By-Laws & Declarations last Amended February 2, 2009.

ARTICLE I
DEFINITIONS

Section 1. ACT

means that certain condominium statute enacted by the General Assembly of the State of Georgia which was approved on April 12, 1963, and published by authority of said State of Ga. Laws 1963, No. 452, at 561, as subsequently amended.

Section 2. APPRAISAL

means a determination of the fair market value of the Property or any portion thereof by a qualified appraiser acceptable to the lending institution making a mortgage loan, but in no event, shall exclude any qualified MAI SRA or CREA appraiser.

Section 3. ASSESSMENT

means an Owner’s share of the Common Expenses which from time to time is assessed against an Owner by the Corporation in the manner herein provided.

Section 4. BOARD OF DIRECTORS or BOARD

means the Board of Directors of the Corporation and DIRECTOR means a member of the Board.

Section 5. BUILDING

means the composite of all adjoining Residences comprising a single Residential Structure as shown on the master plot plan or supplemental plats.

Section 6. BUILDING NUMBER

means the number, letter or combination thereof designating a Building in the Development Documents, the master plot plan or supplemental plats.

Section 7. COMMON AREA

means that portion of the Property as designated herein for the common use and enjoyment of the Owners but shall not include any portion of the Property on which Residences have been or shall be constructed pursuant to the terms of the Development Documents. The meaning of Common Area also includes, but shall not be limited to, all recreational facilities, community facilities, pumps, trees; landscaping, pavements, streets, pipes, wires, conduits, and other public utility lilies and other personal property owned by the Owners as tenants in common which may be necessary or convenient to the existing, maintenance and safety of the Development. All conduits, ducts, plumbing, wiring, and other facilities for the furnishing of utility services which are contained within a Residence are not part of the Common Area.

Section 8. COMMON EXPENSES

means (a) expenses of administration, maintenance, repairs and replacements of the Common Area, (b) expenses determined by the Corporation to be Common Expenses and which are lawfully assessed against the Owners by the Corporation, and (c) expenses declared to be Common Expenses by provisions of the Act, this Declaration or the By-Laws of the Corporation.

Section 9. CORPORATION

means Kingswood Condominium Association, Inc., a non-profit corporation, its successors and assigns, acting on behalf of the Owners in accordance with the Development Documents for the purposes of administering Development.

Section 10. DEVELOPER

means LEONARD H. GILBERG, WALTER BURT, JR., BURT DEVELOPMENT COMPANY, D. WILDER AULTMAN, MRS. K. B. HODGES, SR, MARK COHEN, WALLACE N. MOSES, CHARLES M. WOODALL, FRANCES WELLMAN, EUGENE ARTHUR OWENS, LOIS R. MUSGROVE, CARL H. COHEN, ELAINE P. VIAU, JOSEPH M. SCHERBERGER, T. H. PRITCHETT, C. B. PRITCHETT, JR., HORACE MUSGROVE, AMERICAN INDUSTRIES RETIREMENT COMPANY, TRUSTEE FOR PRITCHETT FORD COMPANY PROFIT SHARING PLAN, JOHN S. TKAC, III, their successors and assigns if such successors and assigns should acquire for Development and sale purposes all of the Property described in Exhibit “A” then owned by the said DEVELOPER.

Section 11. DEVELOPMENT

means the entire undertaking pursuant to the Development Documents which shall commence with the filing of this Declaration for record in the Office of the Clerk of the Superior Comt of Dougherty County, Georgia, and continue thereafter until terminated as provided for herein.

Section 12. DEVELOPMENT DOCUMENTS

means those documents by means of which Development will be established as a condominium consisting of (a) this Declaration of Condominium, (b) the By-Laws of the Corporation, and (c) the deeds by means of which Developer will convey particular Residences to the purchasers thereof

Section 13. FAMILY or IMMEDIATE FAMILY

shall mean father, mother, son, daughter, brother, sister, wife, husband.

Section 14. FORECLOSURE

shall include the exercise of a power of sale contained in any deed to secure debt or other instrument conveying security title to a unit.

Section 15. MAJORlTY or MAJORITY OF OWNERS

means the Owners with Fifty-One Percent (51 %) of the votes in accordance with the percentages assigned in this Declaration for voting purposes.

Section 16. MASTER SURVEY

means that plat of survey which shall be filed for record, simultaneously with the filing of this Declaration, in the Office of the Clerk of the Superior Court of the county where Property is located.

Section 17. MEMBER or MEMBERSHIP.

Pursuant to resolution recorded in Book 002, page 634, Dougherty County records, the; definition of “member” or “membership” or any variation thereof, is to include the resident spouse of any record owner of a fee or undivided fee interest in any residence subject to the Articles of Condominium include the spouse of the owner residing with said owner. The above definition shall include, but not be limited to, all rights to vote as a member and all eligibility of members to hold offices in respect to the Condominium.

Section 18. MORTGAGE

means any deed to secure debt, bill of sale to secure debt, or financing instrument conveying title to a unit as security for an indebtedness.

Section 19. OWNER

means the Record Owner, whether one or more Persons, of a fee simple title to any Residence which is a part of the Property and an undivided interest in the fee simple estate of the Common Area, excluding, however, those Persons having such interest merely as security for the performance of an obligation. The Developer is included within the meaning of said term so long as it is a Record Owner as herein provided.

Section 20. PARKING SPACE

shall mean an area for vehicular parking located as shown on the Floor Plans and described herein.

Section 21. PERSON

means an individual, corporation, partnership, association, trustee or other legal entity.

Section 22. PROPERTY

means all that tract or parcel of land described in Exhibit “A” attached hereto and by referenced made a part hereof, which is submitted to the provisions of the Act by means of this Declaration.

Section 23. RESIDENCE

means a single-family residential unit constructed or to be constructed as part of a residential building which contains two or more of such single-family residential units. As used herein, the term “RESIDENCE” shall be synonymous with such other terms, if any, which may be used to describe said units such as “TOWNHOUSE”, “APARTMENT”, “VILLA”, “FLAT”, “DWELLING”, ETC.

Section 24. RESIDENCE NUMBER

means the number, letter or combination thereof designating a Residence in the Development Documents, the master plot plan or the supplemental plats.

Section 25. SUPPLEMENTAL SURVEY

means a plat which shall be filed for record in the Office of the Clerk of the Superior Court of Dougherty County, Georgia, for the purpose of further identifying the Buildings and Residences contained herein.

ARTICLE II
CORPORATION MEMBERSHIP AND VOTING RIGHTS

Section 1. MEMBERSHIP.

Every Person who is the Record Owner of a fee or undivided fee interest in-any Residence which is or may become subject by covenants of record to Assessment by the Corporation, including the spouse of said member residing with the member owning said fee interest, shall be a member of the Corporation. Included as a member of the Corporation is the Developer so long as it is a Record Owner as herein provided. The foregoing is not intended to include Persons who hold an interest merely as security for the performance of an obligation. No Owner, whether one or more Persons, shall have more than one membership per Residence. Membership shall be appurtenant to and may not be separated from ownership of any Residence. Ownership of a Residence shall be the sole qualification for membership.

Section 2. VOTING RIGHTS.

The Corporation shall have one class of voting membership which shall consist of all Owners. Such Owners shall be entitled to one vote for each Residence in which they hold the interest required for membership by Section 1 of this Article II, as set forth in Exhibit “B”. When more than one Person holds such interest in any Residence, the vote for such Residence shall be exercised as they among themselves determine. In no event shall more than one vote be cast with respect to any Residence.

ARTICLE III
PROPERTY RIGHTS

Section 1. DEVELOPMENT PLAN.

Development will be developed in the following manner: Developer shall construct or cause to be constructed on the Property various Residential Buildings containing a total of THIRTY-SIX (36) Residences. Each of said Residences shall be constructed substantially in accordance with the Master Survey and plans and specifications entitled “KINGSWOOD CONDOMINIUM”. The architectural floor plans of said Residences shall be filed simultaneously with the filing of this Declaration in the Office of the Clerk of the Superior Comi where Property is located.

Exhibit “A” attached hereto and incorporated herein by reference, indicates the exact location of each Condominium building by number, and the number of each of the Four (4) Apartments which comprises a part of each Building, also showing the immediate common area to which each apartment has access, each Apartment having approximately One Thousand Eight Hundred Fifty (1,850′) feet of Jiving area, more or less, and each Apartment having Three (3) bedrooms, two and one-half (2-1/2) baths, living room, dining room, den and kitchen, some of which rather than begin individual rooms are areas within a larger common room.

