver for Failure to Enforce. No restriction, condition, obligation 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.

12.04 Gender. The use of the masculine gender in these By-Laws shall be deemed to includethe masculine, feminine or neuter and the use of the singular shall be deemed to include the plural, whenever the context so requires.

12.05 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.

12.06 Severability. Should any part of these By-Laws be deemed void or be or become unenforceable at law or in equity, the validity, enforceability or effect of the balance of these By-Laws shall not be impaired or affected in any manner.

Schedule A – Rules and Regulations
Charter Oaks Condominiums

The following rules and regulations together with such additional rules and regulations as may hereafter be adopted by the Board of Managers, shall govern the use of the property comprising the Charter Oaks Condominium and the conduct of all residents thereof.

See Charter Oaks Rules for a copy of the current Condominium Rules.