Section 2. RESIDENCES.

Each Residence, together with its undivided interest in the Common Area, shall for all purposes constitute real property which may be owned in fee simple and which may be conveyed, transferred and encumbered in the same manner as any other real property, subject to the provisions of this Declaration. Each Owner shall be .entitled to the exclusive ownership and possession of his Residence, subject to the provisions of the Act and this Declaration. Each Residence shall include all of the space within the boundaries thereof. There shall be no horizontal boundaries. The vertical boundaries, however, shall be the outer unfinished surfaces of all exterior walls and the centerline of all party walls as shown on the architectural floor plans which shall be filed for record, simultaneously with the filing of this Declaration in the Office of the Clerk of the Superior Court of Dougherty County, Georgia; provided, however, that all attachments to the exterior walls of a Residence which are a part thereof, which protrude beyond said boundaries and which were constructed in conformity with the architectural plans arid specifications, shall be deemed to be included within said boundaries. Each Owner of a Residence by acceptance of a deed therefore, agrees that he has had full opportunity to inspect and examine the Residence thus acquired by him and waives any claim or demand which he might otherwise have had against the Developer or any other Person whomsoever as a result of any discrepancy between the Residence as it then exists and as it is described in this Declaration, the Master Survey, and the architectural plans and specifications. The ownership of each Residence shall include, and there shall pass with each Residence as appurtenances thereto whether or not separately described, all of the right, title, and interest of a Residence Owner, in the Property, which shall include but not be limited to are undivided interest in the Common Area, membership in the Corporation and an undivided interest in the funds and assets held by the Corporation, all to the extent herein provided and allowed by applicable law.

Section 3. COMMON AREA.

Ownership of the Common Area shall be by the Owners as tenants in common. The percentage of undivided interest of each Owner in and to the Common Area shall be as set forth in Exhibit “B” attached hereto and by reference made a part hereof. The percentage of undivided interest of the Owners as defined and determined in accordance with this Declaration may be altered only by the consent of all Owners expressed in a duly recorded amendment to this Declaration. The percentage of undivided interest of each Owner in the Common Area is appurtenant to the Residence owned by him. No appurtenance may be separated from the Residence to which it appertains and such appurtenance shall be deemed to be conveyed or encumbered or to otherwise pass with the Residence whether or not expressly mentioned or described in a conveyance or other instrument describing the Residence. The Common Area shall remain undivided and no Owner nor any other Person shall bring any action for partition or division of the whole or any part thereof except as provided in the Act and Article VIIl, Section 4, hereof. Each Owner and the Corporation may use the Common Area for the purpose for which they are intended, but in no such use shall enter or encroach upon the lawful rights of the other Owners.

Section 4. LIMITED COMMON AREA.

Ownership of each Residence shall entitle the Owner or Owners thereof to the exclusive use of any patio immediately adjacent thereto and originally constructed in conformity with the architectural plans and specifications referred to hereinabove.

ARTICLE IV
ARCHITECTURAL CONTROL

Section 1. APPROVAL REQUIRED FOR CHANGES.

No construction of any nature whatsoever shall be commenced or maintained upon any particular Residence or any Limited Common Area appertaining thereto after the purchase of such Residence from the Developer, its successors or assigns, nor shall any exterior addition to or change or alteration therein be made unless and until the plans and specification showing the nature, kind, shape, height, materials, and location of the same shall have been submitted to and approved in writing as to harmony or external design and location in relation to surrounding structures and topography by the Board of Directors, or by an architectural control committee composed of three or more representatives appointed by the Board. After approval by said Board, or its designated Committee, the entire proposal shall be presented to a general meeting of all Residence Owners within Fourteen (14) Days after such approval. Final approval of proposed construction shall require an affirmative vote of Fifty-one (51 %) Percent of the Residence Owners in person or by proxy.

ARTICLE V
MAINTENANCE

Section 1. RESIDENCES.

Maintenance of a Residence shall be the responsibility of the Owner thereof, which responsibility shall include, but not be limited to, maintenance, repair, and replacement, subject to the provisions of Article VIII, Section 4, hereof, and at the expense of such owner, of all portions of the Residence, including all fixtures and equipment, installed therein commencing at a point where the utility lines, pipes, wires, conduits or systems enter the exterior walls of the Residence, such to be done without disturbing the rights of other Owners. Notwithstanding the foregoing, the Corporation shall provide exterior maintenance upon each Residence which is subject to Assessment hereunder, as follows: paint, stain, repair, replace and care for gutters, downspouts and, with the exception of hardware and glass, all exterior building surfaces. No Owner shall decorate or change the appearance of any portion of the exterior of a Residence unless first approved in writing by the Board of Directors or its designated committee. Nor shall any Owner do any work which, in the opinion of said Board or Committee, would jeopardize the soundness and safety of the Property, reduce the value thereof or impair any easement or hereditament without in every such case the unanimous consent of all the other Residence Owners being first obtained.

Section 2. COMMON AREA.

Subject to the provisions of Section 3 of this Article IV, maintenance of the Common Area shall be the responsibility of the corporation, which responsibility shall include, but not be limited to, maintenance, repair and replacement, subject to the provisions of Article VIII, Section 4, hereof, and at the expense of the corporation, of all trees, shrubs, grass, walks and other improvements situated upon the Common Area. After construction of all improvements to the Common Area by the Developer, there shall be no alteration or further improvement thereto except as herein provided.

Section 3. LIMITED COMMON AREA.

Maintenance, repair, or replacement of any patio, shall be the sole responsibility of the individual Owner of the Residence appurtenant thereto and not in any manner the responsibility of the corporation. Should the Board of Directors determine that any Owner has failed or refused to discharge properly his obligations with respect to such maintenance, repair, or replacement, however, the Corporation may provide such maintenance, repair, or replacement as it may deem necessary or advisable. Such maintenance, repair, or replacement, if any, as may be performed by the Corporation hereunder shall be without liability to the corporation, its officers, directors, agents, and employees.

Section 4. REIMBURSEMENT BY OWNERS.

In the event that (a) the Board of Directors should determine that the need for maintenance repair or replacement by the Corporation as provided for in this Article V is caused through the willful or negligent act of an Owner, his family, guests or invitees and is not covered or paid for by insurance, or (b) the Corporation should provide any maintenance, repair or replacement of any patio as provided for in Section 3 of this Article V, then the cost, both direct and indirect, of such maintenance, repair or replacement shall be added to and become a part of the Assessment to which such Owner is subject. The lien for unpaid Assessments shall also secure reasonable attorney’s fees incurred by the Corporation incident to the collection of such Assessment or enforcement of such lien.

ARTICLE VI
ASSESSMENTS

Section 1. CREATION OF THE LIEN AND PERSONAL OBLIGATION OF ASSESSMENTS.

Subject to the provisions of Section 6 of this Article VI, the Developer, for each Residence owned by it, hereby covenants, and each Owner of any Residence, by acceptance of a deed therefore whether or not it shall be so expressed in any such deed is deemed to covenant and agree to pay to the Corporation: (a) Annual Assessments or charges, and (b) Special Assessments for capital improvements, such Assessments to be fixed, established and collected from time to time as hereinafter provided. The Annual and Special Assessments, together as hereinafter provided, shall be a charge on and a continuing lien upon the Property against which each such assessment is made. A notice claiming such lien may be filed for record by the Corporation in the Office of the Clerk of the Superior Court of Dougherty County, Georgia, but in no event shall any claim of lien be filed until such sums remain unpaid for not less than Thirty (30) Days after the same shall become due. Such a claim of lien shall also secure all Assessments which come due thereafter until the claim of lien is satisfied. Each Owner shall be liable for his portion of each Assessment coming due thereafter until the claim of lien is satisfied. Each Owner’s grantee shall be jointly and severally liable for such portion thereof as may be due and payable at the time of a conveyance but without prejudice to the rights of the grantee to recover from the Grantor the amounts paid by the grantee therefor; provided, however, that any such grantee shall be entitled to a statement from the Board of Directors or its duly authorized Manager setting forth the amount of the unpaid Assessments against the grantor and such grantee shall not be liable for, nor shall the Residence conveyed be subject to a lien for, and unpaid Assessments against the grantor in excess of the amount therein set forth. The purchaser of a Residence at a judicial or Foreclosure sale, as a result of default under the terms of a mortgage wherein, said Residence is used for collateral, shall be liable only for Assessments coming due after the date of such sale.

Section 2. PURPOSE OF ASSESSMENTS.

The Assessments levied by the Corporation shall be used exclusively for the purpose of promoting the recreation, health, safety and welfare of the residents of the Property and in particular for the improvement and maintenance of the Property, services, and facilities devoted to this purpose and related to the use and enjoyment of the Common Area and of the Residences situated upon the Property. Such Assessments shall include, but shall not be limited to, funds for the actual costs to the Corporation of all administration, insurance, repairs, replacements, and maintenance of the Residences and Common Area as may be required by the Declaration and as may from time to time be authorized by the Corporation or Board of Directors, Other facilities and activities to be paid for by means of such Assessments include management fees, mowing grass, caring for the grounds, landscaping, swimming pool, recreational buildings and equipment, garbage pickup, and outer surfaces of exterior walls of the Residences by the Corporation, and other charges as may be required by this Declaration or that the Corporation or Board of Directors shall determine to be necessary to meet the primary purposes of the Corporation, including the establishment and maintenance of a reserve for repairs, replacements and maintenance and other charges as specified herein. It is anticipated that ad valorem taxes and governmental assessments, if any, upon the Property will be assessed by the taxing authorities upon the Residence Owners and that each such Assessment will include the assessed value of the Residence and of the undivided interest of the Residence Owner in the Common Area. Any such taxes and Special Assessments upon the Property which are not so assessed shall be included in the budget of the Corporation as recurring expenses and shall be paid by the Corporation as a Common Expense. Each Residence Owner is responsible for making his own return of taxes and such return shall include such Owner’s undivided interest in the Common Area.

Section 3. DETERMINATION OF ANNUAL ASSESSMENT.

The Board of Directors shall annually determine and recommend to the Corporation the annual assessment for the coming calendar year. Such recommendation shall be reported to the Corporation not less than Thirty (30) Days nor more than Sixty (60) Days prior to a meeting to be held in January of each year. The annual assessment shall be determined by a majority vote of the Owners casting votes in person or by proxy at such meeting.

Section 4. SPECIAL ASSESSMENTS FOR CAPITAL IMPROVEMENTS.

In addition to the Annual Assessments authorized above, the Board of Directors may levy Special Assessments for the purpose of defraying, in whole or in part, the cost of any construction or reconstruction, unexpected repair or replacement of capital improvements upon the Common Area, including the necessary fixtures and personal property related thereto; provided that any such Assessment shall have the assent of two-thirds (2/3) of the votes of the Owners who are voting in person or by proxy at a meeting duly called for this purpose, written notice of which shall be delivered to all Residences or sent to all Owners not less than Thirty (30) Days nor more than Sixty (60) Days in advance of the meeting setting forth the purpose of the meeting.

Section 5. QUORUM FOR ANY ACTION AUTHORIZED UNDER SECTIONS 3 AND 4.

At the first meeting called, as provided for in Sections 3 and 4 of this Article VI, the presence at the meeting of Owners or of proxies entitled to cast Fifty-One Percent (51 % ) of all the votes of the Corporation shall constitute a quorum. If the required quorum is not forthcoming at the first meeting called, no more than two subsequent meetings may be called, subject to the notice requirement set forth in said Sections 3 and 4, and the required quorum at any such subsequent meeting shall be Fifty-One Percent (51 %) of the required quorum. at the preceding meeting. No such subsequent meeting shall be held more than seven (7) days following the preceding meeting.

Section 6. DATE OF COMMENCEMENT OF ANNUAL ASSESSMENTS: DUE DATES.

The Annual Assessments provide for in this Article VI shall be established on a calendar year basis and shall commence July 1, 1974. The first Annual Assessment for each Residence thus conveyed shall be adjusted according to the number of days remaining in the calendar year. Except for that portion of each such adjusted Assessment as m be attributable to the number of days remaining in the month of conveyance which shall be paid to the Corporation at the time of such conveyance, each such adjusted Assessment shall be paid by the Owner to the Corporation in equal monthly installments commencing on the first day of the month following such conveyance. Thereafter, the Board of Directors shall fix the amount of the Annual Assessment against each Residence and deliver written notice of same to each Residence or send written notice of same to every Owner subject thereto at least thirty (30) days in advance of each Annual Assessment period. Unless otherwise provided by the Board of Directors, one­-twelfth (1/12) of the Annual Assessment for each Residence shall become due and payable on the first day of each month during the Assessment period and shall be paid to the Corporation when due without further notice from the Corporation. No Residence shall at any time be exempt from such Assessment.

Section 7. EFFECT OF NON-PAYMENT OF ASSESSMENTS: REMEDIES OF THE CORPORATION.

Any Assessments which are not paid when due shall be delinquent. If the assessment is not paid within Thirty (30) Days after the due date, a late charge of Five Dollars ($5.00) shall be added to such assessment, and the Corporation may bring an action at law against the owner personally obligated to pay the same or foreclose its lien against such owner’s residence, in which event, interest, costs and attorneys’ fees equal to Fifteen percent (15%) of the principal amount shall be added to the amount of such assessments as may then be due. Each Owner, by his acceptance of a deed to a Residence, vests in the Corporation or its agents the right and power to bring all actions against him personally for the collection of such charges as a debt or foreclose the aforesaid lien in the same manner as other liens for the improvement of real property. The lien provided for in this Article VI shall be in favor of the Corporation and shall be for the benefit of all other Owners. The Corporation, acting on behalf of the Owners, shall have the power to bid in the Residence at any Foreclosure sale and to acquire, hold, lease, mortgage, and convey the same. No Owner may waive or otherwise escape liability for the Assessments provided for herein by non-use of the Common Area or abandonment of his Residence.

Section 8. PRIORITY OF LIEN.

The lien of the Assessments provided for in this Article VI shall be prior and superior to all other liens except only (a) ad valorem taxes and (b) all sums unpaid on a first mortgage or deed to secure debt of record. The sale or transfer of any Residence shall not affect the Assessments lien; provided, however, that the sale or transfer of any Residence pursuant to the Foreclosure of a first mortgage thereon, shall extinguish the lien of such Assessments as to the payments thereon which become due prior to such sale or transfer, except that such unpaid lien or assessment shall be collectible from all owners, including the new owner, his successors and assigns. No sale or transfer shall relieve such Residence from liability for any Assessments thereafter becoming due or from the lien thereof.

ARTICLE VII
ADMINISTRATION

Section I. RESPONSIBILITY FOR ADMINISTRATION.

Except as otherwise expressly provided, the administration of KINGSWOOD CONDOMINIUMS, the maintenance, repair, replacement, and operation of the Common Area and those acts required of the Corporation by the Development Documents shall be the responsibility of the Corporation. Such administration shall be governed by the Act and the Development Documents. The duties and powers of the Corporation shall be those set forth in the Development Documents together with those reasonably implied to affect the purposes of the Corporation and the Development. Such duties and powers shall be exercised in the manner provided by the Development Documents.

Section 2. MANAGEMENT AGREEMENTS.

The Corporation may enter into such Management Agreements as may be necessary or desirable for the administration and operation of the Development. Such Management Agreements may be entered into pursuant to resolution duly adopted by the Board of Directors, each of which shall provide therein: the compensation to be paid, the term thereof which shall not exceed Ten (10) Years, the manner in which and terms upon which same may be terminated, and such other matters as may be agreed upon which are not inconsistent with the terms of the Development Documents. During his- tenure, the Person with whom the Corporation contracts for the administration and operation of the Development (sometimes referred to herein as the “MANAGER”) shall exercise all the powers and shall be responsible for the performance of all the duties of the Corporation as provided for in the Act and the Development Documents, excepting those powers and duties specifically and exclusively assigned to the officers, directors, or members of the Corporation by the Act or the Development Documents. The Manager shall be a responsible person as the Board of Directors shall determine, having experience adequate for the management of the Development of this type and shall be bonded in such amount as the Board of Directors shall reasonably require. Prior to the expiration or termination of any such management agreement, or as soon thereafter as may be reasonably practicable, the Corporation may enter into a new management agreement which shall become operative immediately upon the expiration or termination of the preceding management agreement or at the earliest practicable opportunity. Copies of each management agreement then currently in effect shall be made available for inspection by the Owners, each of whom shall be bound by the terms and conditions thereof.

Section 3. LIMITATION OF LIABILITY: INDEMNIFICATION.

Notwithstanding the duty of the Corporation to maintain, repair and replace parts of the Common Area, the Corporation shall not be liable for injury or damage caused by any latent conditions of the Common Area nor the injury caused by the elements, Owners or other Persons, nor shall any officer or director of the Corporation be liable to any Owner for injury or damage caused by such officer or director in the performance of his duties unless due to the willful misfeasance or malfeasance of such officer or director. Each officer and director of the Corporation shall be indemnified by the Owners against all expenses and liabilities, including attorney fees, reasonably incurred or imposed upon him in connection with any proceeding to which he may be a party or in which he may become involved by reason of his being or having been an officer or director of the Corporation, or any settlement, whether or not he is an officer or director of the Corporation at the time such expenses and liabilities are incurred, except in such cases where the office or director adjudged guilty of willful misfeasance or malfeasance in the performance of his duties; provided that the event of a settlement, the indemnification shall apply only when the Board of Directors approves such settlement and reimbursement as being for the best interest of the Corporation.

ARTICLE VIII
INSURANCE AND CASUALTY LOSSES

Section 1. INSURANCE.

The Board of directors shall have the authority to and shall obtain insurance for the insurable improvements on the Common Area Property (with the exception of improvements and betterments made by the respective Owners at their expense) against loss or damage by fire or other hazards, including extended coverage, vandalism, and malicious mischief, in an amount sufficient to cover the full replacement cost, less the deductible, of any repair or reconstruction in the event of damage or destruction from any such hazard, and shall also obtain a public liability policy covering all Common Area and all damage or injury caused by the negligence of the Corporation or any of its agents, which public liability policy shall be at least $500,000.00 single limit as respects bodily injury and property damage. Premium for all such insurance shall be Common Expenses. All such insurance coverage obtained by the Board of Directors shall be written in the name of the Corporation as Trustee for each of the Resident Owners in the percentages of undivided interest in and to the Common Area as provided for in Article III, Section 3 hereof. Such insurance shall be governed by the provisions hereinafter set forth.

1. The Association shall obtain and maintain at all times, as a common expense, insurance as required by the law of the State of Georgia (as set forth in the Official Code of Georgia, Annotated Section 44-3-107) and as required herein, as follows:
   1. A “master” or “blanket” casualty insurance policy equal to full replacement value [I. e., one hundred percent (100%) of current “replacement cost”, exclusive of land, foundation, excavation and other items normally excluded from coverage) of the condominium property, including all building service equipment and any fixtures or equipment within the condominium unit which is. included in the unit as part of the original construction with an agreed amount endorsement or its equivalent, if available, or an inflation guard endorsement and, if required by the Federal National Mortgage Association or other like mortgage lending agency, demolition and contingent liability from operation of building laws endorsements, an increased cost of construction endorsement, an earthquake damage endorsement, and other endorsement as necessary. Such casualty insurance must afford protection against at least the following: (1) loss or damage by fire and other hazards covered by the standard extended coverage endorsement and, if available, by debris removal, cost of demolition, vandalism, malicious mischief, windstorm and water damage; and (2) such other risks as are customarily covered by similar projects.
   2. A comprehensive policy of public liability insurance covering all of the common elements in the Association with limits of not less than One Million Dollars ($1,000,000.00) for a single occurrence of bodily injury (including death) and property damage and Two Million Dollars ($2,000,000.00) aggregate, insuring the Association, the Board of Directors, the officers of the Association, all agents and employees of the Association and all unit owners and other persons entitled to occupy any unit or other portion of the condominium.
2. All such insurance coverage shall be written in the name of the Association as trustee for itself, each of the unit owners and the mortgagees of the unit owners, if any. It shall be the duty of the Board of Directors, at least annually, to conduct an insurance review to determine if the policy in force is adequate to meet the needs of the Association, to satisfy the requirements of the then current Georgia law and of this declaration. Such responsibility may be performed and shall be deemed reasonably performed by the Board requesting the Association’s insurance agent to verify that the insurance policies in existence meet the needs of the Association and satisfy the aforementioned requirements. Such insurance shall run to the benefit of the Association, the respective unit owners and their respective mortagees, as their interest may appear. The improvements and betterments made by the individual unit owners shall be excluded from its required coverage, but each owner shall have the right to obtain additional coverage for such improvements, betterments, or personal property at his or her own expense. The policy may contain a reasonable deductible, and the amount thereof shall be added to the face amount of the policy in determining whether the insurance equals at least the full replacement costs.
3. The Board of Directors shall utililze every reasonable effort to secure a master policy covering physical damage that will provide the following:
   1. That the insurer waives its right of subrogation of any claims against directors, officers, the managing agent, the individual owners and their respectilve household members;
   2. That the master policy on the Association cannot be cancelled, invalidated or suspended on account of the conduct of any director, officer, employee of the Association or the managing agent without a prior demand in writing delivered to the Association and to all mortgagees of units to cure the defect and the allowance of a reasonable time thereafter within which the defect may be cured;
   3. That any “no other insurance” clause contained in the master policy shall expressly exclude individual unit owners’ policies from its operation;
   4. That until the expiration of thirty (30) days after the insurer gives notice in writing to the mortgagee of any unit, the mortgagee’s insurance coverage will not be affected or jeopardized by any act or conduct of the owner of such unit, the other unit owners, the Board of Directors or any of their agents, employees or household members, nor cancelled for nonpayment of premiums;
   5. That the master policy may not be cancelled or substantially modified with at least thirty (30) days prior notice in writing to the Board of Directors and all mortgagees of units;
   6. That coverage will not be prejudiced by (1) any act or neglect of the owners of condominium units when such act or neglect is not within the control of the Association, or (2) any failure of the Association comply with any warranty or condition regarding any portion of the premises over which the Association has no control;
   7. That the deductible amount per occurrence shall not exceed the amount agreed upon and set by a majority vote of the unit owners; and,
   8. That despite any provision giving the carrier the right to elect to restore damage in lieu of cash, such option shall not be exercisable without the prior written approval of the Association;
4. All policies of insurance shall be written with a company licensed to do business in the State of Georgia and holding a rating of A -r or better in the Financial Category as established by A. M. Best Company, Inc., if available; or, if not available, the best rating available. The company shall endeavor to provide insurance certificates to each owner and each mortgagee.
5. Insurance carried by the Association as a common expense shall not include any part of a unit neither depicted on the original plats and plans, nor shall the Association include public liability insurance for individual owners for liability arising within the unit. Nothing contained in the Declaration of the Association or these By-Laws gives any owner or other party a priority over any rights of first mortgagees as to distribution of insurance proceeds.
6. The Association shall charge to each unit owner as an assessment, either annually or monthly as determined by the association, a one-thirty-sixth (1/36) portion of the annual premium for the casualty insurance coverage provided for herein.

Section 2. NO PARTITION.

There shall be no judicial partition of the Property or any part thereof, nor shall the Developer or any Person acquiring any interest in the Property or any part thereof seek any judicial partition until the happening of the conditions set forth in Section 4 of this Article VIII in the case of damage or destruction or unless the Property has been removed from the provisions of the Act as provided for in Article VIII, Section 3, hereof.

Section 3. INSURANCE PROCEEDS.

1. All insurance policies purchased by and in the name of the Corporation shall provide that proceeds covering Property losses shall be paid to the Corporation. The proceeds shall be deposited into an Albany, Georgia banking institution which shall be selected by the Board of Directors. Immediately upon the receipt by the Corporation of such proceeds, the Corporation’s treasurer shall deposit said proceeds into the Corporation’s demand deposit account at the above financial institution. All proceeds shall be held in said account until all repairs to the damaged property are completed. It shall be the Board of Director’s responsibility to approve the disbursement of the proceeds to pay for damage to the Corporation’s property. The Corporation shall be liable for payment of premiums and for the renewal of the sufficiency of the policies. It shall not be liable for failure to collect any insurance proceeds. It shall the Board of Director’s responsibility to inspect the Property to determine whether a loss has been sustained or to file any claim or claims against any insurer or any other person.
2. The duty of the Board of Directors shall be to receive proceeds delivered to it and to hold such proceeds in trust for the benefit of the Owners and their mortgagees, in the following shares, but which shares need not be set forth in the records of the Board of Directors. An undivided share of such proceeds on account of damage or destruction to the Common Area shall be held in trust for the Owners in accordance with their respective percentages of undivided interest in and to the Common Area as provided in Article III, Section 3 hereof. Proceeds on account of damage or destruction to Residences shall be held in trust for the Owners of the damaged or destroyed Residences in proportion to the cost of repairing or reconstructing the damage or destruction suffered by each such Owner. In the event that a mortgagee endorsement has been issued as to any particular Residence, the share of such Residence Owner shall be held in trust for such Owner and his mortgagee as their interests may appear.
3. Proceeds of insurance policies received by the Corporation shall be disbursed as follows:
   1. If the damage or destruction for which the proceeds are paid is to be repaired or reconstructed, all expenses of the Corporation shall be first paid and the remaining proceeds, or such portion thereof as may be required for such purpose, shall be disbursed in payment for such repairs or reconstruction as hereinafter provided. Any proceeds remaining after defraying such expenses of Corporation and cost of repairs or reconstruction shall be disbursed to the Beneficial Owners, remittances to Residence Owners and their mortgagees being payable jointly to them. This is a covenant for the benefit of any mortgagee of a Residence and may be enforced by such mortgagee.
   2. If it is determined as provided for in Section 4 of this Article VIII that the damage or destruction for which the proceeds are paid shall not be repaired or reconstructed, such proceeds shall be disbursed to such Persons as therein provided.
   3. Any and all disbursements of funds, whether such funds consist of insurance proceeds, special assessments, sales proceeds or any combination thereof, to be made by the Corporation for any purpose whatsoever shall be made pursuant to an in accordance with a certificate of the Corporation signed by the President or Vice President and attested by the Secretary setting forth whether or not the damage or destruction is to be repaired or reconstructed and whether the damage or destruction was to the Common Area or one or more Residences or both. If the damage or destruction is not to be repaired or reconstructed, said certificate shall direct that disbursements be made by the Corporation as by law provided in accordance with the terms of Section 4( c) of this Article VIII. If damage or destruction is to the Common Area and is to be repaired or reconstructed, said certificate shall also be signed by or on behalf of the mortgagee is known by the Corporation to have the largest interest in or lien upon such Common Area and may direct that disbursements be made by the Corporation to those Persons and in such amounts, as may be specified therein or, in the alternative, said certificate may authorize the Corporation to make disbursements upon and pursuant to such written authorizations as may be submitted to it by any architect or other Person named therein as having been employed by the Corporation to supervise such repairs or reconstruction. If damage or destruction is to one or more Residences and is to be repaired or reconstructed, said certificate shall also be signed by or on behalf of the mortgagee or mortgagees, if any, known by the Corporation to have an interest in or lien upon such Residence or Residences and may direct that disbursements be made by the Corporation to those Persons and in such amounts as may be specified therein or, in the alternative, said certificates may authorize the Corporation to make disbursements upon and pursuant to such written authorizations as may be submitted to it by an architect or other Person name therein as having been employed by the Corporation to supervise such repairs or reconstruction. The Corporation shall not incur any liability to any Owner, mortgagee, or other Person for any disbursements made by it pursuant to and in accordance with any such certificates or written authorizations.

Section 4. DAMAGE AND DESTRUCTION.

1. Immediately after the damage or destruction by fire or other casualty to all or any part of the Property covered by insurance written in the name of the Corporation, the Board of Directors or its duly authorized agent shall proceed with the filing and adjustment of all claims arising under such insurance and obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed Property. Repair or reconstruction, as used in this paragraph, means repairing or restoring the Property to substantially the same condition in which it existed prior to the fire or other casualty with each Residence and the Common Area having the same vertical and horizontal boundaries as before.
2. Any such damage or destruction shall be repaired or reconstructed unless at least NINETY (90%) PERCENT of the total vote of the Corporation shall decide within FOURTEEN (14) DAYS after the casualty not to repair or reconstruct. If for any reason, the amount of the insurance proceeds to be paid as a result of such damage or destruction or reliable and detailed estimates of the cost of repair or reconstruction are not made available to the Corporation within said period of FOURTEEN (14) DAYS after the casualty, then such period shall be extended until such information shall be made available to the Corporation, provided, however, that said extension of time shall in no event exceed THIRTY (30) DAYS after the casualty. No mortgagee shall have any right to participate in the determination as to whether the damage or destruction shall be repaired or reconstructed.
3. In the event that it is determined by the Corporation in the manner prescribed above that the damage or destruction shall not be repaired or reconstructed, then and in that event
   1. the Property shall be deemed to be owned in common by the Residence Owners,
   2. the undivided interest in the Property owned in common which shall appertain to each Residence Owner shall be the percentage of undivided interest previously owned by such Owner in the Common Area,
   3. any liens affecting any of the Residences shall be deemed to be transferred in accordance with the existing priorities to the percentage of undivided interest of the Residence Owner in the Property, and
   4. the Property shall be subject to an action for partition at the suit of any Residence Owner in which event the net proceeds of sale shall be paid to the Corporation.

   Said net proceeds of sale, together with the net proceeds of the insurance on the Property, shall be considered as one fund which, after paying all expenses of the Corporation, shall be divided among all of the Residence Owners in a percentage equal to the percentage of undivided interest owned by each Owner in the Property, after first paying out of the respective share of the Residence Owners, to the extent sufficient for the purpose, all liens of the undivided interest in the Property owned by each Residence Owner. Disbursements to such Owners shall be made as provided for in Section 3 of this Article VIII. The foregoing provisions of this Section 4( c) shall apply only along as may be necessary to comply with the applicable provisions of the Act. In the event that the Act should be hereafter amended so as to_ eliminate the necessity of terminating the Development upon determining that the damage or destruction shall not be repaired or reconstructed, this section 4(c), and such other provisions hereof as may be necessary to its implementation, shall be deemed amended accordingly.

Section 5. REPAIR AND RECONSTRUCTION

1. If the damage or destruction for which the insurance proceeds are paid to the Corporation is to be repaired or reconstructed and such proceeds are not sufficient to defray the cost thereof, the Board of Directors shall, subject to Article V, Section A, hereof and without a vote of the members, levy a Special Assessment against all Owners of the damaged Residence, and against all Owners in the case of damage to the Common Area, in sufficient amounts to provide funds to pay such excess cost of repair of reconstruction. Additional Assessments may be made in like manner at any time during or following the completion of any repair or reconstruction. Such Assessments against Residence Owners for damage to Residences shall be in proportion to the cost of repair and reconstruction of their respective Residences. Such Assessments on account of damage to the Common Area shall be in proportion to the Owner’s share of the Common Area.
2. Any and all sunlS paid to the Corporation under and by virtue of those Special Assessments provided for above to defray the estimated excess cost of repair and reconstruction shall be deposited by the Corporation into the account of the Corporation. The proceeds from insurance and Assessments, if any, received by the Corporation, when the damage or destruction is to be repaired or reconstructed, shall be disbursed as provided for in Section 3 of Article VIII.

Section 6. MINOR REPAIRS.

1. Notwithstanding the foregoing provisions of this Article VIII, in the event of damage by fire or other casualty to either the Common Area or Residences covered by insurance written in the name of the Corporation and if the insurance proceeds initially offered or paid therefore are less than ONE THOUSAND DOLLARS ($1,000.00)-and the estimated cost of repairing such damage is less than twice the amount of such proceeds then the instrument by means of which such proceeds are paid shall be endorsed by and delivered to the Corporation and the damage shall be repaired in accordance with the following provisions.
2. If the damage is confined to the Common Area, such insurance proceeds shall be used by the Corporation to defray the cost of such repairs. If the cost of such repairs is less than the amount of such insurance proceeds, the excess shall be retained by the Corporation or its duly authorized agent and placed in the reserve maintenance fund or such other fund as may be established for the purpose of providing for the maintenance, repair, and replacement of the Common Area. If the cost of such repairs exceeds the amount of such insurance proceeds, such excess may be provided subject to Article V, Section 4, hereof either by means of a Special Assessment levied by the Board of Directors without a vote of the members, against all Owners in proportion to each Owner’s share in the Common Area or by means of an appropriation from the reserve maintenance fund or such other fund as may be established for the purpose of providing for the maintenance, repair, and replacement of the Common Area as the Board of Directors in the exercise of its sole discretion may determine.
3. If the damage is confined to Residences, such insurance proceeds shall be used by the Corporation to defray the costs of such repairs. If the cost of such repairs is less than the amount of such insurance proceeds, the excess shall be paid jointly to the Owner and his mortgagee, if any, who may use such proceeds as they alone may determine. If the cost of such repairs exceeds the amount of such insurance proceeds, such excess shall be provided by means of a Special Assessment levied by the Board of Directors, subject to Article V, Section 4, hereof and without a vote of the members, against the Owner of the damaged Residence. Payments for repairs, provided for in this subparagraph (c) shall be made only after all such repairs have been completed and approved by the Corporation, the Owner and his mortgagee, if any, which approval shall not be unreasonably withheld.

ARTICLE IX
CONDEMNATION

Section 1. GENERAL.

Whenever all or any part of the Property shall be taken by any authority having power of condemnation or eminent domain, each Owner shall be entitled to notice thereof and to participate in the proceedings incident thereto unless otherwise prohibited by law. The award made for such taking shall be payable to the Corporation. Unless otherwise provided by law at the time of such taking, any award made therefore shall be disbursed by the Corporation as hereafter provided in the Article IX

Section 2. COMMON AREA

If the taking is confined to the Common Area on which improvements shall have been constructed and if at least SEVENTY-FIVE PERCENT (75%) of the total vote of the Corporation shall decide within FOURTEEN (14) DAYS after such taking to replace improvements, or any paii thereof, on the remaining Land included in the Common Area and according to plans therefor to be approved by the Corporation, then the Board of Directors shall arrange for such replacement and the Corporation or the Insurance Trustee, as the case may be, shall disburse the proceeds of such award in the same manner as they are required to disburse insurance proceeds where damage or destruction to the Common Area is to be repaired or reconstructed as provided for in Article VIII hereof; subject, however, to the right hereby reserved to the Corporation and to be exercised by a Majority of the total vote thereof to provide for the disbursement by the Insurance Trustee of the remaining proceeds held by it (after payment of all costs incident to such replacement including all expenses of the Insurance Trustee) to the Owners or any one or more of them in amounts disproportionate to their percentages of undivided interest in the Common Area as established herein, which disproportionate amounts shall correspond with the disproportionate damages sustained by the Owners or any one or more of them as the Corporation may determine by a Majority of the total vote thereof. If at least SEVENTY-FIVE (75%) of the total vote of the Corporation shall not decide within FOURTEEN (14) DAYS after such taking to replace such improvements or if the taking is confined to the Common Area on which no improvements shall have been constructed, then the Corporation or the Insurance Trustee, as the case may be, shall disburse the proceeds of the award in the manner hereinabove provided for the disbursement of the remaining proceeds of an award after payment of all costs incident to replacement of improvements taken, including the right reserved to the Corporation to provide for the disbursement by the Insurance Trustee of the remaining proceeds held by it to the Owners in disproportionate amounts.

Section 3. RESIDENCES.

If the taking includes one or more Residences, or any part or parts thereof, whether or not there is included in the taking any part of the Common Area, then the award shall be disbursed and all related matters, including, without limitation, alteration of the percentages or undivided interest of the Owners in the Common Area, shall be handled pursuant to and in accordance with the consent of all Owners (or such lesser number of Owners as may then be prescribed by the Act for the purpose of altering the percentages of undivided interest of the Owners in the Common Area) expressed in a duly recorded amendment to this Declaration. In the event that such an amendment shall not be recorded within THIRTY (30) DAYS after such taking, then such taking shall be deemed to be and shall be treated as damage or destruction which shall not be repaired or reconstructed as provided for in Article VIII, Section 4, hereof, whereupon the Development will be terminated in the manner therein prescribed, unless then otherwise provided by law.

ARTICLE X
USE RESTRICTIONS

Section 1. RESIDENTIAL PURPOSES.

All Residences contemplated in the Development shall be, and the same hereby are, restricted exclusively to Residential use. All such Residences shall be of new construction. No structures of a temporary character, trailer, basement, tent, shack, carport, garage, barn, or other outbuildings shall be used as a Residence on any portion of the Property at any time either temporarily or permanently, without consent in writing to all other Owners.

Section 2. FREEHOLD ESTATE.

Each Residence shall be conveyed as a separately designated and legally described freehold estate subject to the terms, conditions, and provisions hereof and of the Act.

Section 3. MEETINGS OF MEMBERS.

Written notice of each meeting of the members shall be given by, or at the direction of, the Secretai-y or person authorized to call the meeting, (a) by delivering a copy of such notice to each residence at least FOURTEEN (14) DAYS before such meeting, or (b) by mailing a copy of such notice, postage prepaid, at least FOURTEEN (14) DAYS before such meeting to each member entitled to vote thereat, addressed to the member’s address last appearing on the books of the Corporation or supplied by such member to the Corporation for the purpose of notice. Such notice shall specify the place, day, and hour of the meeting and, in the case of a special meeting, the purpose of the meeting.

Section 4. ANIMALS AND PETS.

No animals, livestock or poultry of any kind shall be raised, bred or kept on any part of the Property, except that dogs, cats or other household pets may be kept by the respective Owners in their respective Residences, or on leash or chain, and provided that they do not endanger the health or in the sole discretion of the Board of Directors, unreasonably disturb the Owner of any Residence or any resident thereof. Under no circumstances shall any Owner, occupant, or guest be allowed to permit their pet free and unhindered access to any part of the Common Area, the limited area of other Owners, or the Property of other Owners. It shall be mandatory for the Board of Directors and permissible for any Residence Owner, Lessee, or occupant to take whatever legal steps are necessary to ensure that no provisions of this Section are violated. Should any damage occur as a result of a violation of this Section, the Board of Directors shall assess the violating Residence Owner, whether by his doing, his Lessee, occupant or guest, under the provisions of Article VI, an amount equal to any damage sustained to the Common Area, limited Common Areas, or Property of any other Resident.

Section 5. SIGNS AND BUSINESS ACTIVITIES.

No advertising, signs, billboards, unsightly objects, or nuisance shall be erected, placed, or permitted to remain on the Property, nor shall the Property be used in any way for any purpose which may endanger the health of or unreasonably disturb the Owner of any Residence or any resident thereof. No business activities of any kind whatever shall be conducted in any Building or in any portion of the Property provided, however, the foregoing covenants shall not apply to the business activities, signs, and billboards of the Developer, its agents or assigns during the sale period.

Section 6. CLOTHESLINES. GARBAGE CANS. ETC.

All clotheslines, equipment, garbage cans, service yards, woodpiles, and storage piles shall be kept screened by adequate planting or fencing so as to conceal them from view of neighboring Residences and streets. All rubbish, trash, and garbage shall be regularly removed from the Premises and shall not be allowed to accumulate thereon. All clotheslines shall be confined to the patio area.

Section 7. PATIOS AND OTHER COMMON AREA.

Except in the individual patio adjacent to a Residence, no planting or gardening shall be done, and no fences, hedges, or walls shall be erected or maintained upon said Property except such as are installed in accordance with the initial construction of the Buildings located thereon or as approved by the Board of Directors of their designated representatives. Except for the right of ingress and egress, the Owners of Residences are hereby prohibited and restricted from using any of said Property outside of their respective Residences and the patios appurtenant thereto, except as may be allowed by the Board of Directors or as expressly provided for herein. It is expressly acknowledged by all parties concerned that this paragraph is for the mutual benefit of all Owners in the Development and is necessary for the protection of said Owners.

Section 8. EXTERIOR ANTENNAS

Without prior written approval and authorization of the Board of Directors, no exterior television or radio antennas of any sort which extends above the roofline or beyond appurtenant patios shall be placed, allowed, or maintained upon any p01tion of the improvements to be located upon the Prope1ty now upon any structure situated upon the Property other than an aerial for a master antenna system, should any such master system or systems be utilized and require any such exterior antenna.

Section 9. PETS OF GUESTS AND VISITORS.

Guests and visitors of Owners shall not be permitted to bring any pet on the Condominium Property.

Section 10. MOTORCYCLES, MOTORBIKES. ETC.

Use of motorcycles, motorbikes, and/or any other loud or noxious type of conveyance shall be expressly prohibited on the Condominium Property.

Section 11. BOATS, NON-LAND VEHICLES, ETC.

Parking of boats or other non-land type vehicles, not currently in use by the Owner, tenant, or occupant, shall be in spaces designated by the Board of Directors if, in their sole discretion, such space is available.

Section 12. VEHICLE REPAIR.

No Owner, tenant, occupant, visitor, or other guest shall be permitted to work on or repair any vehicle on the premises other than what emergency repairs shall be necessary in order to remove the vehicle from said premises.

Section 13. VIOLATIONS OF RULES AND REGULATIONS.

In the event of violations of any of the above rules and regulations, there shall be assessed, by the Board of Directors, in their sole discretion, against the violating party, an amount equal to the injury to any person or damage to any Property occasioned by such violation, and such Assessment shall constitute a lien as shown under the Assessment provisions of these Articles of Condominium. The Board of Directors may take any and such other steps as they deem necessary in order to ensure that such a violation shall not re-occur in the future.

Section 14. MISCELLANEOUS.

The Board of Directors may make other and further rules, regulations and use restrictions as necessary and not in violation of the Act or this Declaration.

ARTlCLE XI
SALES, LEASES AND MORTGAGES

Section 1. SALES AND LEASES: RIGHT OF FIRST REFUSAL.

In order to assure a community of congenial Owners and thus protect the value of the Residences, the sale, leasing, and mortgaging of Residences by any Owner other than the Developer shall be subject to the following provisions so long as the Property shall be owned in accordance with the terms and conditions of this Declaration and the Act.

1. A Residence owner shall not lease his or her unit, except in the case of undue hardship. A determination of the presence or absence of undue hardship shall be made at the sole discretion of the Board of Directors after application, in writing, setting forth the reasons lease approval is necessary. Under no circumstances, shall the Board of Directors approve an undue hardship lease for any period longer than one year. In addition, the Board must condition any undue hardship lease approval on (a) that the unit be leased to and occupied by the leasee and his immediate family; (b) that no transient tenants be leased to; and (c) that no less than the full unit be leased. By way of illustration and not by limitation, examples of circumstances which would constitute “undue hardship” are those in which (i) an Owner must relocate his or her residence and cannot, with one hundred eighty days (180) from the date the unit is placed on the market, sell the unit for a price at or below its current appraised market value; (ii) the Owner dies and the unit is being administered by his or her estate; or (iii) the Owner takes a leave of absence or temporarily relocates and intends to return to reside in the unit within one (1) year. All Owners of record of units prior to January 16, 2001, shall have until December 31, 2002, to come into compliance with this provision. After said date, leasing of the Owner’s unit(s) shall be prohibited in accordance with this paragraph unless an “undue hardship” lease exception has been granted by the Board of Directors.
2. NOTICE TO CORPORATION. A Residence Owner intending to make a bona fide sale of his Residence shall give notice in writing to the Board of Directors of such intention, together with the name and address of the intended purchaser, the terms of the proposed transaction and such other information as the Board may reasonably require.
3. ALTERNATIVES OF CORPORATION. Within THIRTY (30) DAYS after receipt of such notice, the Board of Directors may (1) approve the transaction in writing, (2) fail to respond in which event the transaction will be deemed approved, (3) notify the seller in writing that the Corporation will furnish a purchaser approved by the Board of Directors who will accept the transaction upon terms as favorable to the seller as the terms stated in the notice, except that a purchaser furnished by the Corporation may have FOURTEEN (14) DAYS subsequent to the date of such notice within which to close the transaction, (4) notify the seller in writing that the Corporation will purchase upon the same terms and conditions upon which the Owner proposes to sell; provided, however, that the Corporation shall have the right of market value appraisal. If the Corporation elects to exercise the right, it shall so notify the seller or lessor in writing during the stated THIRTY (30) DAY period in which event FOURTEEN (14) additional DAYS shall be allowed to obtain the appraisal. If the Corporation finds that the offering first reported to the Corporation exceeds ONE HUNDRED PERCENT (100%) of the appraised market value, it shall have the further right (but not the obligation) to compel arbitration of the price and terms upon which it will purchase or lease. The question shall be submitted and award made pursuant to the Georgia Law of Statutory Arbitration and Award (Ga. Code Ann. Ch., 7-2) as the same may be in effect at the time of arbitration. Arbitration shall be a condition precedent to any suit or litigation concerning price or terms of sale or lease. If the statute be repealed, the Corporation may apply to the Superior Court of Dougherty County, Georgia, for court ordered referral to arbitration under such rules as the court may impose. The award made in such cases shall be fully enforceable at the instance of either party in a suit for specific performance or other relief sought in said court.
4. NO WAIVER. Approval by the Board of Directors of any sale or lease shall not constitute or be deemed to be a waiver of the necessity for such consent or approval to any further conveyance or lease shall not constitute or be deemed to be a waiver of the necessity for such consent or approval to any further conveyance or lease or to any assignment or subletting of any previously approved leasing. The approval by the Board shall be in recordable form and shall be delivered to the purchaser or lessee and recorded in the Office of the Clerk of the Superior Court of Dougherty County, Georgia.
5. SALE BY MORTGAGING. Should the Residence of any Owner become subject to a first mortgage or deed to secure debt as security in good faith or for value, the holder thereof upon becoming the Owner of such interest through whatever means, or the seller at any sale under a power of said therein contained, shall have the unqualified right to sell, lease or otherwise dispose of said interest and the fee ownership of said Residence, without offer to the Corporation, notwithstanding the above provisions, but the seller shall otherwise sell and the purchaser or lessee shall take subject to the Declaration and By-Laws.

Section 2. MORTGAGING.

No Owner may mortgage his Residence nor any interest therein without the approval of the Board of Directors, except to its former Owner, a bank, insurance company, a federal savings and loan association, or a corporation or partnership acting as a mortgage broker whose primary interest in making any such mortgage is the placement and servicing of same with and on behalf of one of such other lending institutions. The existence of a “permanent commitment” from any such lending institution to purchaser any such mortgage from such mortgage broker shall be conclusive evidence of such mortgage broker’s intent to place any such mortgage with one of such other lending institutions whether or not such commitment is ultimately fulfilled. The approval of any mortgagee as provided for above may be upon conditions determined by the Board of Directors or may be arbitrarily withheld.

Section 3. VOID TRANSACTIONS.

Any sale, mortgage, or lease which is not authorized pursuant to the terms of this Declaration shall be void unless subsequently approved by the Board of Directors.

Section 4. EXEMPTION FROM RESTRICTIONS.

The foregoing restrictions against selling, leasing, and mortgaging of Residences as set forth in this Article XI shall not apply to the holder of any promissory note, secured in whole or in part by a duly executed and recorded deed to secure debt, security deed, loan deed or other similar instrument which creates a lien on such portion of the Property as may be owned by the Developer prior to conveyance, nor to any purchaser of one or more Residences under power contained in any such instrument, nor to any other Person who purchases such Residence of Residences from the purchaser at Foreclosure or at sale under power except to ultimate purchasers of individual Residences who occupy the same.

ARTICLE XII
EASEMENTS

Section 1. ENJOYMENT OF COMMON AREA.

Every Owner shall have a right and easement of enjoyment in and to the unlimited Common Area (as distinguished from Limited Common Area) and such easement shall be appurtenant to and shall pass with the title to every Residence, subject to the following provisions: (a) the right of the Board of Directors to limit the number of guests that may use the Common Area, (b) the right of the Board of Directors to charge reasonable fees for the use any recreational facilities situated upon the Common Area, provided, however, such permitted use for fee or deposit, as the case may be, may be made only to Residence Owners, their tenants, guests and families; and ( c) the right of the Board of Directors to suspend the voting rights and right to use of the recreational facilities by an Owner for any period during which any Assessment against his Residence remains unpaid, and for a period not to exceed THIRTY (30) DAYS for any infraction of its published rules and regulations. Any Owner may delegate, in accordance with the By-Laws, his right of enjoyment to the Common Area to the members of his family or his tenants who reside on the Property.

Section 2. ENCROACHMENTS AND SUPPORT.

Each Residence and the Property included in the Common Area shall be subject to an easement for encroachments created by construction, settling and overhangs as designed or constructed by the Developer. A valid easement for said encroachments and for the maintenance of same, so long as they stand, shall and does exist. In the event that any Building is partially or totally destroyed and then rebuilt, the Owners of the Residences so affected agree that minor encroachments of parts of the adjacent Residence or Common Area due to construction shall be permitted and that a valid easement for said encroachments and the maintenance thereof shall exist. Every portion of a Residence shall be burdened with an easement of support of an abutting Residence. Also, a valid easement shall and does exist in favor of each Owner to make reasonable use, not inconsistent with the terms of this Declaration, of the exterior wall of any adjoining Residence where the outer unfinished surface of such wall shall serve and separate any portion of such Owner’s Residence or Limited Common Area appertaining thereto and such adjoining Residence notwithstanding the inclusion of such wall within the vertical boundaries of such adjoining Residence.

Section 3. UTILITIES, ETC.

There is hereby granted a blanket easement upon, across, over, and under all of the Property for ingress, egress, installation, replacing, repairing, and maintaining a master television antenna system and all utilities including, but not limited to, water, sewers, telephone, and electricity. By virtue of this easement, it shall be expressly permissible for the providing utility company to erect and maintain the necessary poles and other necessary equipment on Property and to affix and maintain under the roofs and exterior walls of the Residences. Notwithstanding anything to the contrary contained in this paragraph, no sewers, electrical lines, water lines, or other utilities may be installed or relocated on Property except as initially programmed and approved by the Developer or thereafter approved by the Developer or the Board of Directors. Should any utility furnishing a service covered by the general easement herein provided request a specific easement by separate recordable document, the Developer shall have the right to grant. such easement on Property without conflicting with the terms hereof The easements provided for in this Article XII shall in no way affect any other recorded easement on Property.

Section 4. OTHER.

There is hereby granted a blanket easement to the Corporation, its directors, officers, agents and employees, to any Manager employed by or on behalf of the Corporation and to all policemen, firemen, ambulance personnel and all similar persons to enter upon the Property or any part thereof in the proper performance of their respective duties. Except in the event of emergencies, the rights accompanying the easements provided for in this Article XII shall be exercised only during reasonable daylight hours and then, whenever practicable, only after advance notice to and with the permission of the Owner or Owners directly affected thereby.

ARTICLE XIII
GENERAL PROVISIONS

Section 1. AMENDMENT.

Amendments to this Declaration which are authorized by this Declaration and the Act, shall be proposed and adopted in the following manner:

1. NOTICE. Notice of the subject matter of the proposed amendment shall be included in the notice of any meeting of the Corporation at which a proposed amendment shall be considered.
2. RESOLUTION. A resolution adopting a proposed amendment may be proposed by either the Board of Directors of the Corporation or by the membership of the Corporation, and after being proposed and approved by one of such bodies it must be approved by the other. Directors and members not present at the meetings considering the amendment may express their approval in writing. Such approvals must be by all of the Directors and, unless otherwise specified in this Declaration or the Act, by not less than FIFTY-ONE PERCENT (51 %) of the total vote of the Corporation; provided, however, that in the event the proposed amendment should affect materially any rights of any then existing mortgage holders, such amendment shall also require the written consent thereto of all of the then-existing mortgage holders, and, provided further, that if the Corporation shall vote to amend the By-Laws in any respect, such By-Laws amendment shall be set forth in an amendment to this Declaration as required by the Act, and such amendment to this Declaration shall be valid when approved by a Majority of the total vote of the Corporation.
3. RECORDING. A copy of each amendment provided for in this Section 1 shall be certified by the Board of Directors of the Corporation as having been duly adopted and shall be effective when filed for record in the Office of the Clerk of the Superior Comt of Dougherty County, Georgia.

Section 2. TERMINATION.

The Development shall be terminated and the Property removed from the provisions of the Act in the following manner:

1. AGREEMENT. All of the Residence Owners may remove the Property from the provisions of the Act by an instrument to that effect, duly recorded, provided that the holders of all liens affecting any of the Residences consent thereto or agree, in either case by instruments duly recorded, that their liens be transferred to the percentage of undivided interest of the Residence Owners in the Property.
2. DESTRUCTION. In the event it is determined in the manner provided in Article VIII, Section 4, hereof, that the Property shall not be repaired or reconstructed after casualty, the Development will be terminated and the Development Documents revoked pursuant to Article Vill, Section 4( c ), hereof, unless then otherwise provided by law. The determination not to repair or reconstruct after casualty shall be evidenced by a certificate of the Corporation certifying as to facts affecting the termination, which certificate shall become effective upon being recorded in the Office of the Clerk of the Superior Comi of Dougherty County, Georgia.
3. CONDEMNATION. In the event that one or more Residences, or any part or parts thereof, shall be taken by any authority having the power of eminent domain and the consent of all Owners (or such lesser number of Owners as may then be prescribed by the Act for the purpose of altering the percentages of undivided interest of the Owners in the Common Area) shall not be expressed in an amendment to this Declaration duly recorded within THIRTY (30) DAYS after such taking as provided for in Article IX, Section 3, hereof, the Development will be terminated and the Development Documents revoked pursuant to Article VIII, Section 4( c ), hereof, unless then otherwise provided by law. Such taking shall be evidenced by a certificate of the Corporation certifying as to the facts affecting the termination, which certificate shall become effective upon being recorded in the Office of the clerk of the Superior Comi of Dougherty County, Georgia.
4. OWNERSHIP AFTER TERMINATION. After termination of the Development, the rights of the Residence Owners and their respective mortgagees and lienees shall be determined in the maimer provided in Article VIII, Section 4, hereof.

Section 3. COVENANTS RUNNING WITH THE LAND.

All provisions of this Declaration shall be construed to be covenants running with the Land, and with every part thereof and interest therein, including, but not limited to, every Residence and the appurtenances thereto; and every Residence Owner and claimant of the Land or any part thereof or interest therein, and his heirs, executors, administrators, successors and assigns shall be bound by all of the provisions of this Declaration.

Section 4. DURATION.

So long as Georgia Law limits the period during which covenants restricting lands to certain uses may run, it shall be the duty of the Board of Directors to cause the covenants contained herein, as amended from time to time, to be extended when necessary by filing in the Office of the Clerk of the Superior Court of Dougherty County, Georgia, a document bearing the signatures of a Majority of the then Owners reaffirming and newly adopting the Declaration and covenants running with the Land. Such adoption by a Majority shall be binding on all, and each Owner of any Residence, by acceptance of a deed therefore, is deemed to agree that the Declaration and covenants may be extended as provided in this Section 4.

Section 5. DEEDS.

Any transfer of a Residence shall include all appurtenances thereto whether or not specifically described, including, but not limited to,” the Owner’s membership in the Corporation and his percentage of undivided interest in the Common Area and in the fonds and assets held by the Corporation.

Section 6. BY-LAWS.

A true copy of the By-Laws of the Corporation which shall govern the administration of the Development is attached hereto as Exhibit “D” and, by reference, made a part hereof.

Section 7. ENFORCEMENT.

Each Owner shall comply strictly with the By-Laws and with the administrative rules and regulations adopted pursuant thereto, as either of the same may be lawfully amended from time to time, and with the covenants, conditions, and restrictions set forth in this Declaration or in the deed to his Residence. Failure to comply with any of the same shall be grounds for an action to recover sums due, for damages or injunctive relief or both maintainable by the Board of Directors on behalf of the Corporation or, in a proper case, by an aggrieved Owner. Failure by the Corporation or any Owner to enforce any of the foregoing shall in no event be deemed a waiver of the right to do so thereafter.

Section 8. SEVERABILITY.

Invalidation of any covenant, condition, restriction or other provision of this Declaration or the By-Laws shall not affect the validity of the remaining portions thereof which shall remain in full force and effect.

Section 9. PERPETUITIES.

If any of the covenants, conditions, restrictions, or other provisions of this Declaration shall be unlawful, void, or voidable for violation of the rule against perpetuities, then such provisions shall continue only until TWENTY-ONE (21) YEARS after the death of the survivor of the now living descendants of RICHARD NIXON and GERALD FORD.

Section 10. GENDER AND GRAMMAR.

The singular wherever used herein shall be construed to mean the plural when applicable, and the necessary grammatical changes required to make the provisions hereof apply either to corporations or individuals, men or women, shall in all cases be assessed as though in each case fully expressed.

Section 11. AGENT FOR SERVICE OF PROCESS.

The Developer hereby designates D. BRADLEY FOLSOM to receive such service of process in the cases provided for in the Act. Said designated agent’s address for service of process is his place of business at 204 North Westover Boulevard, Albany, Georgia 31707.

Section 12. USE OF RECREATIONAL FACILITIES.

Notwithstanding any other provision of this Declaration, the common elements shall be used only by Owners, Residents, Tenants, and their invited social guests. No other individuals, partnerships or corporations shall be entitled to the use of any of the common elements. Invited social guests shall be accompanied by an Owner, Resident, or Tenant.

Date and signatures of Original Declaration recorded in Condominium Book 1; pages 1 through 47, Dougherty County Superior Court Clerk’s office are incorporated herein by reference specifically those contained in Condominium Book 1, page 32.